A strong foundation
for long-term growth
Annual Report 2023
Contents
1
Amcor Annual Report 2023 Contents
1
Contents
2
A strong foundation
for long-term growth
We continue to deliver value through a
combination of differentiated capabilities,
innovative solutions and global reach, all of
which is powered by top talent around the
world. This solid framework, along with
effective capital management and a focus on
meeting the needs of our customers, is what
enables us to consistently deliver for our
stakeholders and remain committed to our
long-term growth.
Contents
Message from the Chairman
of the Board and the CEO
Amcor at a glance
Our strategy
Sustainability and innovation
Amcor fiscal 2023 operating review
Form 10-K
Other information
3
5
7
9
11
15-131
133
Reconciliation of non-GAAP measures
136
Contact
139
Amcor Annual Report 2023 Welcome message
3
Message from the Chairman
of the Board and the CEO
Dear shareholders,
Fiscal 2023 was a challenging year; it tested the resilience
and adaptability that define Amcor and highlighted the
dedication of our teams to our winning aspiration to be
THE leading global packaging company. The hallmark of
a strong company lies in its ability to navigate uncertainty
while continuing to deliver value. Our fiscal 2023 year
largely reflected the global economy, with strong first half
performance offset by a challenging second half as market
conditions softened considerably. Across the organization,
we maintained our focus on delivering innovative packaging
solutions while taking actions to navigate persistent
headwinds caused by inflation, softening and more volatile
consumer demand and destocking through the supply chain.
Our efforts of course went well beyond the short-term
performance as we continued building a stronger company
with a bright future for our people and our stakeholders.
Let us share some of our many accomplishments:
- Safety has long been a core value at Amcor. From a
statistical perspective, fiscal 2023 was our safest on record,
with a 31% reduction in injuries globally and 69% of our
sites remaining injury-free for at least 12 months. While we
are pleased with these results, ultimately, it’s not just the
number of injuries we’re focused on but also the severity of
the injuries that do occur. Tragically, in June a contractor’s
employee lost his life at our Pondicherry site in India after
falling from a roof. We immediately initiated a detailed
investigation and are deploying the learnings across all
Amcor sites with the goal of eliminating the risk of similar
accidents in the future. We are relentlessly focused on safety
globally and this tragic incident is a stark reminder of the
importance of those efforts.
- Financially, organic sales were in-line with last year,
reflecting the challenging market dynamics faced by the
consumer and packaging industries broadly. However, our
proactive and decisive cost and price actions to effectively
manage the areas under our control resulted in a modest
increase in profit for the year, as adjusted EBIT grew by 1%
on a comparable constant currency basis, and we delivered
solid adjusted free cash flow of $848 million. Through the
year, we stepped up the intensity of our cost reduction
efforts to drive productivity benefits, while investing in
structural initiatives that we expect will increase operating
leverage and deliver meaningful cost savings in fiscal 2024
and 2025.
- We remained resolute in our commitment to shareholder
returns, increasing our industry-leading dividend and
repurchasing more than $400 million in Amcor shares –
about 3% of total shares outstanding – resulting in a total
return of $1.2 billion in cash to shareholders in fiscal 2023.
Since 2020, we’ve repurchased approximately 11% of our
outstanding shares while maintaining our investment grade
balance sheet.
- Throughout fiscal 2023, we continued investing in future
growth, including in high value healthcare, protein, pet care,
premium coffee and hot fill beverage categories and we
further strengthened our leading and diversified emerging
market portfolio. Our organic investment was complemented
by an active M&A and corporate venturing agenda. During
the fiscal year, we acquired a world-class scalable flexible
packaging plant in the Czech Republic and strengthened our
leadership position in the Asia Pacific healthcare category
with the acquisition of Shanghai-based MDK. And we secured
Amcor’s position as a leading provider of equipment, films and
technical service for the high value fresh and processed meat
category with the addition of Moda Systems.
Amcor Annual Report 2023
Welcome message
4
Graeme Liebelt
Chairman
Ron Delia
CEO
“The hallmark of a strong company lies in
its ability to navigate uncertainty while
continuing to deliver value.”
Our accomplishments this past year speak to the drive,
creativity and talent of our teams and underscore the
importance of swift and decisive action to stay competitive
in an evolving market. We believe we can consistently
deliver long-term success and value by staying focused
on building our business while investing in our growth and
innovation strategies, pursuing value creating M&A and
returning cash to shareholders through share repurchases
and a compelling and growing dividend.
As we step into fiscal 2024, we do so with a sense of
optimism and purpose and we thank you, our shareholders,
for your continued support.
- While navigating challenges, our innovation capabilities
remain an important differentiator for Amcor. We continued
to invest strategically in R&D to help ensure we deliver
sustainable solutions that meet the rigorous packaging
requirements of our customers. We expanded our offerings
in fiber, and several global brands have adopted or are
piloting AmFiber™ performance paper for confectionary and
other products. Additionally, our Lift-Off program launched
partnerships with innovative start-ups in artificial intelligence,
biomaterials, nanotechnology and smart packaging. Our
commitment to innovation reflects our confidence in
Amcor’s ability to lead, even in the most uncertain times.
- Sustainability is fundamental to everything we do and is
deeply embedded in Amcor’s strategy and risk management
framework. In fiscal 2023 we released our first TCFD report
highlighting the important work we’re doing to help ensure
we make the right decisions on climate and packaging
sustainability. We continue to expand our designed- to-be-
recycled offerings and recycle-ready alternatives. Today,
well over 80% of our global portfolio has options to meet
this criterion, providing our customers with the ability
to accelerate conversion of their packaging portfolios to
meet increasing consumer demand for more sustainable
solutions. We also increased our targeted use of recycled
material across the Amcor portfolio to 30% by 2030 and
are taking action to meet that goal through a partnership
with ExxonMobil and an investment in Licella, both of which
will provide access to recycled material that can be used in
healthcare and food grade packaging solutions.
Amcor Annual Report 2023
At a glance
5
Amcor at a glance - fiscal year 2023
Global sales USD
~14.7 billion
76%
Flexibles
24%
Rigid packaging
Employees
~41,000
41
Countries
218
Sites
Global sales by region¹
49%
North
America
23%
Western
Europe
25%
Emerging
markets
3%
Australia &
New Zealand
Flexibles
Amcor’s Flexibles business has a global
presence and is one of the world’s largest
developers and suppliers of flexible
packaging and specialty folding cartons.
Overview 2023
Sales USD11.2 billion • Number of plants 1662
Countries 37 • Employees ~36,0002
End markets
The business develops and produces flexible
packaging for food, beverage, pharmaceutical,
medical, home and personal care, and other products.
(1) Excludes disposed Russian operations
(2) Includes sites and employees in corporate functions
Rigid packaging
Amcor’s Rigid Packaging business is one
of the world’s largest suppliers of plastic
containers and closures.
Overview 2023
Sales USD3.5 billion • Number of plants 52
Countries 11 • Employees ~5,000
End markets
The business develops and produces rigid
containers and closures for food, beverage, spirits,
home and personal care, and healthcare products.
Note: All amounts referenced throughout this document are in US dollars unless
otherwise indicated and numbers may not add up precisely to the totals provided
due to rounding.
Amcor Annual Report 2023
At a glance
6
Amcor winning strategy
Winning aspiration
To be THE leading
global packaging company
Focused portfolio
Flexible
packaging
Rigid
packaging
Specialty
cartons
Closures
The Amcor Way
Differentiated
capabilities
that enable
us to win:
Talent
Commercial
Excellence
Operational
Leadership
Innovation
Cash and
Capital Discipline
Strong foundation for growth & value creation
Global leader in primary packaging for consumer staples and healthcare
with a strong track record
Consistent growth from priority categories, emerging markets and innovation
Strong cash flow and balance sheet provide ongoing capacity to invest
Increasing investment for growth and building momentum
Compelling and growing dividend with current yield ~5%
EPS growth
+ Dividend yield
= 10-15% per year
Amcor Annual Report 2023
Flexible packagingFlexible packagingFlexible packagingFlexible packaging Our strategy
7
Our
Strategy
Amcor Annual Report 2023 Our strategy
7
Our strategy
8
Amcor is a global leader
in developing and
producing responsible
packaging solutions
for food, beverage,
pharmaceutical, medical,
home and personal care,
and other products.
People are what drives our success,
and we are winning when our people
are safe, engaged and developing
as part of a high-performing team.
As a global organization, our different
perspectives deliver differentiated
solutions that enable us to win for
all of our stakeholders.
Amcor works with leading
companies around the world
to protect their products and
the people who rely on them,
differentiate brands, and improve
supply chains through a range of
flexible and rigid packaging, specialty
cartons, closures, and services. The
company is focused on making
packaging that is increasingly lighter
weight, recyclable and reusable, and
made using an increasing amount of
recycled content across a variety of
materials. In fiscal year 2023, 41,000
Amcor people generated $14.7 billion
in annual sales from operations that
span 218 sites in 41 countries.
Strategy
Our business strategy consists
of three components: a focused
portfolio, differentiated capabilities,
and our aspiration to be THE leading
global packaging company. To fulfil
our aspiration, we are determined to
win for our people, our customers,
our investors and the environment.
Focused portfolio
Summary
Amcor has maintained a consistent
strategy and business model.
We have a unique combination
of talented people, differentiated
capabilities, scale and global reach.
Our innovation excellence and
packaging expertise enables us to
solve packaging challenges around
the world every day, producing
packaging that is more functional,
appealing, and cost effective. These
powerful competitive advantages
enable us to better serve our
customers and their consumers, and
importantly, to develop and deliver
packaging that best protects the
environment. By remaining focused
on our strategy and our unique
value proposition for customers,
the company expects to continue
to grow and drive strong returns for
shareholders and other stakeholders.
“Infiscalyear2023,
41,000Amcorpeople
generated $14.7 billion
in annual sales from
operations that span 218
sites in 41 countries.”
Our business portfolio shares certain
important characteristics:
-
A focus on primary packaging for
fast-moving consumer goods.
- Good industry structure.
- Attractive relative growth.
-
Multiple paths for us to win through
our leadership position, scale and
ability to differentiate our product
offering through innovation.
These criteria have led us to
the focused portfolio of strong
businesses we have today across:
flexible and rigid packaging, specialty
cartons and closures.
Differentiated capabilities
‘The Amcor Way’ describes the
capabilities deployed consistently
across Amcor that enable us to get
leverage across our portfolio: Talent,
Commercial Excellence, Operational
Leadership, Innovation, and Cash and
Capital Discipline. Our values of Safety,
Integrity, Collaboration, Accountability,
and Results and Outperformance
guide our behavior, driving our winning
aspiration to be THE leading global
packaging company.
Shareholder value creation
Through our portfolio of focused
businesses and differentiated
capabilities, we generate strong
cash flow and redeploy cash to
consistently create superior value
for shareholders. The nature of
our consumer and healthcare end
markets mean that year-to-year
volatility should be relatively low,
measured on a constant currency
basis. Over time, value creation
has been strong and consistent
and has reflected a combination of
dividends, organic growth in the base
business, and using free cash flow
to pursue targeted acquisitions and/
or returning cash to shareholders via
share buybacks.
Amcor Annual Report 2023 Sustainability and innovation
9
Sustainability
& Innovation
Amcor Annual Report 2023 Sustainability and innovation
9
Sustainability and innovation
10
Latin America and North America,
and an expansion beyond Snacks
and Confectionary to include Dry
Mixes, Culinary and Beverages. There
have been several successful market
launches in fiscal 2023, and more are
anticipated in the coming year.
Investment in innovation
Every year, we invest approximately
$100 million in research and
development to bring new products
and materials to market. We also
identify and invest in innovative
businesses and packaging solutions
to drive long-term growth and
value creation.
In fiscal 2023, we expanded our
global network of innovation
centers with our newest facility
in Jiangyin, China, and enhanced
our offerings in fiber-based
packaging through an investment
in PulPac and in digital printing
with ePac. Through our Amcor
Lift-Off program, which supports
leading-edge packaging start-ups,
we launched partnerships with the
next generation of innovators in the
artificial intelligence, biomaterials,
nanotechnology and smart
packaging space.
As a leading global packaging company, we recognize
our responsibility to both people and planet. We are
committed to delivering more sustainable packaging
solutions across various materials that address the
needs of our customers, consumers and the environment,
while driving value for our stakeholders.
Infiscal2023,weleveragedouruniquepositioninthe
industry by engaging with key partners to strengthen
Amcor’s packaging recyclability while working toward
a circular economy. We also increased our use of
recycledcontent,expandedourproductofferingand
invested in research and development to further our
sustainabilityefforts.
Shared commitment
We partner with the Alliance to End
Plastic Waste, the Consumer Goods
Forum and the Business Coalition
to End Plastic Pollution, among
others, to set voluntary industry
commitments on circularity, share
insights with peers and provide
input on perspectives driving global
treaties and regulation on plastic.
Additionally, in partnership with
Delterra, Mars and P&G, we are
jointly investing over the next
five years to scale upstream and
downstream solutions for a circular
plastics economy in the Global
South. Together, we plan to work
to stem plastic pollution at the
source by designing waste out of
the system, capturing recyclable and
compostable materials for reuse, and
creating new material traceability
solutions to provide transparency on
material source, quality and ethical
practices along the value chain.
Industry leadership
Our key partnerships span the value
chain, as we work to advance more
sustainable product design, improve
how used packaging is collected
and managed, and promote a
circular economy.
In fiscal 2023, we increased our
target on recycled content to reach
30% across all our products by 2030
and continue to make significant
progress on meeting that goal. We
partnered with Licella and Mondelez
International, to invest in one of
Australia’s first advanced recycling
facilities to recycle end-of-life plastic
in the region that would otherwise
be sent to landfill. We also extended
our relationship with ExxonMobil to
leverage its production of advanced
recycling material across our global
portfolio, with a particular focus on
the healthcare and food industries.
Sustainable solutions
As a packaging company with deep
expertise in a variety of materials,
we deliver differentiated solutions for
customers seeking more sustainable
options. This past fiscal year, we
delivered a number of products
to help our customers achieve
their sustainability goals, including
supporting an iconic chocolate brand
to transition to 30% food-grade
recycled packaging in Australia.
We also substantially broadened our
AmFiber™ product offering with a
new state-of-the-art production line
in Europe, the launch of AmFiber™
Performance Paper packaging in Asia,
Amcor Annual Report 2023 Amcorfiscal2023
operating review
11
Amcor fiscal 2023 operating review
Highlights
-
-
-
Net sales of $14,694 million, in line with the prior year
on a comparable constant currency basis;
GAAP Net Income of $1,048 million; GAAP diluted
earnings per share (EPS) of 70.5 cps;
Adjusted EPS of 73.3 cps and Adjusted Free Cash Flow
of $848 million, Adjusted EBIT of $1,608 million;
-
-
Strong total cash returns to shareholders of $1.2 billion:
annual dividend increased to 49.0 cents per share; $431
million of shares repurchased (approximately 3% of
outstanding shares); and
Fiscal 2024 outlook: Adjusted EPS of 67-71 cents per share.
Adjusted Free Cash Flow of $850-950 million.
Key Financials1
GAAP results
Net sales
Net income
EPS (diluted US cents)
Twelve months ended June 30
2022 $ million
14,544
805
52.9
2023 $ million
14,694
1,048
70.5
Adjusted non-GAAP results
2022 $ million
2023 $ million
Reported ∆%
Comparable
constant currency ∆%
Twelve months ended June 30
Net sales
EBITDA
EBIT
Net income
EPS (diluted US cents)
Free Cash Flow
14,544
14,694
2,117
1,701
1,224
80.5
1,066
2,018
1,608
1,089
73.3
848
1
(5)
(5)
(11)
(9)
–
1
1
(4)
(2)
(1) Adjusted non-GAAP results exclude items which are not considered representative of ongoing operations. Comparable constant currency ∆% excludes the impact of movements
in foreign exchange rates and items affecting comparability. Further details related to non-GAAP measures and reconciliations to GAAP measures can be found under “Presentation
of non-GAAP information” in this report.
Amcor Annual Report 2023 Amcorfiscal2023
operating review
12
Cash returns to shareholders
Share repurchases
Amcor repurchased approximately 41 million shares
(approximately 3% of total shares issued and outstanding)
during fiscal 2023 for a total cost of $431 million.
Amcor expects to allocate approximately $70 million
of cash towards share repurchases in fiscal 2024, as part
of the program previously announced in fiscal 2023.
Amcor generates significant annual cash flow, maintains
strong credit metrics, and is committed to an investment
grade credit rating. The Company’s strong annual cash flow
and balance sheet provide substantial capacity to reinvest
in the business for organic growth, pursue acquisitions,
and return cash to shareholders through a compelling and
growing dividend as well as regular share repurchases.
During fiscal 2023, the Company returned approximately
$1.2 billion to shareholders through cash dividends and
share repurchases in addition to completing three
bolt-on acquisitions.
2023 Financial Results
Segment Information
Twelve months ended June 30, 2022
Twelve months ended June 30, 2023
Adjusted
non-GAAP results
Net sales
$ million
EBIT
$ million
EBIT /
Sales %
EBIT / Average
funds employed %1
Net sales
$ million
EBIT
$ million
EBIT /
Sales %
EBIT / Average
funds employed %1
Flexibles
Rigid Packaging
Other2
11,151
3,393
–
Total Amcor
14,544
1,517
289
(105)
1,701
13.6
8.5
11.7
11,154
1,429
3,540
–
265
(86)
12.8
7.5
16.3
14,694
1,608
10.9
15.4
(1) Return on average funds employed includes shareholders’ equity and net debt, calculated using a four quarter average and Last Twelve Months adjusted EBIT.
(2) Represents corporate expenses.
Twelve months ended June 30, 2023
Net sales for the Amcor Group increased by 1% on a reported basis, which includes an unfavorable impact of approximately
3% related to movements in foreign exchange rates, an unfavorable impact of approximately 1% related to items affecting
comparability, and price increases of approximately $775 million (representing 5% growth) related to the pass through of
higher raw material costs.
Net sales on a comparable constant currency basis were in line with the prior year, largely reflecting price/mix benefits
of approximately 3%. Full year volumes were approximately 3% lower than last year.
GAAP Net Income was $1,048 million and includes a $215 million gain on the sale of Amcor’s business in Russia on
December 23, 2022. Adjusted EBIT of $1,608 million was 1% higher than last year on a comparable constant currency basis.
Adjusted EBIT margin of 10.9% includes an adverse impact of approximately 90 basis points related to increased sales dollars
associated with passing through higher raw material costs and general inflation.
Amcor Annual Report 2023 Amcorfiscal2023
operating review
13
Flexibles
Net sales
Adjusted EBIT
Adjusted EBIT / Sales %
Twelve months ended June 30
2022 $ million
2023 $ million
Reported ∆%
Comparable
constant currency ∆%
11,151
1,517
13.6
11,154
1,429
12.8
–
(6)
1
1
Twelve months ended June 30, 2023
Net sales of $11,154 million were in line with last year
on a reported basis, including an unfavorable impact
of approximately 4% related to movements in foreign
exchange rates, an unfavorable impact of approximately
2% related to items affecting comparability, and price
increases of approximately $515 million (representing 5%
growth) related to the pass through of higher raw material
costs. On a comparable constant currency basis, net sales
were approximately 1% higher than last year reflecting
price/mix benefits of 4%, partly offset by approximately
3% lower volumes.
In North America, net sales were marginally lower than the
prior year driven by lower volumes, partly offset by price/
mix benefits. Volumes were higher in the healthcare, pet
care, cheese, and home and personal care categories, and
this was more than offset by lower volumes in categories
including condiments, meat, and ready meals.
In Europe, net sales grew in the low single digit range
driven by price/mix benefits, partly offset by lower volumes.
Volumes were lower in the coffee, home and personal care,
yogurt and confectionary categories. This was partly
offset by higher volumes in the pet care and
pharmaceutical categories.
Net sales were in line with the prior year across the Asia
Pacific region, with price/mix benefits offset by lower
volumes. Volumes were lower in China where demand was
unfavorably impacted by COVID-19 related lockdowns.
Sales growth remained strong in India, Australia, and the
pan-Asian healthcare and meat end markets. In Latin
America, net sales declined in the low single digit range
driven by lower volumes, partly offset by price/mix benefits.
Adjusted EBIT of $1,429 million was 1% higher than in
the prior period on a comparable constant currency basis,
reflecting favorable operating cost performance, partly
offset by the impact of lower volumes and unfavorable
mix trends.
Adjusted EBIT margin of 12.8% includes an adverse impact
of approximately 100 basis points related to the increased
sales dollars associated with passing through higher raw
material costs and general inflation.
Amcor Annual Report 2023 Amcorfiscal2023
operating review
13
Amcorfiscal2023
operating review
14
Rigid Packaging
Net sales
Adjusted EBIT
Adjusted EBIT / Sales %
Twelve months ended June 30
2022 $ million
2023 $ million
Reported ∆%
Comparable
constant currency ∆%
3,393
289
8.5
3,540
265
7.5
4
(8)
(3)
(7)
Twelve months ended June 30, 2023
Net sales of $3,540 million were 4% higher than last
year on a reported basis, including an unfavorable impact
of approximately 1% related to movements in foreign
exchange rates and price increases of approximately
$260 million (representing 8% growth) related to the pass
through of higher raw material costs. On a comparable
constant currency basis, net sales were approximately
3% lower than last year, reflecting price/mix benefits of
approximately 1% offset by approximately 4%
lower volumes.
In North America, overall beverage volumes were 6%
lower than last year. Hot fill beverage container volumes
were in line with the prior year as new business wins in
key categories offset unfavorable consumer demand and
customer destocking. Combined preform and cold fill
container volumes were lower than the prior year.
Overall specialty container volumes were lower than the
prior year with growth in the healthcare, dairy and nutrition
categories offset by weaker volumes in the food and
home and personal care categories.
In Latin America, volumes declined at low single digit
rates which reflects challenging economic conditions
across the region.
Adjusted EBIT of $265 million was lower than the prior
year on a comparable constant currency basis, reflecting
lower volumes and unfavorable mix trends, partly offset by
favorable operating cost performance.
Adjusted EBIT margin of 7.5% includes an adverse impact
of approximately 80 basis points related to the increased
sales dollars associated with passing through higher raw
material costs and general inflation.
Amcor Annual Report 2023 FINAL
Form10-K
15
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended June 30, 2023
or
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to __________
Commission File Number 001-38932
AMCOR PLC
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
Jersey
98-1455367
83 Tower Road North
Warmley, Bristol
United Kingdom
(Address of principal executive offices)
BS30 8XP
(Zip Code)
Registrant’s telephone number, including area code: +44 117 9753200
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading symbol(s)
Ordinary Shares, par value $0.01 per share
1.125% Guaranteed Senior Notes Due 2027
AMCR
AUKF/27
Name of each exchange
on which registered
New York Stock Exchange
New York Stock Exchange
Securities registered pursuant to section 12(g) of the Act: None
Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes ☒ No ☐
FINAL
Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the
Act. Yes ☐ No ☒
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be
submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such
shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a
smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer,"
"smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):
Large Accelerated Filer
Accelerated Filer
Non-Accelerated Filer
☒
☐
☐
Smaller Reporting Company
Emerging Growth Company
☐
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition
period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the
Exchange Act. ☐
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of
the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C.
7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial
statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of
incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period
pursuant to §240.10D-1(b). ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
The aggregate market value of the ordinary shares held by non-affiliates of the registrant, computed by reference to the
closing price of such shares as of the last business day of the registrant’s most recently completed second quarter, was
☐ No ☒
$17.3 billion.
As of August 15, 2023, the Registrant had 1,448,493,870 shares issued and outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
Certain information required for Part III of this Annual Report on Form 10-K is incorporated by reference to the
Amcor plc definitive Proxy Statement for its 2023 Annual Shareholder Meeting, which will be filed with the Securities and
Exchange Commission pursuant to Regulation 14A of the Securities Exchange Act of 1934, as amended, within 120 days of
Amcor plc’s fiscal year end.
Amcor Annual Report 2023
Form10-K
15
Form10-K
16
FINAL
UNITED STATES
Washington, D.C. 20549
FORM 10-K
For the fiscal year ended June 30, 2023
or
SECURITIES AND EXCHANGE COMMISSION
☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to __________
Commission File Number 001-38932
AMCOR PLC
(Exact name of registrant as specified in its charter)
Jersey
98-1455367
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
83 Tower Road North
Warmley, Bristol
United Kingdom
(Address of principal executive offices)
BS30 8XP
(Zip Code)
Registrant’s telephone number, including area code: +44 117 9753200
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading symbol(s)
Ordinary Shares, par value $0.01 per share
1.125% Guaranteed Senior Notes Due 2027
AMCR
AUKF/27
Name of each exchange
on which registered
New York Stock Exchange
New York Stock Exchange
Securities registered pursuant to section 12(g) of the Act: None
Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes ☒ No ☐
FINAL
Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the
Act. Yes ☐ No ☒
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be
submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such
shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a
smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer,"
"smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):
Large Accelerated Filer
Accelerated Filer
Non-Accelerated Filer
☒
☐
☐
Smaller Reporting Company
Emerging Growth Company
☐
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition
period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the
Exchange Act. ☐
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of
the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C.
7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial
statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of
incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period
pursuant to §240.10D-1(b). ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
☐ No ☒
The aggregate market value of the ordinary shares held by non-affiliates of the registrant, computed by reference to the
closing price of such shares as of the last business day of the registrant’s most recently completed second quarter, was
$17.3 billion.
As of August 15, 2023, the Registrant had 1,448,493,870 shares issued and outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
Certain information required for Part III of this Annual Report on Form 10-K is incorporated by reference to the
Amcor plc definitive Proxy Statement for its 2023 Annual Shareholder Meeting, which will be filed with the Securities and
Exchange Commission pursuant to Regulation 14A of the Securities Exchange Act of 1934, as amended, within 120 days of
Amcor plc’s fiscal year end.
Amcor Annual Report 2023
Form10-K
17
FINAL
Amcor plc
Annual Report on Form 10-K
Table of Contents
Part I
Item 1.
Item 1A.
Item 1B.
Item 2.
Item 3.
Item 4.
Business .......................................................................................................................................................
Risk Factors .................................................................................................................................................
Unresolved Staff Comments ........................................................................................................................
Properties .....................................................................................................................................................
Legal Proceedings ........................................................................................................................................
Mine Safety Disclosures ..............................................................................................................................
5
14
25
25
25
25
Part II
Item 5.
Item 6.
Item 7.
Item 7A.
Item 8.
Item 9.
Item 9A.
Item 9B.
Item 9C.
Part III
26
Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of Equity
Securities ......................................................................................................................................................
Removed and Reserved ...............................................................................................................................
29
Management’s Discussion and Analysis of Financial Condition and Results of Operations ......................
46
Quantitative and Qualitative Disclosures About Market Risk .....................................................................
48
Financial Statements and Supplementary Data ...........................................................................................
48
Report of Independent Registered Public Accounting Firm (PCAOB ID 1358) .........................................
50
Consolidated Statements of Income ............................................................................................................
51
Consolidated Statements of Comprehensive Income ..................................................................................
52
Consolidated Balance Sheets .......................................................................................................................
53
Consolidated Statements of Cash Flows ......................................................................................................
54
Consolidated Statements of Equity ..............................................................................................................
55
Notes to Consolidated Financial Statements ...............................................................................................
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure ...................... 110
Controls and Procedures .............................................................................................................................. 110
Other Information ........................................................................................................................................ 110
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections ......................................................... 110
Item 10.
Item 11.
Item 12.
Item 13.
Item 14.
Directors, Executive Officers and Corporate Governance .......................................................................... 111
Executive Compensation ............................................................................................................................. 112
Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters ... 112
Certain Relationships and Related Transactions, and Director Independence ............................................ 112
Principal Accountant Fees and Services ...................................................................................................... 112
Part IV
Item 15.
Item 16.
Exhibits and Financial Statement Schedules ............................................................................................... 113
Exhibit Index ................................................................................................................................................ 113
Form 10-K Summary ................................................................................................................................... 115
Signatures ..................................................................................................................................................... 116
Forward-Looking Statements
FINAL
Unless otherwise indicated, references to "Amcor," the "Company," "we," "our," and "us" in this Annual Report on
Form 10-K refer to Amcor plc and its consolidated subsidiaries.
This Annual Report on Form 10-K contains certain statements that are "forward-looking statements" within the
meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements
are generally identified with words like "believe," "expect," "target," "project," "may," "could," "would," "approximately,"
"possible," "will," "should," "intend," "plan," "anticipate," "commit," "estimate," "potential," "ambitions," "outlook," or
"continue," the negative of these words, other terms of similar meaning, or the use of future dates. Such statements are based on
the current expectations of the management of Amcor and are qualified by the inherent risks and uncertainties surrounding
future expectations generally. Actual results could differ materially from those currently anticipated due to a number of risks
and uncertainties. None of Amcor or any of its respective directors, executive officers, or advisors, provide any representation,
assurance, or guarantee that the occurrence of the events expressed or implied in any forward-looking statements will actually
occur. Risks and uncertainties that could cause actual results to differ from expectations include, but are not limited to:
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
Changes in consumer demand patterns and customer requirements in numerous industries;
the loss of key customers, a reduction in their production requirements, or consolidation among key customers;
significant competition in the industries and regions in which we operate;
an inability to expand our current business effectively through either organic growth, including product innovation,
challenging current and future global economic conditions, including the Russia-Ukraine conflict and inflation;
price fluctuations or shortages in the availability of raw materials, energy and other inputs, which could adversely
investments, or acquisitions;
impacts of operating internationally;
affect our business;
of economic volatility;
production, supply, and other commercial risks, including counterparty credit risks, which may be exacerbated in times
pandemics, epidemics, or other disease outbreaks;
an inability to attract and retain our global executive management team and our skilled workforce;
costs and liabilities related to environment, health, and safety ("EHS") laws and regulations, as well as changes in the
global climate;
risks related to climate change;
labor disputes and an inability to renew collective bargaining agreements at acceptable terms;
cybersecurity risks, which could disrupt our operations or risk of loss of our sensitive business information;
failures or disruptions in our information technology systems which could disrupt our operations, compromise
customer, employee, supplier, and other data;
rising interest rates that increase our borrowing costs on our variable rate indebtedness and could have other negative
impacts;
a significant increase in our indebtedness or a downgrade in our credit rating could reduce our operating flexibility and
increase our borrowing costs and negatively affect our financial condition and results of operations;
foreign exchange rate risk;
a significant write-down of goodwill and/or other intangible assets;
failure to maintain an effective system of internal control over financial reporting;
an inability of our insurance policies, including our use of a captive insurance company, to provide adequate protection
against all of the risks we face;
an inability to defend our intellectual property rights or intellectual property infringement claims against us;
litigation, including product liability claims, or regulatory developments;
increasing scrutiny and changing expectations from investors, customers, and governments with respect to our
Environmental, Social, and Governance ("ESG") practices and commitments resulting in additional costs or exposure
to additional risks;
changing government regulations in environmental, health, and safety matters, including climate change; and
changes in tax laws or changes in our geographic mix of earnings.
Additional factors that could cause actual results to differ from those expected are discussed in this Annual Report on
Form 10-K, including in the sections entitled "Item 1A. - Risk Factors" and "Item 7. - Management’s Discussion and Analysis
of Financial Condition and Results of Operations," and in Amcor’s subsequent filings with the Securities and Exchange
Forward-looking statements made in this Annual Report on Form 10-K relate only to events as of the date on which
the statements are made. Amcor assumes no obligation, and disclaims any obligation, to update the information contained in
this report. All forward-looking statements in this Annual Report on Form 10-K are qualified in their entirety by this cautionary
Commission.
statement.
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17
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18
FINAL
Amcor plc
Annual Report on Form 10-K
Table of Contents
Part I
Part II
Item 2.
Item 3.
Item 4.
Item 5.
Item 6.
Item 7.
Part III
Item 9B.
Item 9C.
Item 10.
Item 11.
Item 12.
Item 13.
Item 14.
Part IV
Item 1.
Business .......................................................................................................................................................
Item 1A.
Risk Factors .................................................................................................................................................
Item 1B.
Unresolved Staff Comments ........................................................................................................................
Properties .....................................................................................................................................................
Legal Proceedings ........................................................................................................................................
Mine Safety Disclosures ..............................................................................................................................
Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of Equity
Securities ......................................................................................................................................................
Removed and Reserved ...............................................................................................................................
Management’s Discussion and Analysis of Financial Condition and Results of Operations ......................
Item 7A.
Quantitative and Qualitative Disclosures About Market Risk .....................................................................
Item 8.
Financial Statements and Supplementary Data ...........................................................................................
Report of Independent Registered Public Accounting Firm (PCAOB ID 1358) .........................................
Consolidated Statements of Income ............................................................................................................
Consolidated Statements of Comprehensive Income ..................................................................................
Consolidated Balance Sheets .......................................................................................................................
Consolidated Statements of Cash Flows ......................................................................................................
Consolidated Statements of Equity ..............................................................................................................
Notes to Consolidated Financial Statements ...............................................................................................
Item 9.
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure ...................... 110
Item 9A.
Controls and Procedures .............................................................................................................................. 110
Other Information ........................................................................................................................................ 110
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections ......................................................... 110
5
14
25
25
25
25
26
29
46
48
48
50
51
52
53
54
55
Directors, Executive Officers and Corporate Governance .......................................................................... 111
Executive Compensation ............................................................................................................................. 112
Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters ... 112
Certain Relationships and Related Transactions, and Director Independence ............................................ 112
Principal Accountant Fees and Services ...................................................................................................... 112
Item 15.
Exhibits and Financial Statement Schedules ............................................................................................... 113
Exhibit Index ................................................................................................................................................ 113
Item 16.
Form 10-K Summary ................................................................................................................................... 115
Signatures ..................................................................................................................................................... 116
Forward-Looking Statements
FINAL
Unless otherwise indicated, references to "Amcor," the "Company," "we," "our," and "us" in this Annual Report on
Form 10-K refer to Amcor plc and its consolidated subsidiaries.
This Annual Report on Form 10-K contains certain statements that are "forward-looking statements" within the
meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements
are generally identified with words like "believe," "expect," "target," "project," "may," "could," "would," "approximately,"
"possible," "will," "should," "intend," "plan," "anticipate," "commit," "estimate," "potential," "ambitions," "outlook," or
"continue," the negative of these words, other terms of similar meaning, or the use of future dates. Such statements are based on
the current expectations of the management of Amcor and are qualified by the inherent risks and uncertainties surrounding
future expectations generally. Actual results could differ materially from those currently anticipated due to a number of risks
and uncertainties. None of Amcor or any of its respective directors, executive officers, or advisors, provide any representation,
assurance, or guarantee that the occurrence of the events expressed or implied in any forward-looking statements will actually
occur. Risks and uncertainties that could cause actual results to differ from expectations include, but are not limited to:
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
Changes in consumer demand patterns and customer requirements in numerous industries;
the loss of key customers, a reduction in their production requirements, or consolidation among key customers;
significant competition in the industries and regions in which we operate;
an inability to expand our current business effectively through either organic growth, including product innovation,
investments, or acquisitions;
challenging current and future global economic conditions, including the Russia-Ukraine conflict and inflation;
impacts of operating internationally;
price fluctuations or shortages in the availability of raw materials, energy and other inputs, which could adversely
affect our business;
production, supply, and other commercial risks, including counterparty credit risks, which may be exacerbated in times
of economic volatility;
pandemics, epidemics, or other disease outbreaks;
an inability to attract and retain our global executive management team and our skilled workforce;
costs and liabilities related to environment, health, and safety ("EHS") laws and regulations, as well as changes in the
global climate;
labor disputes and an inability to renew collective bargaining agreements at acceptable terms;
risks related to climate change;
cybersecurity risks, which could disrupt our operations or risk of loss of our sensitive business information;
failures or disruptions in our information technology systems which could disrupt our operations, compromise
customer, employee, supplier, and other data;
rising interest rates that increase our borrowing costs on our variable rate indebtedness and could have other negative
impacts;
a significant increase in our indebtedness or a downgrade in our credit rating could reduce our operating flexibility and
increase our borrowing costs and negatively affect our financial condition and results of operations;
foreign exchange rate risk;
a significant write-down of goodwill and/or other intangible assets;
failure to maintain an effective system of internal control over financial reporting;
an inability of our insurance policies, including our use of a captive insurance company, to provide adequate protection
against all of the risks we face;
an inability to defend our intellectual property rights or intellectual property infringement claims against us;
litigation, including product liability claims, or regulatory developments;
increasing scrutiny and changing expectations from investors, customers, and governments with respect to our
Environmental, Social, and Governance ("ESG") practices and commitments resulting in additional costs or exposure
to additional risks;
changing government regulations in environmental, health, and safety matters, including climate change; and
changes in tax laws or changes in our geographic mix of earnings.
Additional factors that could cause actual results to differ from those expected are discussed in this Annual Report on
Form 10-K, including in the sections entitled "Item 1A. - Risk Factors" and "Item 7. - Management’s Discussion and Analysis
of Financial Condition and Results of Operations," and in Amcor’s subsequent filings with the Securities and Exchange
Commission.
Forward-looking statements made in this Annual Report on Form 10-K relate only to events as of the date on which
the statements are made. Amcor assumes no obligation, and disclaims any obligation, to update the information contained in
this report. All forward-looking statements in this Annual Report on Form 10-K are qualified in their entirety by this cautionary
statement.
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PART I
Item 1. - Business
The Company
Amcor plc (ARBN 630 385 278) is a public limited company incorporated under the Laws of the Bailiwick of Jersey.
Our history dates back more than 150 years, with origins in both Australia and the USA. Today, we are a global leader in
developing and producing responsible packaging for food, beverage, pharmaceutical, medical, home and personal-care, and
other products. Our innovation excellence and global packaging expertise enables us to solve packaging challenges around the
world every day, producing packaging that is more functional, appealing, and cost effective for our customers and their
consumers and importantly, more sustainable for the environment.
Sustainability
Sustainability is central to our business and one of our most exciting opportunities for growth. Working daily to embed
flow to pursue targeted acquisitions and/or returning cash to shareholders via share buybacks.
These criteria have led us to the focused portfolio of strong businesses we have today across: flexible and rigid
packaging, specialty cartons, and closures.
Differentiated capabilities
"The Amcor Way" describes the capabilities deployed consistently across Amcor that enable us to get leverage across
our portfolio: Talent, Commercial Excellence, Operational Leadership, Innovation, and Cash and Capital Discipline. Our values
of Safety, Integrity, Collaboration, Accountability, and Results and Outperformance guide our behavior, driving our winning
aspiration to be THE leading global packaging company.
Shareholder value creation
Through our portfolio of focused businesses and differentiated capabilities, we generate strong cash flow and redeploy
cash to consistently create superior value for shareholders. The nature of our consumer and healthcare end markets means that
year-to-year volatility should be relatively low, measured on a constant currency basis. Over time, value creation has been
strong and consistent and has reflected a combination of dividends, organic growth in the base business, and using free cash
sustainability deeper into everything we do, Amcor has been a leader in the industry in promoting sustainability. We aspire to
improve the quality of lives, protect ecosystems, and preserve natural resources for future generations by offering a unique
range of responsible packaging solutions, leveraging our global scale, reach, and expertise to meet our customers’ growing
sustainability expectations. In January 2018, we became the world’s first packaging company to pledge that all our packaging
would be designed to be recycled, compostable, or reusable by 2025 and also committed to increasing the amount of recycled
content we use. We are delivering against these commitments and continue to lead in the development of a responsible
packaging value chain through our innovations and partnerships. We have identified a clear path to meeting our sustainability
ambitions and those of our customers by focusing on the three elements of responsible packaging – product innovation,
consumer participation, and infrastructure development.
Differentiated Solutions
Our product portfolio is diverse and dynamic due to our constant innovation and close partnerships with our
customers. Behind every one of our products stands a unique combination of technical know-how, business experience, and
expertise. We work closely with our customers to identify feasible, high-performance, responsible packaging solutions based on
their unique needs. Where solutions do not currently exist, we work to innovate new ones. We invest approximately $100
million every year in our industry-leading research and development capabilities, bringing together the best in packaging
design, science, manufacturing, and people.
Expertise across Packaging Materials
We believe that we are uniquely positioned to offer a variety of packaging solutions with a wide, differentiated
portfolio of products. Our packaging expertise covers all main packaging materials including paper, metal, plastic, recycled, and
bio-based materials and the sustainable use of recyclable plastics. Our expertise and track record translate across many
innovative solutions that customers can explore with ease and convenience to meet their growing packaging needs, while
improving environmental impact.
Business Strategy
Strategy
Our business strategy consists of three components: a focused portfolio, differentiated capabilities, and our aspiration
to be THE leading global packaging company. To fulfill our aspiration, we are determined to win for our customers, employees,
shareholders, and the environment.
Focused portfolio
Our portfolio of businesses share certain important characteristics:
• A focus on primary packaging for fast-moving consumer goods,
•
•
• multiple paths for us to win through our leadership position, scale, and ability to differentiate our product offering
good industry structure,
attractive relative growth, and
through innovation.
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These criteria have led us to the focused portfolio of strong businesses we have today across: flexible and rigid
packaging, specialty cartons, and closures.
Differentiated capabilities
"The Amcor Way" describes the capabilities deployed consistently across Amcor that enable us to get leverage across
our portfolio: Talent, Commercial Excellence, Operational Leadership, Innovation, and Cash and Capital Discipline. Our values
of Safety, Integrity, Collaboration, Accountability, and Results and Outperformance guide our behavior, driving our winning
aspiration to be THE leading global packaging company.
other products. Our innovation excellence and global packaging expertise enables us to solve packaging challenges around the
Shareholder value creation
Through our portfolio of focused businesses and differentiated capabilities, we generate strong cash flow and redeploy
cash to consistently create superior value for shareholders. The nature of our consumer and healthcare end markets means that
year-to-year volatility should be relatively low, measured on a constant currency basis. Over time, value creation has been
strong and consistent and has reflected a combination of dividends, organic growth in the base business, and using free cash
flow to pursue targeted acquisitions and/or returning cash to shareholders via share buybacks.
PART I
Item 1. - Business
The Company
Amcor plc (ARBN 630 385 278) is a public limited company incorporated under the Laws of the Bailiwick of Jersey.
Our history dates back more than 150 years, with origins in both Australia and the USA. Today, we are a global leader in
developing and producing responsible packaging for food, beverage, pharmaceutical, medical, home and personal-care, and
world every day, producing packaging that is more functional, appealing, and cost effective for our customers and their
consumers and importantly, more sustainable for the environment.
Sustainability
Sustainability is central to our business and one of our most exciting opportunities for growth. Working daily to embed
sustainability deeper into everything we do, Amcor has been a leader in the industry in promoting sustainability. We aspire to
improve the quality of lives, protect ecosystems, and preserve natural resources for future generations by offering a unique
range of responsible packaging solutions, leveraging our global scale, reach, and expertise to meet our customers’ growing
sustainability expectations. In January 2018, we became the world’s first packaging company to pledge that all our packaging
would be designed to be recycled, compostable, or reusable by 2025 and also committed to increasing the amount of recycled
content we use. We are delivering against these commitments and continue to lead in the development of a responsible
packaging value chain through our innovations and partnerships. We have identified a clear path to meeting our sustainability
ambitions and those of our customers by focusing on the three elements of responsible packaging – product innovation,
consumer participation, and infrastructure development.
Differentiated Solutions
Our product portfolio is diverse and dynamic due to our constant innovation and close partnerships with our
customers. Behind every one of our products stands a unique combination of technical know-how, business experience, and
expertise. We work closely with our customers to identify feasible, high-performance, responsible packaging solutions based on
their unique needs. Where solutions do not currently exist, we work to innovate new ones. We invest approximately $100
million every year in our industry-leading research and development capabilities, bringing together the best in packaging
design, science, manufacturing, and people.
Expertise across Packaging Materials
We believe that we are uniquely positioned to offer a variety of packaging solutions with a wide, differentiated
portfolio of products. Our packaging expertise covers all main packaging materials including paper, metal, plastic, recycled, and
bio-based materials and the sustainable use of recyclable plastics. Our expertise and track record translate across many
innovative solutions that customers can explore with ease and convenience to meet their growing packaging needs, while
improving environmental impact.
Business Strategy
Strategy
shareholders, and the environment.
Focused portfolio
Our business strategy consists of three components: a focused portfolio, differentiated capabilities, and our aspiration
to be THE leading global packaging company. To fulfill our aspiration, we are determined to win for our customers, employees,
Our portfolio of businesses share certain important characteristics:
• A focus on primary packaging for fast-moving consumer goods,
•
•
good industry structure,
attractive relative growth, and
through innovation.
• multiple paths for us to win through our leadership position, scale, and ability to differentiate our product offering
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Segment Information
- Raw Materials — Price fluctuations or shortages in the availability of raw materials, energy and other inputs could adversely
affect our business.”
Accounting Standards Codification ("ASC") 280, "Segment Reporting," establishes the standards for reporting
information about segments in financial statements. In applying the criteria set forth in ASC 280, we have determined we have
two reportable segments, Flexibles and Rigid Packaging. The reportable segments produce flexible packaging, rigid packaging,
specialty cartons, and closure products, which are sold to customers participating in a range of attractive end use areas
throughout Europe, North America, Latin America, Africa, and the Asia Pacific regions. Refer to Note 21, "Segments," of the
notes to consolidated financial statements for financial information about reportable segments.
Flexibles Segment
Our Flexibles Segment develops and supplies flexible packaging globally. With approximately 35,000 employees at
166 significant manufacturing and support facilities in 37 countries as of June 30, 2023, the Flexibles Segment is one of the
world's largest suppliers of plastic, aluminum, and fiber based flexible packaging. In fiscal year 2023, Flexibles accounted for
approximately 76% of consolidated net sales.
Rigid Packaging Segment
Our Rigid Packaging Segment manufactures rigid packaging containers and related products in the Americas. As of
June 30, 2023, the Rigid Packaging Segment employed approximately 5,000 employees at 52 significant manufacturing and
support facilities in 11 countries. In fiscal year 2023, Rigid Packaging accounted for approximately 24% of consolidated net
sales.
Marketing, Distribution, and Competition
Our sales are made through a variety of distribution channels, but primarily through our direct sales force. Sales offices
and plants are located throughout Europe, North America, Latin America, Africa, and Asia-Pacific regions to provide prompt
and economical service to thousands of customers. Our technically trained sales force is supported by product development
engineers, design technicians, field service technicians, and customer service teams.
We did not have sales to a single customer that exceeded 10% of consolidated net sales in the last three fiscal years.
The major markets in which we sell our products historically have been, and continue to be, highly competitive. Areas
of competition include service, sustainability, innovation, quality, and price. Competitors include AptarGroup, Inc., Ball
Corporation, Berry Global Group, Inc, CCL Industries Inc., Crown Holdings, Inc., Graphic Packaging Holding Company,
Huhtamaki Oyj, International Paper Company, Mayr-Melnhof Karton AG, O-I Glass, Inc., Sealed Air Corporation, Silgan
Holdings Inc., Sonoco Products Company, and WestRock Company, and a variety of privately held companies.
We consider ourselves to be a significant participant in the markets in which we operate; however, due to the diversity
of our business, our precise competitive position in these markets is not reasonably determinable.
Backlog
Working capital fluctuates throughout the year in relation to business volume and other marketplace conditions. We
maintain inventory levels that provide a reasonable balance between obtaining raw materials at favorable prices and
maintaining adequate inventory levels to enable us to fulfill our commitment to promptly fill customer orders. Manufacturing
backlogs are not a significant factor in the markets in which we operate.
Raw Materials
Polymer resins and films, paper, inks, solvents, adhesives, aluminum, and chemicals constitute the major raw materials
we use. These are purchased from a variety of global industry sources, and we are not significantly dependent on any one
supplier for our raw materials. While we have experienced industry-wide shortages of certain raw materials in the past, we have
been able to manage supply disruptions by working closely with our suppliers and customers. Supply shortages, along with
other factors, can lead and have in the past led to increased raw material price volatility. Increases in the price of raw materials
are generally able to be passed on to customers through contractual price mechanisms over time and other means. We manage
the risks associated with our supply chain and have generally been able to maintain adequate raw materials through relationship
management, inventory management and evaluation of alternative sources when practical. For more information, see "Item 1A.
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- Raw Materials — Price fluctuations or shortages in the availability of raw materials, energy and other inputs could adversely
affect our business.”
Segment Information
Flexibles Segment
Accounting Standards Codification ("ASC") 280, "Segment Reporting," establishes the standards for reporting
information about segments in financial statements. In applying the criteria set forth in ASC 280, we have determined we have
two reportable segments, Flexibles and Rigid Packaging. The reportable segments produce flexible packaging, rigid packaging,
specialty cartons, and closure products, which are sold to customers participating in a range of attractive end use areas
throughout Europe, North America, Latin America, Africa, and the Asia Pacific regions. Refer to Note 21, "Segments," of the
notes to consolidated financial statements for financial information about reportable segments.
Our Flexibles Segment develops and supplies flexible packaging globally. With approximately 35,000 employees at
166 significant manufacturing and support facilities in 37 countries as of June 30, 2023, the Flexibles Segment is one of the
world's largest suppliers of plastic, aluminum, and fiber based flexible packaging. In fiscal year 2023, Flexibles accounted for
approximately 76% of consolidated net sales.
Rigid Packaging Segment
sales.
Marketing, Distribution, and Competition
Our Rigid Packaging Segment manufactures rigid packaging containers and related products in the Americas. As of
June 30, 2023, the Rigid Packaging Segment employed approximately 5,000 employees at 52 significant manufacturing and
support facilities in 11 countries. In fiscal year 2023, Rigid Packaging accounted for approximately 24% of consolidated net
Our sales are made through a variety of distribution channels, but primarily through our direct sales force. Sales offices
and plants are located throughout Europe, North America, Latin America, Africa, and Asia-Pacific regions to provide prompt
and economical service to thousands of customers. Our technically trained sales force is supported by product development
engineers, design technicians, field service technicians, and customer service teams.
We did not have sales to a single customer that exceeded 10% of consolidated net sales in the last three fiscal years.
The major markets in which we sell our products historically have been, and continue to be, highly competitive. Areas
of competition include service, sustainability, innovation, quality, and price. Competitors include AptarGroup, Inc., Ball
Corporation, Berry Global Group, Inc, CCL Industries Inc., Crown Holdings, Inc., Graphic Packaging Holding Company,
Huhtamaki Oyj, International Paper Company, Mayr-Melnhof Karton AG, O-I Glass, Inc., Sealed Air Corporation, Silgan
Holdings Inc., Sonoco Products Company, and WestRock Company, and a variety of privately held companies.
We consider ourselves to be a significant participant in the markets in which we operate; however, due to the diversity
of our business, our precise competitive position in these markets is not reasonably determinable.
Backlog
Raw Materials
Working capital fluctuates throughout the year in relation to business volume and other marketplace conditions. We
maintain inventory levels that provide a reasonable balance between obtaining raw materials at favorable prices and
maintaining adequate inventory levels to enable us to fulfill our commitment to promptly fill customer orders. Manufacturing
backlogs are not a significant factor in the markets in which we operate.
Polymer resins and films, paper, inks, solvents, adhesives, aluminum, and chemicals constitute the major raw materials
we use. These are purchased from a variety of global industry sources, and we are not significantly dependent on any one
supplier for our raw materials. While we have experienced industry-wide shortages of certain raw materials in the past, we have
been able to manage supply disruptions by working closely with our suppliers and customers. Supply shortages, along with
other factors, can lead and have in the past led to increased raw material price volatility. Increases in the price of raw materials
are generally able to be passed on to customers through contractual price mechanisms over time and other means. We manage
the risks associated with our supply chain and have generally been able to maintain adequate raw materials through relationship
management, inventory management and evaluation of alternative sources when practical. For more information, see "Item 1A.
7
8
Amcor Annual Report 2023
and safety, the discharge of certain materials into the environment, handling and disposition of waste, cleanup of contaminated
soil and ground water, other rules to control pollution and manage natural resources, and other government regulations. We
on the execution of our Environmental, Health, and Safety Management System and regular audits of those processes and
systems. However, we cannot predict with certainty that we will not, in the future, incur liability with respect to noncompliance
with health and safety laws, environmental laws and regulations due to contamination of sites formerly or currently owned or
operated by us (including contamination caused by prior owners and operators of such sites) or the off-site disposal of regulated
materials, or other broad government regulations which could be significant. In addition, these laws and regulations are
constantly changing, and we cannot always anticipate these changes. Refer to Note 20, "Contingencies and Legal Proceedings,"
of the notes to consolidated financial statements for information about legal proceedings. For a more detailed description of the
various laws and regulations that affect our business, see "Item 1A. - Risk Factors."
Our business and operations of each of the reportable segments is not seasonal to any material extent.
Historically, cash flow from operations has been lower in the first half of the fiscal year, and higher in the second half of the
fiscal year, due to working capital management and the timing of certain cash payments made in the first half of the year,
including incentive compensation.
Research and Development
Refer to section "Sustainability and Innovation" within "Item 1. - Business" of this Annual Report on Form 10-K, and
to Note 2, "Significant Accounting Policies," of the notes to consolidated financial statements, for further information about our
research and development activities, expenditures, and policies.
FINAL
FINAL
Form10-K
23
Intellectual Property
We are the owner or licensee of more than a thousand United States and other country patents and patent applications
believe that we are in substantial compliance with applicable health and safety laws, environmental laws and regulations based
that relate to our products, manufacturing processes, and equipment. We have a number of trademarks and trademark
registrations in the United States and in other countries. We also keep certain technology and processes as trade secrets. Our
patents, licenses, and trademarks collectively provide a competitive advantage. However, the loss of any single patent or license
alone would not have a material adverse effect on our results of operations as a whole or those of our reportable segments.
Patents, patent applications, and license agreements will expire or terminate over time by operation of law, in accordance with
their terms, or otherwise.
Sustainability and Innovation
Sustainability is comprehensively embedded across our business, from the investments we are making in packaging
innovation and design, to our global collaboration strategy, to the work we undertake within our own operations and with our
upstream and downstream partners to develop a more responsible packaging value chain.
Seasonal Factors
We believe there will always be a role for the primary packaging we produce to preserve food, beverages, and
healthcare products, protect consumers, and promote brands. Consumers also want cost effective, convenient, and easy to use
packaging with a reduced environmental footprint and a responsible end of life solution. We have identified a clear path to
provide food, beverages, and healthcare products to people around the world in a more sustainable way and meet our
sustainability ambitions and those of our customers, by focusing on three key elements of responsible packaging: product
innovation, consumer participation, and waste management infrastructure. We believe our commitment to responsible
packaging is integral to our success. Our responsible packaging solutions address both how the product is made, as well as what
happens after the consumer uses it, offering a wide variety of options to advance sustainability while meeting our customers’
specific packaging needs.
Innovation is central to Amcor’s approach to sustainability and we spend approximately $100 million a year on
research and development ("R&D"), not including ongoing investment in incremental continuous improvements. We are highly
regarded for our innovation capabilities and have more than 1,000 active patents, as well as a global network of Innovation
Centers focused on bringing advanced packaging technologies and more sustainable material science to our markets around the
world. We solve packaging challenges, developing differentiated products, services, and processes to protect our customers'
products and fulfil the needs of the consumers who rely on them. Drawing on unrivaled heritage in design, science, and
manufacturing, our more than 1,000 R&D professionals and engineers are constantly innovating across new materials, formats,
functions, and technologies.
We collaborate with like-minded partners, including customers and suppliers, in pursuit of innovative solutions to
address some of the world’s most urgent challenges, including increasing recycling and reuse and reducing our environmental
impacts. We also partner with non-governmental organizations, promising startups, and cross-industry initiatives and bodies.
These partnerships enable us to learn, experience other perspectives, share our expertise, and expand our innovation. With our
partners, we advocate for sound global design standards, better waste management infrastructure, and higher levels of consumer
participation in recycling that will be required to develop a true circular economy for packaging.
We believe that our environmental footprint goes well beyond the products we create. We also strive to continuously
reduce the environmental impacts of our operations. For more than a decade, our EnviroAction program has helped us
significantly improve how we manage energy, water, and waste in every one of our manufacturing locations. In January 2022,
we further increased our efforts by committing to set science-based targets to reduce greenhouse gas emissions and achieve net
zero emissions by 2050. These new commitments have been recognized by the Science Based Targets initiative (SBTi) and
build on years of progress under our EnviroAction program. In June 2023, we took the next step forward in our science-based
targets journey by submitting our proposed targets to the SBTi for review.
With our global scale, deep industry experience, and strong capabilities, we believe that we are uniquely positioned to
lead the way in the design and development of more sustainable packaging, and this is one of the most important growth
opportunities for Amcor.
Governmental Laws and Regulations
Our operations and the real property we own, or lease, are subject to broad governmental laws and regulations,
including environmental laws and regulations by multiple jurisdictions. These laws and regulations pertain to employee health
9
10
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
23
Form10-K
24
We are the owner or licensee of more than a thousand United States and other country patents and patent applications
that relate to our products, manufacturing processes, and equipment. We have a number of trademarks and trademark
registrations in the United States and in other countries. We also keep certain technology and processes as trade secrets. Our
patents, licenses, and trademarks collectively provide a competitive advantage. However, the loss of any single patent or license
alone would not have a material adverse effect on our results of operations as a whole or those of our reportable segments.
Patents, patent applications, and license agreements will expire or terminate over time by operation of law, in accordance with
Intellectual Property
their terms, or otherwise.
Sustainability and Innovation
and safety, the discharge of certain materials into the environment, handling and disposition of waste, cleanup of contaminated
soil and ground water, other rules to control pollution and manage natural resources, and other government regulations. We
believe that we are in substantial compliance with applicable health and safety laws, environmental laws and regulations based
on the execution of our Environmental, Health, and Safety Management System and regular audits of those processes and
systems. However, we cannot predict with certainty that we will not, in the future, incur liability with respect to noncompliance
with health and safety laws, environmental laws and regulations due to contamination of sites formerly or currently owned or
operated by us (including contamination caused by prior owners and operators of such sites) or the off-site disposal of regulated
materials, or other broad government regulations which could be significant. In addition, these laws and regulations are
constantly changing, and we cannot always anticipate these changes. Refer to Note 20, "Contingencies and Legal Proceedings,"
of the notes to consolidated financial statements for information about legal proceedings. For a more detailed description of the
various laws and regulations that affect our business, see "Item 1A. - Risk Factors."
Sustainability is comprehensively embedded across our business, from the investments we are making in packaging
Seasonal Factors
Our business and operations of each of the reportable segments is not seasonal to any material extent.
Historically, cash flow from operations has been lower in the first half of the fiscal year, and higher in the second half of the
fiscal year, due to working capital management and the timing of certain cash payments made in the first half of the year,
including incentive compensation.
Research and Development
Refer to section "Sustainability and Innovation" within "Item 1. - Business" of this Annual Report on Form 10-K, and
to Note 2, "Significant Accounting Policies," of the notes to consolidated financial statements, for further information about our
research and development activities, expenditures, and policies.
innovation and design, to our global collaboration strategy, to the work we undertake within our own operations and with our
upstream and downstream partners to develop a more responsible packaging value chain.
We believe there will always be a role for the primary packaging we produce to preserve food, beverages, and
healthcare products, protect consumers, and promote brands. Consumers also want cost effective, convenient, and easy to use
packaging with a reduced environmental footprint and a responsible end of life solution. We have identified a clear path to
provide food, beverages, and healthcare products to people around the world in a more sustainable way and meet our
sustainability ambitions and those of our customers, by focusing on three key elements of responsible packaging: product
innovation, consumer participation, and waste management infrastructure. We believe our commitment to responsible
packaging is integral to our success. Our responsible packaging solutions address both how the product is made, as well as what
happens after the consumer uses it, offering a wide variety of options to advance sustainability while meeting our customers’
specific packaging needs.
Innovation is central to Amcor’s approach to sustainability and we spend approximately $100 million a year on
research and development ("R&D"), not including ongoing investment in incremental continuous improvements. We are highly
regarded for our innovation capabilities and have more than 1,000 active patents, as well as a global network of Innovation
Centers focused on bringing advanced packaging technologies and more sustainable material science to our markets around the
world. We solve packaging challenges, developing differentiated products, services, and processes to protect our customers'
products and fulfil the needs of the consumers who rely on them. Drawing on unrivaled heritage in design, science, and
manufacturing, our more than 1,000 R&D professionals and engineers are constantly innovating across new materials, formats,
functions, and technologies.
We collaborate with like-minded partners, including customers and suppliers, in pursuit of innovative solutions to
address some of the world’s most urgent challenges, including increasing recycling and reuse and reducing our environmental
impacts. We also partner with non-governmental organizations, promising startups, and cross-industry initiatives and bodies.
These partnerships enable us to learn, experience other perspectives, share our expertise, and expand our innovation. With our
partners, we advocate for sound global design standards, better waste management infrastructure, and higher levels of consumer
participation in recycling that will be required to develop a true circular economy for packaging.
We believe that our environmental footprint goes well beyond the products we create. We also strive to continuously
reduce the environmental impacts of our operations. For more than a decade, our EnviroAction program has helped us
significantly improve how we manage energy, water, and waste in every one of our manufacturing locations. In January 2022,
we further increased our efforts by committing to set science-based targets to reduce greenhouse gas emissions and achieve net
zero emissions by 2050. These new commitments have been recognized by the Science Based Targets initiative (SBTi) and
build on years of progress under our EnviroAction program. In June 2023, we took the next step forward in our science-based
targets journey by submitting our proposed targets to the SBTi for review.
With our global scale, deep industry experience, and strong capabilities, we believe that we are uniquely positioned to
lead the way in the design and development of more sustainable packaging, and this is one of the most important growth
opportunities for Amcor.
Governmental Laws and Regulations
Our operations and the real property we own, or lease, are subject to broad governmental laws and regulations,
including environmental laws and regulations by multiple jurisdictions. These laws and regulations pertain to employee health
9
10
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
25
this year has been on Accelerating Growth with showcase presentations from Marketing, R&D, Product Branding, and
Innovation Leaders.
Diversity, Equity & Inclusion
At Amcor, we’re committed to providing an inclusive environment that empowers us to achieve our full potential.
Becoming THE leading global packaging company requires us to create a culture in which everyone feels encouraged to speak
and compelled to listen.
Amcor values the diverse experience, strengths, styles, nationalities, and cultures of all our people. Our diversity,
equity and inclusion strategy is focused on three main areas: (1) building awareness through training and education to help our
leaders be more inclusive, (2) diversifying our global talent pool by removing bias from talent attraction and development, and
(3) by sharing best practices and learning across the organization.
Amcor believes that with different perspectives come different solutions that enable us to win for our stakeholders. We
are one global team in which everyone has a voice and can make a difference. With this in mind, we work to create a team
environment that develops inclusive leaders, where we learn from our people, and where listening, trust, and respect are key
behaviors that form the foundation of our interactions and foster mutual understanding.
We focus on strengthening 'talent through diversity' and progress is reported to our Board annually. We continually
review opportunities to strengthen our diversity transparency practices while adhering to privacy legislation in certain regions
where we operate. The Board receives an annual report on our progress towards its diversity, equity, and inclusion efforts.
At Amcor, we believe strongly in Engagement being a key driver of performance and so we track the engagement of
our employees in every region and across multiple dimensions, including against other global manufacturing companies
through engagement surveys. Our engagement surveys provide employees with an opportunity to share anonymous and
confidential feedback on a variety of topics and provide management with insight on areas we can focus on to improve our
employees' experience and effect positive change.
Engagement
Ethics
Good corporate governance and transparency are fundamental to achieving our aspirations. Our employees are
expected to act with integrity and objectivity and to always strive to enhance our reputation and performance.
We maintain a Code of Business Conduct and Ethics Policy which is signed by every Amcor employee and provides
our framework for making ethical business decisions. We provide targeted training across the globe to reinforce our
commitment to ethics and drive adherence to the national laws in each country in which we operate.
Human Capital Management
Overview
Amcor’s aspiration is to be ‘THE leading global packaging company'. Our people are core to the achievement of our
aspiration. We believe we are winning for our people when they feel safe, engaged, and are developing as part of a high-
performing, global team. We strive to build an outperformance culture in which we consistently deliver results and strive to
surpass expectations. At Amcor, we are stronger because of the diverse strengths, styles, cultures, and experiences of our
people. We aim to create inclusive working environments to ensure each colleague feels valued, treated with respect,
encouraged to speak, and empowered to be their best.
As of June 30, 2023, we had approximately 41,000 employees, including part-time and temporary workers, worldwide,
with approximately 30% located in North America, 30% located in Europe, 20% located in Latin America, and 20% located in
the Asia Pacific region. Collective bargaining agreements cover approximately 45% of our workforce. As of June 30, 2023,
approximately 3% of our employees were working under expired contracts and approximately 17% were covered under
collective bargaining agreements that expire within one year.
Health and Safety
Safety is a core value at Amcor. We take care of ourselves and each other, so everyone returns home safely every day.
Across every level of our organization, we role model and recognize safe and responsible behavior as we strive to achieve an
injury-free Amcor. All our facilities abide by global Environment, Health, and Safety ("EHS") standards for safety and
environmental management. Our Board of Directors receives monthly reports on safety performance and compliance with our
global EHS standards. During fiscal year 2023, we reduced the number of injuries by 31% and 69% of our sites were injury
free.
Developing Talent
At Amcor, we are dedicated to attracting, developing, engaging, and retaining the best talent to deliver our 'Winning
Aspiration' and ensure a strong succession pipeline for the future. Our fiscal years 2023-2027 Human Capital Strategy is
focused on ensuring that we have the right people in the right jobs at the right time to drive our growth agenda.
Our approach to talent is guided by the understanding that by creating a truly differentiated, industry-leading pool of
talent which can be deployed consistently across our business, we will better enable Amcor’s success. Amcor is dedicated to
attracting, developing, engaging, and retaining the best talent and strengthening our succession pipeline for the future. We have
a range of executive development, leadership training, education, and awareness programs to help employees progress across all
functions and experience levels.
We deploy systems and processes to ensure our people have clear goals and are empowered to achieve them. Through
performance management, we align these goals to business targets, providing line of sight so each employee understands how
they contribute to our success. Through formal reviews, performance coaching, and feedback, our leaders implement a rigorous
cycle to foster talent.
Learning & Development
We have implemented training and education programs to help our employees progress across functions and
experience levels. Examples of these programs include a Leading to Outperform program ("LTO") to further advance high-
potential talent, a Senior Leader Development program ("SLDP") focusing on developing strategic management skills and
inclusive leadership.
In fiscal year 2023, we introduced a new aspect to our Executive Development program ("EDP"). This annual program
targets our most senior leaders and provides them an immersive experience in Strategy Development and leading Talent. For
fiscal year 2023, we selected a handful of the organization's most high potential leaders and kicked off our EDP 2.0 experience
where we seek to expand the participants' capabilities. In each of these programs, we partner with leading academic and
executive education institutions from around the world.
Recognizing the importance of the learning journey, our employees can also access our "Masterclass" program which
delivers an annual series of executive education briefings on topics of functional excellence and business initiatives. Our focus
11
12
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
25
Form10-K
26
this year has been on Accelerating Growth with showcase presentations from Marketing, R&D, Product Branding, and
Innovation Leaders.
Diversity, Equity & Inclusion
At Amcor, we’re committed to providing an inclusive environment that empowers us to achieve our full potential.
Becoming THE leading global packaging company requires us to create a culture in which everyone feels encouraged to speak
and compelled to listen.
Amcor values the diverse experience, strengths, styles, nationalities, and cultures of all our people. Our diversity,
equity and inclusion strategy is focused on three main areas: (1) building awareness through training and education to help our
leaders be more inclusive, (2) diversifying our global talent pool by removing bias from talent attraction and development, and
(3) by sharing best practices and learning across the organization.
Amcor believes that with different perspectives come different solutions that enable us to win for our stakeholders. We
are one global team in which everyone has a voice and can make a difference. With this in mind, we work to create a team
environment that develops inclusive leaders, where we learn from our people, and where listening, trust, and respect are key
behaviors that form the foundation of our interactions and foster mutual understanding.
We focus on strengthening 'talent through diversity' and progress is reported to our Board annually. We continually
review opportunities to strengthen our diversity transparency practices while adhering to privacy legislation in certain regions
where we operate. The Board receives an annual report on our progress towards its diversity, equity, and inclusion efforts.
Engagement
At Amcor, we believe strongly in Engagement being a key driver of performance and so we track the engagement of
our employees in every region and across multiple dimensions, including against other global manufacturing companies
through engagement surveys. Our engagement surveys provide employees with an opportunity to share anonymous and
confidential feedback on a variety of topics and provide management with insight on areas we can focus on to improve our
employees' experience and effect positive change.
Ethics
Good corporate governance and transparency are fundamental to achieving our aspirations. Our employees are
expected to act with integrity and objectivity and to always strive to enhance our reputation and performance.
We maintain a Code of Business Conduct and Ethics Policy which is signed by every Amcor employee and provides
our framework for making ethical business decisions. We provide targeted training across the globe to reinforce our
commitment to ethics and drive adherence to the national laws in each country in which we operate.
Human Capital Management
Overview
Amcor’s aspiration is to be ‘THE leading global packaging company'. Our people are core to the achievement of our
aspiration. We believe we are winning for our people when they feel safe, engaged, and are developing as part of a high-
performing, global team. We strive to build an outperformance culture in which we consistently deliver results and strive to
surpass expectations. At Amcor, we are stronger because of the diverse strengths, styles, cultures, and experiences of our
people. We aim to create inclusive working environments to ensure each colleague feels valued, treated with respect,
encouraged to speak, and empowered to be their best.
As of June 30, 2023, we had approximately 41,000 employees, including part-time and temporary workers, worldwide,
with approximately 30% located in North America, 30% located in Europe, 20% located in Latin America, and 20% located in
the Asia Pacific region. Collective bargaining agreements cover approximately 45% of our workforce. As of June 30, 2023,
approximately 3% of our employees were working under expired contracts and approximately 17% were covered under
collective bargaining agreements that expire within one year.
Safety is a core value at Amcor. We take care of ourselves and each other, so everyone returns home safely every day.
Across every level of our organization, we role model and recognize safe and responsible behavior as we strive to achieve an
injury-free Amcor. All our facilities abide by global Environment, Health, and Safety ("EHS") standards for safety and
environmental management. Our Board of Directors receives monthly reports on safety performance and compliance with our
global EHS standards. During fiscal year 2023, we reduced the number of injuries by 31% and 69% of our sites were injury
Health and Safety
free.
Developing Talent
At Amcor, we are dedicated to attracting, developing, engaging, and retaining the best talent to deliver our 'Winning
Aspiration' and ensure a strong succession pipeline for the future. Our fiscal years 2023-2027 Human Capital Strategy is
focused on ensuring that we have the right people in the right jobs at the right time to drive our growth agenda.
Our approach to talent is guided by the understanding that by creating a truly differentiated, industry-leading pool of
talent which can be deployed consistently across our business, we will better enable Amcor’s success. Amcor is dedicated to
attracting, developing, engaging, and retaining the best talent and strengthening our succession pipeline for the future. We have
a range of executive development, leadership training, education, and awareness programs to help employees progress across all
functions and experience levels.
We deploy systems and processes to ensure our people have clear goals and are empowered to achieve them. Through
performance management, we align these goals to business targets, providing line of sight so each employee understands how
they contribute to our success. Through formal reviews, performance coaching, and feedback, our leaders implement a rigorous
cycle to foster talent.
Learning & Development
We have implemented training and education programs to help our employees progress across functions and
experience levels. Examples of these programs include a Leading to Outperform program ("LTO") to further advance high-
potential talent, a Senior Leader Development program ("SLDP") focusing on developing strategic management skills and
inclusive leadership.
In fiscal year 2023, we introduced a new aspect to our Executive Development program ("EDP"). This annual program
targets our most senior leaders and provides them an immersive experience in Strategy Development and leading Talent. For
fiscal year 2023, we selected a handful of the organization's most high potential leaders and kicked off our EDP 2.0 experience
where we seek to expand the participants' capabilities. In each of these programs, we partner with leading academic and
executive education institutions from around the world.
Recognizing the importance of the learning journey, our employees can also access our "Masterclass" program which
delivers an annual series of executive education briefings on topics of functional excellence and business initiatives. Our focus
11
12
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
27
Information about our Executive Officers
Item 1A. - Risk Factors
The following sets forth the name, age, and business experience for at least the last five years of our executive officers.
The following factors, as well as factors described elsewhere in this Annual Report on Form 10-K, or in other filings
Unless otherwise indicated, positions shown are with Amcor.
Name (Age)
Positions Held
Ronald Delia (52)
Managing Director and Chief Executive Officer
Executive VP, Finance and Chief Financial Officer
VP and General Manager, Amcor Rigid Packaging Latin
America
Michael Casamento (52)
Executive VP, Finance and Chief Financial Officer
VP, Corporate Finance
Susana Suarez Gonzalez (54)
Executive VP and Chief Human Resources Officer
Deborah Rasin (56)
Executive VP, Chief Human Resources and Diversity &
Inclusion Officer, International Flavors and Fragrances
Executive VP and General Counsel
Senior VP, Chief Legal Officer and Secretary, Hill-Rom
Holdings
Eric Roegner (53)
President, Amcor Rigid Packaging
Period the Position
was Held
2015 to present
2011 to 2015
2008 to 2011
2015 to present
2014 to 2015
2022 to present
2016 to 2022
2022 to present
2016 to 2022
2018 to present
Executive Leadership Roles, Arconic, Inc. (f/k/a Alcoa Inc.)
2006 to 2018
Fred Stephan (58)
President, Amcor Flexibles North America
President, Bemis North America
Senior VP and General Manager of the Insulation Systems -
Johns Manville
Ian Wilson (65)
Executive VP, Strategy and Development
Michael Zacka (56)
Available Information
President, Amcor Flexibles Europe, Middle East and Africa
President, Amcor Flexibles Asia Pacific and Chief Commercial
Officer
Tetra Pak Global Leadership Team
2019 to present
2017 to 2019
2011 to 2017
2000 to present
2021 to present
2017 to 2021
1996 to 2017
We are a large accelerated filer (as defined in the Securities Exchange Act of 1934, as amended (the “Exchange Act”)
Rule 12b-2) and we are also an electronic filer. Electronically filed reports (Forms 4, 8-K, 10-K, 10-Q, S-3, S-8, etc.) can be
accessed at the SEC's website (http://www.sec.gov). We make available free of charge (other than an investor’s own Internet
access charges) through the Investor Relations section of our website (http://www.amcor.com/investors), under "Financial
Information" and then "SEC Filings," our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on
Form 8-K, and if applicable, amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange
Act as soon as reasonably practicable after we electronically file such material with, or furnish it to, the SEC. You may also
obtain these reports by writing to us, Attention: Investor Relations, Amcor plc, Level 11, 60 City Road, Southbank, VIC, 3006,
Australia. We are not including the information contained on our website as part of, or incorporating it by reference into, this
Annual Report on Form 10-K.
13
14
by us with the Securities and Exchange Commission, could have a material adverse effect on our business, financial condition,
results of operations, or cash flows. Other factors not presently known to us or that we presently believe are not material could
also affect our business operations and financial results.
Strategic Risks
numerous industries.
Changes in Consumer Demand — We are exposed to changes in consumer demand patterns and customer requirements in
Sales of our products and services depend heavily on the volume of sales made by our customers to consumers.
Alternative consumer preferences for products in the industries that we serve or the packaging formats in which such products
are delivered, whether as a result of changes in cost, economic environments, regulatory developments (including end user
taxes), convenience or health, environmental, and social concerns, and perceptions, such as pressure to reduce packaging waste
and the use of petrochemical components, may result in a decline in the demand for certain of our products or the obsolescence
of some of our existing products. Any new products we produce may fail to meet sales or margin expectations due to various
factors, including our or our customers' inability to accurately predict customer demand, end user preferences or movements in
industry standards, or to develop products that meet consumer demand in a timely and cost-effective manner.
Changing preferences for products and packaging formats may result in increased demand for other products we
produce. However, if changing preferences are not offset by demand for new or alternative products, changes in consumer
preferences could have a material adverse effect on our business, financial condition, results of operations, or cash flows.
Key Customers and Customer Consolidation — The loss of key customers, a reduction in their production requirements or
consolidation among key customers could have a significant adverse impact on our sales revenue and profitability.
Relationships with our customers are fundamental to our success, particularly given the nature of the packaging
industry and other supply choices available to customers. While we do not have a single customer accounting for more than
10% of our net sales, customer concentration can be more pronounced within certain businesses. Consequently, the loss of any
of our key customers or any significant reduction in their production requirements, or an adverse change in the terms of our
supply agreements with them, could reduce our sales revenue and net profit. In addition, acts of war and terrorism can impact
local demand for our products. Although we have been largely successful in retaining customer relationships in the past, there is
no assurance that existing customer relationships will be renewed at existing volume, product mix, or price levels, or at all.
Customers with operations subject to physical risks, including those caused by climate change, may relocate
production to less affected areas, which could be beyond the range of Amcor's production sites. Supplying such relocated
facilities may lead to additional costs. New regulations can also affect our relationships with customers. Any loss, change, or
other adverse event related to our key customer relationships could have a material adverse effect on our business, financial
condition, results of operations, or cash flows.
Furthermore, in recent years, some of our customers have acquired companies with similar or complementary product
lines. This consolidation has increased the concentration of our business with these customers. Such consolidation may be
accompanied by pressure from customers for lower prices, reflecting the increase in the total volume of products purchased or
the elimination of a price differential between the acquiring customer and the acquired company. While we have generally been
successful in managing customer consolidations, increased pricing pressures from our customers could have a material adverse
effect on our results of operations.
affect our business.
Competition — We face significant competition in the industries and regions in which we operate, which could adversely
We operate in highly competitive geographies and end use areas, each with varying barriers to entry, industry
structures, and competitive behavior. We regularly bid for new and continuing business in the industries and regions in which
we operate, and we continually adapt to changes in consumer demand. While we cannot predict with certainty the changes that
may impact our competitiveness, the main methods of competition in the general packaging industry include price, innovation,
sustainability, service, and quality.
Amcor Annual Report 2023
Information about our Executive Officers
Item 1A. - Risk Factors
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The following sets forth the name, age, and business experience for at least the last five years of our executive officers.
Unless otherwise indicated, positions shown are with Amcor.
Period the Position
was Held
2015 to present
2011 to 2015
2008 to 2011
2015 to present
2014 to 2015
2022 to present
2016 to 2022
2022 to present
2016 to 2022
2018 to present
2019 to present
2017 to 2019
2011 to 2017
Name (Age)
Positions Held
Ronald Delia (52)
Managing Director and Chief Executive Officer
Executive VP, Finance and Chief Financial Officer
VP and General Manager, Amcor Rigid Packaging Latin
America
Michael Casamento (52)
Executive VP, Finance and Chief Financial Officer
VP, Corporate Finance
Susana Suarez Gonzalez (54)
Executive VP and Chief Human Resources Officer
Deborah Rasin (56)
Executive VP and General Counsel
Executive VP, Chief Human Resources and Diversity &
Inclusion Officer, International Flavors and Fragrances
Senior VP, Chief Legal Officer and Secretary, Hill-Rom
Holdings
Eric Roegner (53)
President, Amcor Rigid Packaging
Executive Leadership Roles, Arconic, Inc. (f/k/a Alcoa Inc.)
2006 to 2018
Fred Stephan (58)
President, Amcor Flexibles North America
President, Bemis North America
Senior VP and General Manager of the Insulation Systems -
Johns Manville
Ian Wilson (65)
Executive VP, Strategy and Development
2000 to present
Michael Zacka (56)
President, Amcor Flexibles Europe, Middle East and Africa
2021 to present
President, Amcor Flexibles Asia Pacific and Chief Commercial
2017 to 2021
Officer
Tetra Pak Global Leadership Team
1996 to 2017
Available Information
We are a large accelerated filer (as defined in the Securities Exchange Act of 1934, as amended (the “Exchange Act”)
Rule 12b-2) and we are also an electronic filer. Electronically filed reports (Forms 4, 8-K, 10-K, 10-Q, S-3, S-8, etc.) can be
accessed at the SEC's website (http://www.sec.gov). We make available free of charge (other than an investor’s own Internet
access charges) through the Investor Relations section of our website (http://www.amcor.com/investors), under "Financial
Information" and then "SEC Filings," our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on
Form 8-K, and if applicable, amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange
Act as soon as reasonably practicable after we electronically file such material with, or furnish it to, the SEC. You may also
obtain these reports by writing to us, Attention: Investor Relations, Amcor plc, Level 11, 60 City Road, Southbank, VIC, 3006,
Australia. We are not including the information contained on our website as part of, or incorporating it by reference into, this
Annual Report on Form 10-K.
The following factors, as well as factors described elsewhere in this Annual Report on Form 10-K, or in other filings
by us with the Securities and Exchange Commission, could have a material adverse effect on our business, financial condition,
results of operations, or cash flows. Other factors not presently known to us or that we presently believe are not material could
also affect our business operations and financial results.
Strategic Risks
Changes in Consumer Demand — We are exposed to changes in consumer demand patterns and customer requirements in
numerous industries.
Sales of our products and services depend heavily on the volume of sales made by our customers to consumers.
Alternative consumer preferences for products in the industries that we serve or the packaging formats in which such products
are delivered, whether as a result of changes in cost, economic environments, regulatory developments (including end user
taxes), convenience or health, environmental, and social concerns, and perceptions, such as pressure to reduce packaging waste
and the use of petrochemical components, may result in a decline in the demand for certain of our products or the obsolescence
of some of our existing products. Any new products we produce may fail to meet sales or margin expectations due to various
factors, including our or our customers' inability to accurately predict customer demand, end user preferences or movements in
industry standards, or to develop products that meet consumer demand in a timely and cost-effective manner.
Changing preferences for products and packaging formats may result in increased demand for other products we
produce. However, if changing preferences are not offset by demand for new or alternative products, changes in consumer
preferences could have a material adverse effect on our business, financial condition, results of operations, or cash flows.
Key Customers and Customer Consolidation — The loss of key customers, a reduction in their production requirements or
consolidation among key customers could have a significant adverse impact on our sales revenue and profitability.
Relationships with our customers are fundamental to our success, particularly given the nature of the packaging
industry and other supply choices available to customers. While we do not have a single customer accounting for more than
10% of our net sales, customer concentration can be more pronounced within certain businesses. Consequently, the loss of any
of our key customers or any significant reduction in their production requirements, or an adverse change in the terms of our
supply agreements with them, could reduce our sales revenue and net profit. In addition, acts of war and terrorism can impact
local demand for our products. Although we have been largely successful in retaining customer relationships in the past, there is
no assurance that existing customer relationships will be renewed at existing volume, product mix, or price levels, or at all.
Customers with operations subject to physical risks, including those caused by climate change, may relocate
production to less affected areas, which could be beyond the range of Amcor's production sites. Supplying such relocated
facilities may lead to additional costs. New regulations can also affect our relationships with customers. Any loss, change, or
other adverse event related to our key customer relationships could have a material adverse effect on our business, financial
condition, results of operations, or cash flows.
Furthermore, in recent years, some of our customers have acquired companies with similar or complementary product
lines. This consolidation has increased the concentration of our business with these customers. Such consolidation may be
accompanied by pressure from customers for lower prices, reflecting the increase in the total volume of products purchased or
the elimination of a price differential between the acquiring customer and the acquired company. While we have generally been
successful in managing customer consolidations, increased pricing pressures from our customers could have a material adverse
effect on our results of operations.
Competition — We face significant competition in the industries and regions in which we operate, which could adversely
affect our business.
We operate in highly competitive geographies and end use areas, each with varying barriers to entry, industry
structures, and competitive behavior. We regularly bid for new and continuing business in the industries and regions in which
we operate, and we continually adapt to changes in consumer demand. While we cannot predict with certainty the changes that
may impact our competitiveness, the main methods of competition in the general packaging industry include price, innovation,
sustainability, service, and quality.
13
14
Amcor Annual Report 2023
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The loss of business from our larger customers, or the renewal of business on less favorable terms, may have a
significant impact on our operating results. Additionally, our competitors may develop disruptive technologies or other
technological innovations that could increase their ability to compete for our current or potential customers. We cannot
guarantee that the actions of established or potential competitors will not materially adversely affect our ability to implement
our plans and our business, financial condition, results of operations, or cash flows.
Expanding Our Current Business — We may be unable to expand our current business effectively through either organic
growth, including product innovation, investments, or acquisitions.
Our business strategy includes both organic expansion of our existing operations, particularly through efforts to
strengthen and expand relationships with customers in emerging markets, product innovation (including to address changes in
the industry or regulatory environments) and expansion through investments and acquisitions. However, we may not be able to
execute our strategy effectively for reasons within and outside our control. Our ability to grow organically may be limited by,
among other things, extensive saturation in the locations in which we operate or a change or reduction in our customers’ growth
plans due to changing economic conditions, strategic priorities, or otherwise. For many of our businesses, organic growth
depends on product innovation, new product development, and timely responses to changing consumer demands and
preferences. Consequently, failure to develop new or improved products in response to changing consumer preferences in a
timely manner may hinder our growth potential, impact our competitive position, and adversely affect our business and results
of operations.
Additionally, over the past decade, we have pursued growth through acquisitions, and there can be no assurance that
and subject to change.
we will be able to identify suitable acquisition targets in the right geographic regions and with the right participation strategy in
the future, or to complete such acquisitions on acceptable terms or at all. If we are unable to identify acquisition targets that
meet our investment criteria and close such transactions on acceptable terms, our potential for growth by way of acquisition
may be restricted, which could have a material adverse effect on the achievement of our strategy and the resulting expected
financial benefits.
We have also invested in companies which we do not control through our corporate venturing function. Our
investment partners or other parties that hold the remaining ownership interests in companies we do not control may not have
interests that are aligned with our goals. We have recognized impairment losses in the past in connection with our investments
and we may be required to do so again in the future.
We also may face challenges in integrating acquisitions with our existing operations. These challenges could include
difficulties in integrating or consolidating business processes and systems, as well as challenges in integrating business cultures,
which may result in synergies from acquisitions not being fully realized or taking longer to realize than expected or incurring
additional costs to do so. Further, in pursuing growth through acquisitions, we face additional risks common with an acquisition
strategy, including failure to identify significant contingencies or legal liabilities in the due diligence process, diversion of
management's attention from existing business, and interruptions to normal business operations resulting from the process of
integrating operations.
Operational Risks
Global Economic Conditions — Challenging current and future global economic conditions, including the Russia-Ukraine
conflict and inflation, have had, and may continue to have, a negative impact on our business operations and financial
results.
Demand for our products and services depends on consumer demand for our packaging products, including packaged
food, beverages, healthcare, personal care, agribusiness, industrial, and other consumer goods. Geopolitical events, such as
increased trade barriers or restrictions on global trade, political, financial, or social instability, wars, civil or social unrest,
natural disasters, or health crises, could result in general economic downturns, such as a recession or economic slowdown, and
could adversely affect our business operations and financial results.
Current global economic challenges, including the Russia-Ukraine conflict and relatively high inflation, may continue
to put pressure on our business. For example, in advance of the Russia-Ukraine conflict, we proactively suspended operations at
our small manufacturing site in Ukraine. We also operated three manufacturing facilities in Russia ("Russian business") until
their sale on December 23, 2022. We are investing $110 million to $130 million of the sale proceeds from the Russian business
in various cost saving initiatives to partially offset divested earnings from the Russian business. Future unrest in other regions
where we operate, and political developments could have a material impact on our financial condition.
When challenging economic conditions exist, our customers may delay, decrease, or cancel purchases from us, and
may also delay payment or fail to pay us altogether. Suppliers may have difficulty filling our orders and we may have difficulty
getting our products to customers, which may affect our ability to meet customer demands and result in a loss of business.
Weakened global economic conditions may also result in unfavorable changes in our product prices and product mix and lower
profit margins. Although we take measures to mitigate the impact of inflation, including through pricing actions and
productivity programs, if these actions are not effective, our cash flow, financial condition, and results of operations could be
materially and adversely impacted. In addition, there could be a time lag between recognizing the benefit of our mitigating
actions and the impact of inflation and there is no guarantee that our mitigating measures will fully offset the impact of
inflation.
operations and financial results.
International Operations — Our international operations subject us to various risks that could adversely affect our business
We have operations throughout the world, including facilities in emerging markets. In fiscal year 2023, approximately
74% of our sales revenue came from developed markets and 26% came from emerging markets. We expect to continue to
expand our operations in the future, including in the emerging markets.
Managing global operations is complex, particularly due to substantial differences in the cultural, political, and
regulatory environments of the countries where we operate. In addition, many countries where we have operations, including
Argentina, Brazil, China, Colombia, India, and Peru, have developing legal, regulatory, or political systems, that are dynamic
The profitability of our operations may be adversely impacted by, among other things:
changes in applicable fiscal or regulatory regimes;
changes in, or difficulties in interpreting and complying with, local laws, sanctions, and regulations, including tax,
labor, foreign investment, and foreign exchange control laws;
nullification, modification, or renegotiation of, or difficulties or delays in enforcing contracts with clients or joint
venture partners that are subject to local law;
reversal of current political, judicial, or administrative policies encouraging foreign investment or foreign trade, or
related to the use of local agents, representatives, or partners in relevant jurisdictions;
trade restrictions, and quotas;
wars, acts of terrorism, social and ethnic unrest, and geopolitical events;
pandemics and other health crises impacting different regions of the world unequally;
difficulties associated with expatriating or repatriating cash generated or held abroad; and
changes in exchange rates and inflation, including hyperinflation.
•
•
•
•
•
•
•
•
•
Furthermore, prolonged periods of economic, legal, regulatory, or political instability in the emerging markets where
we operate could have a material adverse effect on our business, cash flow, financial condition, and results of operations.
The conflict between Russia and Ukraine has negatively impacted the global economy and led to various economic
sanctions being imposed by the U.S., the European Union, the United Kingdom, and other countries against Russia. It is not
possible to predict the broader or longer-term consequences of this conflict. Continued escalation of geopolitical tensions
related to the conflict could result in the loss of property, supply chain disruptions, significant inflationary pressure on raw
material prices and cost and supply of other resources (such as energy and natural gas), fluctuations in our customers’ buying
patterns given regional shortages of food ingredients and other factors, credit and capital market disruption which could impact
our ability to obtain financing, increase in interest rates, and adverse foreign exchange impacts. These broader consequences
could have a material adverse effect on our business, cash flow, financial condition, and results of operations.
Our international operations involve limited sales to entities located in countries subject to economic sanctions
administered by the U.S. Office of Foreign Assets Control, the U.S. Department of State, and Trade and other applicable
national and supranational organizations (collectively, "Sanctions"). We also operate in certain countries that are occasionally
subject to Sanctions, which require us to maintain internal processes and control procedures. Failure to do so could result in
breach by our employees of various laws and regulations, including those relating to money laundering, corruption, export
control, fraud, bribery, insider trading, antitrust, competition, and economic sanctions, whether due to a lack of integrity or
awareness or otherwise. Any such breach could result in sanctions (including fines and penalties) and could have a material
adverse effect on our financial condition and reputation.
15
16
Amcor Annual Report 2023
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When challenging economic conditions exist, our customers may delay, decrease, or cancel purchases from us, and
may also delay payment or fail to pay us altogether. Suppliers may have difficulty filling our orders and we may have difficulty
getting our products to customers, which may affect our ability to meet customer demands and result in a loss of business.
Weakened global economic conditions may also result in unfavorable changes in our product prices and product mix and lower
profit margins. Although we take measures to mitigate the impact of inflation, including through pricing actions and
productivity programs, if these actions are not effective, our cash flow, financial condition, and results of operations could be
materially and adversely impacted. In addition, there could be a time lag between recognizing the benefit of our mitigating
actions and the impact of inflation and there is no guarantee that our mitigating measures will fully offset the impact of
inflation.
International Operations — Our international operations subject us to various risks that could adversely affect our business
operations and financial results.
We have operations throughout the world, including facilities in emerging markets. In fiscal year 2023, approximately
74% of our sales revenue came from developed markets and 26% came from emerging markets. We expect to continue to
expand our operations in the future, including in the emerging markets.
Managing global operations is complex, particularly due to substantial differences in the cultural, political, and
regulatory environments of the countries where we operate. In addition, many countries where we have operations, including
Argentina, Brazil, China, Colombia, India, and Peru, have developing legal, regulatory, or political systems, that are dynamic
and subject to change.
the future, or to complete such acquisitions on acceptable terms or at all. If we are unable to identify acquisition targets that
The profitability of our operations may be adversely impacted by, among other things:
management's attention from existing business, and interruptions to normal business operations resulting from the process of
we operate could have a material adverse effect on our business, cash flow, financial condition, and results of operations.
•
•
•
•
•
•
•
•
•
changes in applicable fiscal or regulatory regimes;
changes in, or difficulties in interpreting and complying with, local laws, sanctions, and regulations, including tax,
labor, foreign investment, and foreign exchange control laws;
nullification, modification, or renegotiation of, or difficulties or delays in enforcing contracts with clients or joint
venture partners that are subject to local law;
reversal of current political, judicial, or administrative policies encouraging foreign investment or foreign trade, or
related to the use of local agents, representatives, or partners in relevant jurisdictions;
trade restrictions, and quotas;
wars, acts of terrorism, social and ethnic unrest, and geopolitical events;
pandemics and other health crises impacting different regions of the world unequally;
difficulties associated with expatriating or repatriating cash generated or held abroad; and
changes in exchange rates and inflation, including hyperinflation.
Furthermore, prolonged periods of economic, legal, regulatory, or political instability in the emerging markets where
The conflict between Russia and Ukraine has negatively impacted the global economy and led to various economic
sanctions being imposed by the U.S., the European Union, the United Kingdom, and other countries against Russia. It is not
possible to predict the broader or longer-term consequences of this conflict. Continued escalation of geopolitical tensions
related to the conflict could result in the loss of property, supply chain disruptions, significant inflationary pressure on raw
material prices and cost and supply of other resources (such as energy and natural gas), fluctuations in our customers’ buying
patterns given regional shortages of food ingredients and other factors, credit and capital market disruption which could impact
our ability to obtain financing, increase in interest rates, and adverse foreign exchange impacts. These broader consequences
could have a material adverse effect on our business, cash flow, financial condition, and results of operations.
Our international operations involve limited sales to entities located in countries subject to economic sanctions
administered by the U.S. Office of Foreign Assets Control, the U.S. Department of State, and Trade and other applicable
national and supranational organizations (collectively, "Sanctions"). We also operate in certain countries that are occasionally
subject to Sanctions, which require us to maintain internal processes and control procedures. Failure to do so could result in
breach by our employees of various laws and regulations, including those relating to money laundering, corruption, export
control, fraud, bribery, insider trading, antitrust, competition, and economic sanctions, whether due to a lack of integrity or
awareness or otherwise. Any such breach could result in sanctions (including fines and penalties) and could have a material
adverse effect on our financial condition and reputation.
15
16
The loss of business from our larger customers, or the renewal of business on less favorable terms, may have a
significant impact on our operating results. Additionally, our competitors may develop disruptive technologies or other
technological innovations that could increase their ability to compete for our current or potential customers. We cannot
guarantee that the actions of established or potential competitors will not materially adversely affect our ability to implement
our plans and our business, financial condition, results of operations, or cash flows.
Expanding Our Current Business — We may be unable to expand our current business effectively through either organic
growth, including product innovation, investments, or acquisitions.
Our business strategy includes both organic expansion of our existing operations, particularly through efforts to
strengthen and expand relationships with customers in emerging markets, product innovation (including to address changes in
the industry or regulatory environments) and expansion through investments and acquisitions. However, we may not be able to
execute our strategy effectively for reasons within and outside our control. Our ability to grow organically may be limited by,
among other things, extensive saturation in the locations in which we operate or a change or reduction in our customers’ growth
plans due to changing economic conditions, strategic priorities, or otherwise. For many of our businesses, organic growth
depends on product innovation, new product development, and timely responses to changing consumer demands and
preferences. Consequently, failure to develop new or improved products in response to changing consumer preferences in a
timely manner may hinder our growth potential, impact our competitive position, and adversely affect our business and results
of operations.
Additionally, over the past decade, we have pursued growth through acquisitions, and there can be no assurance that
we will be able to identify suitable acquisition targets in the right geographic regions and with the right participation strategy in
meet our investment criteria and close such transactions on acceptable terms, our potential for growth by way of acquisition
may be restricted, which could have a material adverse effect on the achievement of our strategy and the resulting expected
financial benefits.
We have also invested in companies which we do not control through our corporate venturing function. Our
investment partners or other parties that hold the remaining ownership interests in companies we do not control may not have
interests that are aligned with our goals. We have recognized impairment losses in the past in connection with our investments
and we may be required to do so again in the future.
We also may face challenges in integrating acquisitions with our existing operations. These challenges could include
difficulties in integrating or consolidating business processes and systems, as well as challenges in integrating business cultures,
which may result in synergies from acquisitions not being fully realized or taking longer to realize than expected or incurring
additional costs to do so. Further, in pursuing growth through acquisitions, we face additional risks common with an acquisition
strategy, including failure to identify significant contingencies or legal liabilities in the due diligence process, diversion of
integrating operations.
Operational Risks
results.
Global Economic Conditions — Challenging current and future global economic conditions, including the Russia-Ukraine
conflict and inflation, have had, and may continue to have, a negative impact on our business operations and financial
Demand for our products and services depends on consumer demand for our packaging products, including packaged
food, beverages, healthcare, personal care, agribusiness, industrial, and other consumer goods. Geopolitical events, such as
increased trade barriers or restrictions on global trade, political, financial, or social instability, wars, civil or social unrest,
natural disasters, or health crises, could result in general economic downturns, such as a recession or economic slowdown, and
could adversely affect our business operations and financial results.
Current global economic challenges, including the Russia-Ukraine conflict and relatively high inflation, may continue
to put pressure on our business. For example, in advance of the Russia-Ukraine conflict, we proactively suspended operations at
our small manufacturing site in Ukraine. We also operated three manufacturing facilities in Russia ("Russian business") until
their sale on December 23, 2022. We are investing $110 million to $130 million of the sale proceeds from the Russian business
in various cost saving initiatives to partially offset divested earnings from the Russian business. Future unrest in other regions
where we operate, and political developments could have a material impact on our financial condition.
Amcor Annual Report 2023
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31
Raw Materials — Price fluctuations or shortages in the availability of raw materials, energy and other inputs could
adversely affect our business.
likely to be more expensive. The occurrence of any of these risks could have a material adverse effect on our business, financial
condition, results of operations, or cash flows, which may result in a competitive disadvantage.
As a manufacturer of packaging products, our sales and profitability are dependent on the availability and cost of raw
Health Crises — Our business and operations may be adversely affected by pandemics, epidemics, or other disease
materials, labor, and other inputs, including energy. All of the raw materials we use are purchased from third parties, and our
primary inputs include polymer resins and films, paper, inks, solvents, adhesive, aluminum, and chemicals. Prices for these raw
materials are subject to substantial fluctuations that are beyond our control due to factors such as changing economic conditions
(including inflation), currency and commodity price fluctuations, resource availability and other supply chain challenges,
transportation costs, geopolitical risks (including war such as the Russia-Ukraine conflict), pandemics and other health crises,
an increase in the demand for products manufactured from recycled materials, weather conditions and natural disasters,
greenhouse gas emissions and other sustainability related regulations, and other factors impacting supply and demand pressures.
For example, in fiscal year 2023, energy prices for oil and natural gas have been volatile in Europe (mainly due to the Russia-
Ukraine conflict) and may continue to fluctuate in the future.
Additionally, changes in international trade policy in the countries in which we operate could materially impact the
cost and supply of raw materials as duties are assessed on raw materials used in our production process and the global supply of
key raw materials is disrupted. For example, in 2018, the U.S. government imposed a 10% tariff on all aluminum imports into
the United States from China and in March 2023, the U.S. Department of Commerce preliminarily determined that imports of
aluminum from Thailand and South Korea are circumventing the duties on aluminum from China which could result in
retroactive duties on purchases for which we are the importer of record which could have an adverse effect on our business,
financial condition, results of operations, or cash flows.
While we have largely been able to successfully manage through these supply disruptions and related price volatility,
there is no assurance that we will be able to successfully navigate ongoing and future disruptions. Increases in costs and
disruptions in supply can have a material adverse effect on our business and financial results. We seek to mitigate these risks
through various strategies, including entering into contracts with certain customers that permit price adjustments to reflect
increased raw material and other costs or by otherwise seeking to increase our prices to offset increases in raw material and
other costs and seeking alternative sources of supply for key raw materials. However, there is no guarantee that we will be able
to anticipate or mitigate commodity and input price movements or supply disruptions. In addition, there may be delays in
adjusting prices to correspond with underlying raw material costs and corresponding impacts on our working capital and level
of indebtedness and any failure to anticipate or mitigate against such movements could have a material adverse effect on our
business, financial condition, results of operations, or cash flows.
Commercial Risks — We are subject to production, supply, and other commercial risks, including counterparty credit risks,
which may be exacerbated in times of economic volatility.
We face a number of commercial risks, including (i) operational disruption, such as mechanical or technological
failures or forced closures due to war (such as the Russia-Ukraine conflict) or health crises, each of which could lead to
production loss and/or increased costs, (ii) shortages in manufacturing inputs due to the loss of key suppliers or their inability to
supply inputs, and (iii) risks associated with development projects (such as cost overruns and delays).
Supply or workforce shortages, fluctuations in freight costs, limitations on shipping capacity, or other disruptions in
our supply chain, including sourcing materials from a single supplier or those that may occur related to war, natural disasters, or
health crises, could affect our ability to obtain timely delivery of raw materials, equipment, and other supplies, and in turn,
adversely impact our ability to supply products to our customers. Additionally, climate change could have negative effects on
agricultural productivity, leading customers to face both availability and price challenges with agricultural commodities, which
may impact the demand for our products. For example, in fiscal year 2023, adverse weather conditions in the United States
reduced cattle herds, leading to a rise in meat prices, which ultimately contributed to lower meat packaging sales volumes. We
cannot predict the potential magnitude of these commercial risks on our business, financial condition, results of operations, or
cash flows.
Additionally, the insolvency of, or contractual default by, any of our customers, suppliers, and financial institutions,
such as banks and insurance providers, may have a material adverse effect on our operations and financial condition. Such risks
are exacerbated in times of economic volatility (such as economic volatility caused by the Russia-Ukraine conflict), either
globally or in the geographies and industries in which our customers operate. If a counterparty defaults on a payment obligation
to us, we may be unable to collect the amounts owed, and some or all of these outstanding amounts may need to be written off.
If a counterparty becomes insolvent or is otherwise unable to meet its obligations in connection with a particular project, we
may need to find a replacement to fulfill that party’s obligations or, alternatively, fulfill those obligations ourselves, which is
outbreaks.
Our business and financial results may be negatively impacted by outbreaks of contagious diseases, including
COVID-19. Health crises have in the past and could in the future result in supply chain disruptions due to the temporary closure
of our facilities, the facilities of our suppliers, or other suppliers in our supply chain, the shut-down of customers’ operations,
volatility in raw material costs, and labor shortages and may have broader global economic or geopolitical implications. For
example, the Chinese government imposed sporadic COVID-19 related lockdowns in the first half of fiscal year 2023, which
resulted in lower demand for our products and also impacted global supply chains. While we have established protocols to
manage these potential impacts, the extent to which health crises may impact our business and operations is unknown and the
effect on our business, financial condition, results of operations, or cash flows could be material.
Attracting and Retaining Skilled Workforce — If we are unable to attract and retain our global executive management team
and our skilled workforce, we may be adversely affected.
Our continued success depends on our ability to identify, attract, develop, and retain skilled and diverse personnel in
our global executive management team and our operations. We focus on our talent acquisition processes, as well as our
onboarding and talent and leadership programs, to ensure that our key new hires and skilled personnel’s efficiency and
effectiveness align with Amcor’s values and ways of working. However, any failure to successfully transition key new hires
and retain our skilled personnel in our global executive management team and in any of our operations could impact our ability
to execute on our strategic plans, make it difficult to meet our performance objectives, and be disruptive to our business.
We are also impacted by regional labor shortages, inflationary pressures on wages, a competitive labor market, and
changing demographics. While we have been successful to date in responding to regional labor shortages and maintaining plans
for continuity of succession, there can be no assurance that we will be able to manage future labor shortages or recruit, develop,
assimilate, motivate, and retain employees in the future who actively promote and meet the standards of our culture.
Operational EHS Risks — We are subject to costs and liabilities related to environment, health and safety ("EHS") laws
and regulations, as well as changes in the global climate, that could adversely affect our business.
We are required to comply with EHS laws, rules, and regulations in each of the countries in which we operate and do
business. Additionally, many of our products come into contact with healthcare products and food and beverages they package
and therefore, we are also subject to certain local and international standards related to such products. Compliance with these
laws and regulations can require a significant expenditure of financial and employee resources.
Federal, state, provincial, and local laws and requirements pertaining to workplace health and safety conditions are
significant factors in our business to assure our people at all locations are able to go home safely every day. Changes to these
laws and requirements may result in additional costs and actions across the affected country and/or region. Various government
agencies may promulgate new or modified legislation and implement special emphasis programs and enforcement actions that
could impact specific Amcor operations covered by the respective program.
Federal, state, provincial, foreign, and local environmental requirements relating to air, soil, and water quality,
handling, discharge, storage, and disposal of a variety of substances, and climate change are also significant factors in our
business, and changes to such requirements generally result in an increase to our costs of operations. We may be found to have
environmental liability for the costs of remediating soil or water that is, or was, contaminated by us or a third-party at various
facilities we own, used, or operate (including facilities that may be acquired by us in the future). Legal proceedings may result
in the imposition of fines or penalties, as well as mandated remediation programs, that require substantial, and in some
instances, unplanned capital expenditure.
We have incurred in the past and may incur in the future, fines, penalties, and legal costs relating to environmental
matters, and costs relating to the damage of natural resources, lost property values, and toxic tort claims. Provisions are raised
when it is considered probable that we have some liability, and the amount can be reasonably estimated. However, because the
extent of potential environmental damage and the extent of our liability for such damage, is usually difficult to assess and may
only be ascertained over a long period of time, our actual liability in such cases may end up being substantially higher than the
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Raw Materials — Price fluctuations or shortages in the availability of raw materials, energy and other inputs could
adversely affect our business.
likely to be more expensive. The occurrence of any of these risks could have a material adverse effect on our business, financial
condition, results of operations, or cash flows, which may result in a competitive disadvantage.
As a manufacturer of packaging products, our sales and profitability are dependent on the availability and cost of raw
materials, labor, and other inputs, including energy. All of the raw materials we use are purchased from third parties, and our
primary inputs include polymer resins and films, paper, inks, solvents, adhesive, aluminum, and chemicals. Prices for these raw
materials are subject to substantial fluctuations that are beyond our control due to factors such as changing economic conditions
(including inflation), currency and commodity price fluctuations, resource availability and other supply chain challenges,
transportation costs, geopolitical risks (including war such as the Russia-Ukraine conflict), pandemics and other health crises,
an increase in the demand for products manufactured from recycled materials, weather conditions and natural disasters,
greenhouse gas emissions and other sustainability related regulations, and other factors impacting supply and demand pressures.
For example, in fiscal year 2023, energy prices for oil and natural gas have been volatile in Europe (mainly due to the Russia-
Ukraine conflict) and may continue to fluctuate in the future.
Additionally, changes in international trade policy in the countries in which we operate could materially impact the
cost and supply of raw materials as duties are assessed on raw materials used in our production process and the global supply of
key raw materials is disrupted. For example, in 2018, the U.S. government imposed a 10% tariff on all aluminum imports into
the United States from China and in March 2023, the U.S. Department of Commerce preliminarily determined that imports of
aluminum from Thailand and South Korea are circumventing the duties on aluminum from China which could result in
retroactive duties on purchases for which we are the importer of record which could have an adverse effect on our business,
financial condition, results of operations, or cash flows.
While we have largely been able to successfully manage through these supply disruptions and related price volatility,
there is no assurance that we will be able to successfully navigate ongoing and future disruptions. Increases in costs and
disruptions in supply can have a material adverse effect on our business and financial results. We seek to mitigate these risks
through various strategies, including entering into contracts with certain customers that permit price adjustments to reflect
increased raw material and other costs or by otherwise seeking to increase our prices to offset increases in raw material and
other costs and seeking alternative sources of supply for key raw materials. However, there is no guarantee that we will be able
to anticipate or mitigate commodity and input price movements or supply disruptions. In addition, there may be delays in
adjusting prices to correspond with underlying raw material costs and corresponding impacts on our working capital and level
of indebtedness and any failure to anticipate or mitigate against such movements could have a material adverse effect on our
business, financial condition, results of operations, or cash flows.
Commercial Risks — We are subject to production, supply, and other commercial risks, including counterparty credit risks,
which may be exacerbated in times of economic volatility.
We face a number of commercial risks, including (i) operational disruption, such as mechanical or technological
failures or forced closures due to war (such as the Russia-Ukraine conflict) or health crises, each of which could lead to
production loss and/or increased costs, (ii) shortages in manufacturing inputs due to the loss of key suppliers or their inability to
supply inputs, and (iii) risks associated with development projects (such as cost overruns and delays).
Supply or workforce shortages, fluctuations in freight costs, limitations on shipping capacity, or other disruptions in
our supply chain, including sourcing materials from a single supplier or those that may occur related to war, natural disasters, or
health crises, could affect our ability to obtain timely delivery of raw materials, equipment, and other supplies, and in turn,
adversely impact our ability to supply products to our customers. Additionally, climate change could have negative effects on
agricultural productivity, leading customers to face both availability and price challenges with agricultural commodities, which
may impact the demand for our products. For example, in fiscal year 2023, adverse weather conditions in the United States
reduced cattle herds, leading to a rise in meat prices, which ultimately contributed to lower meat packaging sales volumes. We
cannot predict the potential magnitude of these commercial risks on our business, financial condition, results of operations, or
cash flows.
Additionally, the insolvency of, or contractual default by, any of our customers, suppliers, and financial institutions,
such as banks and insurance providers, may have a material adverse effect on our operations and financial condition. Such risks
are exacerbated in times of economic volatility (such as economic volatility caused by the Russia-Ukraine conflict), either
globally or in the geographies and industries in which our customers operate. If a counterparty defaults on a payment obligation
to us, we may be unable to collect the amounts owed, and some or all of these outstanding amounts may need to be written off.
If a counterparty becomes insolvent or is otherwise unable to meet its obligations in connection with a particular project, we
may need to find a replacement to fulfill that party’s obligations or, alternatively, fulfill those obligations ourselves, which is
Health Crises — Our business and operations may be adversely affected by pandemics, epidemics, or other disease
outbreaks.
Our business and financial results may be negatively impacted by outbreaks of contagious diseases, including
COVID-19. Health crises have in the past and could in the future result in supply chain disruptions due to the temporary closure
of our facilities, the facilities of our suppliers, or other suppliers in our supply chain, the shut-down of customers’ operations,
volatility in raw material costs, and labor shortages and may have broader global economic or geopolitical implications. For
example, the Chinese government imposed sporadic COVID-19 related lockdowns in the first half of fiscal year 2023, which
resulted in lower demand for our products and also impacted global supply chains. While we have established protocols to
manage these potential impacts, the extent to which health crises may impact our business and operations is unknown and the
effect on our business, financial condition, results of operations, or cash flows could be material.
Attracting and Retaining Skilled Workforce — If we are unable to attract and retain our global executive management team
and our skilled workforce, we may be adversely affected.
Our continued success depends on our ability to identify, attract, develop, and retain skilled and diverse personnel in
our global executive management team and our operations. We focus on our talent acquisition processes, as well as our
onboarding and talent and leadership programs, to ensure that our key new hires and skilled personnel’s efficiency and
effectiveness align with Amcor’s values and ways of working. However, any failure to successfully transition key new hires
and retain our skilled personnel in our global executive management team and in any of our operations could impact our ability
to execute on our strategic plans, make it difficult to meet our performance objectives, and be disruptive to our business.
We are also impacted by regional labor shortages, inflationary pressures on wages, a competitive labor market, and
changing demographics. While we have been successful to date in responding to regional labor shortages and maintaining plans
for continuity of succession, there can be no assurance that we will be able to manage future labor shortages or recruit, develop,
assimilate, motivate, and retain employees in the future who actively promote and meet the standards of our culture.
Operational EHS Risks — We are subject to costs and liabilities related to environment, health and safety ("EHS") laws
and regulations, as well as changes in the global climate, that could adversely affect our business.
We are required to comply with EHS laws, rules, and regulations in each of the countries in which we operate and do
business. Additionally, many of our products come into contact with healthcare products and food and beverages they package
and therefore, we are also subject to certain local and international standards related to such products. Compliance with these
laws and regulations can require a significant expenditure of financial and employee resources.
Federal, state, provincial, and local laws and requirements pertaining to workplace health and safety conditions are
significant factors in our business to assure our people at all locations are able to go home safely every day. Changes to these
laws and requirements may result in additional costs and actions across the affected country and/or region. Various government
agencies may promulgate new or modified legislation and implement special emphasis programs and enforcement actions that
could impact specific Amcor operations covered by the respective program.
Federal, state, provincial, foreign, and local environmental requirements relating to air, soil, and water quality,
handling, discharge, storage, and disposal of a variety of substances, and climate change are also significant factors in our
business, and changes to such requirements generally result in an increase to our costs of operations. We may be found to have
environmental liability for the costs of remediating soil or water that is, or was, contaminated by us or a third-party at various
facilities we own, used, or operate (including facilities that may be acquired by us in the future). Legal proceedings may result
in the imposition of fines or penalties, as well as mandated remediation programs, that require substantial, and in some
instances, unplanned capital expenditure.
We have incurred in the past and may incur in the future, fines, penalties, and legal costs relating to environmental
matters, and costs relating to the damage of natural resources, lost property values, and toxic tort claims. Provisions are raised
when it is considered probable that we have some liability, and the amount can be reasonably estimated. However, because the
extent of potential environmental damage and the extent of our liability for such damage, is usually difficult to assess and may
only be ascertained over a long period of time, our actual liability in such cases may end up being substantially higher than the
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currently provisioned amount. Accordingly, additional charges could be incurred that would have an adverse effect on our
operating results and financial position, which may be material.
The effects of climate change and greenhouse gas effects may adversely affect our business. A number of
governmental bodies have introduced, or are contemplating introducing, regulatory changes to address the impacts of climate
change, which, where implemented, may have material adverse impacts on our operations or financial results.
Labor Disputes — Our business could be adversely affected by labor disputes and an inability to renew collective bargaining
agreements at acceptable terms.
Approximately 45% of our employees are covered by collective bargaining agreements. Although we have not
experienced any significant labor disputes in recent years, we have experienced isolated work stoppages from time to time. We
may experience labor disputes in the future, including protests and strikes, which could disrupt our business operations and
have an adverse effect on our business and results of operation. We may also be unable to renegotiate collective bargaining
agreements at acceptable terms. Although we consider our relations with our employees to be good, we may be unable to
maintain a satisfactory working relationship with our employees in the future. We may also be adversely affected by strikes and
other labor disputes by the employees of our suppliers, customers, and other parties.
Climate Change - Our business is subject to risks related to climate change which could negatively impact our business
operations and financial results.
Climate change may have a progressively adverse impact on our business and those of our customers, suppliers, and
partners. Many of the geographic areas where our production is located and where we conduct business may be affected by
natural disasters, including snowstorms, extreme heat, hurricanes, flooding, forest fires, deforestation, loss of biodiversity,
earthquakes, and drought. Such events may have a physical impact on our facilities, workforce, inventory, suppliers, and
equipment and any unplanned downtime at any of our facilities could result in unabsorbed costs that could negatively impact
our results of operations. Additionally, climate change may result in higher insurance premiums or the inability to insure certain
risks.
Longer-term climate change patterns could significantly alter customer demand which is especially true for customers
who rely on supply chains routinely impacted by weather. For example, agricultural supply chains would be impacted by
increased levels of drought or flooding and customers in coastal regions would be impacted by frequent flooding.
Information Technology and Cybersecurity Risks
Cybersecurity Risk — The disruption of our operations or risk of loss of our sensitive business information could negatively
impact our financial condition and results of operations.
Increased cyber-attacks, including computer viruses, ransomware, unauthorized access attempts, phishing, hacking,
and other types of attacks pose a risk to the security and availability of our information technology systems, including those
provided by third parties. In addition to those traditional attacks, we face threats from sophisticated nation-state and nation-
state-supported actors who engage in attacks, including advanced persistent threat intrusions. We have experienced and expect
to continue to experience actual and attempted cyber-attacks on our information technology systems by threat parties of all
types (including nation-states, criminal enterprises, individuals, or advanced persistent threat groups). Geopolitical turmoil,
including as a result of the Russia-Ukraine conflict, evolution, scope, and sophistication of cyber-attacks, accessibility of our
data by third parties through interconnected networks, and an increase in work-from-home arrangements heighten the risk of
cyber-attacks. We have operational safeguards in place to detect and prevent cyber-attacks, such as employee training,
monitoring of our networks and systems, ensuring strong data protection standards, and maintaining and upgrading security
systems but it is virtually impossible to entirely eliminate this risk. To date, we have not experienced any significant impacts.
However, our safeguards may not always be able to prevent a cyber-attack from impacting our systems or successfully execute
our business recovery protocol, which could have a material impact on our business, financial condition, results of operations,
or cash flows. In addition, our customers, suppliers, and third-party service providers are susceptible to cyber-attacks and
disruption to their information technology systems, which could result in reduced demand for our products or limit our ability to
supply our products.
We also maintain and have access to sensitive, confidential, or personal data or information that is subject to privacy
and security laws, regulations, and customer controls. Data privacy laws and regulations continue to evolve and impose more
complex and stringent requirements especially in the U.S., Europe, and China, which increases the complexity of our processes
and associated costs. Despite our efforts to protect such information and to comply with privacy and data protection laws and
regulations, our facilities and systems and those of our customers and third-party service providers may be vulnerable to
security breaches, cyber-attacks, misplaced or lost data, and programming and/or user errors that could lead to the
compromising of sensitive, confidential, or personal data or information, the improper use of our systems and networks, and the
manipulation and destruction of data. Information system damages, disruptions, shutdowns, or compromises could result in
production downtimes and operational disruptions, transaction errors, loss of customers and business opportunities, violation of
privacy laws and legal liability, regulatory fines, penalties or intervention, negative publicity resulting in reputational damage,
reimbursement or compensatory payments, and other costs, any of which could have an adverse effect on our business,
financial condition, results of operations, or cash flows, which affect may be material and result in a competitive disadvantage.
Although we attempt to mitigate these risks by employing a number of measures, our systems, networks, products, and services
remain potentially vulnerable to advanced and persistent threats.
Information Technology — A failure or disruption in our information technology systems could disrupt our operations,
compromise customer, employee, supplier, and other data, and could negatively affect our business.
We rely on the successful and uninterrupted functioning of our information technology and control systems to securely
manage operations and various business functions, and on various technologies to process, store, and report information about
our business, and to interact with customers, suppliers, and employees around the world. In addition, our information systems
rely on internal information technology systems and third-party systems, including cloud solutions, which require different
security measures. These measures cover technical changes to our network security, organization, and governance changes as
well as alignment of third-party suppliers on market standards. As with all information technology systems, our systems may be
susceptible to damage, disruption, information loss, or shutdown due to a variety of factors including power outages, failures
during the process of upgrading or replacing software, hardware failures, cyber-attacks (e.g., phishing, ransomware, computer
viruses), natural disasters, telecommunications failures, user errors, unauthorized access, and malicious or accidental
destruction, or catastrophic events. While we have established and regularly test our business disaster recovery plan, there is no
guarantee that it will resolve issues resulting from those disruptions in a timely manner. We may suffer material adverse effects
on our business, financial condition, results of operations, and cash flows.
Financial Risks
negative impacts.
Interest Rates — Rising interest rates increase our borrowing costs on our variable rate indebtedness and could have other
As of June 30, 2023, approximately 30% of our indebtedness was subject to variable interest rates. When interest rates
increase, our debt service obligations on our variable rate indebtedness increase even when the amount borrowed remains the
same. Higher inflation, especially in Europe and the United States, has led central banks to rapidly raise interest rates
throughout fiscal year 2023 to dampen inflation. These increases in interest rates will directly impact the amount of interest we
pay on our variable rate obligations and continued or sustained increases in interest rates could negatively impact our business,
financial condition, results of operations, or cash flow. Furthermore, sustained or continued increases in interest rates could
increase the costs of obtaining new debt and refinancing existing fixed rate as well as variable rate indebtedness.
We manage exposure to interest rates by maintaining a mixture of fixed-rate and variable-rate debt, monitoring global
interest rates, and, where appropriate, entering into various derivative instruments. However, if our derivative instruments are
not effective in mitigating our interest rate risk, if we are under-hedged, or if a hedge provider defaults on their obligations
under hedging arrangements, it could have a material adverse impact on our business, financial condition, results of operations,
or cash flow.
In addition, continued increases in rising interest rates could reduce the attractiveness of cash management programs
we use, such as customer and supply chain finance programs, which could negatively impact our cash and working capital and
increase our borrowings. Refer to Note 14, "Debt," of the notes to consolidated financial statements for information about our
variable rate borrowings. Also refer to "Item 7A. - Quantitative and Qualitative Disclosures About Market Risk," including
interest rate risk, in this Annual Report on Form 10-K.
Indebtedness and Credit Rating — A significant increase in our indebtedness or a downgrade in our credit rating could
reduce our operating flexibility and increase our borrowing costs and negatively affect our financial condition and results of
operations.
As of June 30, 2023, we had $6.7 billion of debt outstanding and a $1.3 billion of a $3.8 billion revolving credit
facility undrawn and we are not restricted in incurring, and may incur, additional indebtedness in the future. Our ability to pay
interest and repay the principal of our indebtedness is dependent on our ability to generate sufficient cash flows, which is
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currently provisioned amount. Accordingly, additional charges could be incurred that would have an adverse effect on our
operating results and financial position, which may be material.
The effects of climate change and greenhouse gas effects may adversely affect our business. A number of
governmental bodies have introduced, or are contemplating introducing, regulatory changes to address the impacts of climate
change, which, where implemented, may have material adverse impacts on our operations or financial results.
Labor Disputes — Our business could be adversely affected by labor disputes and an inability to renew collective bargaining
agreements at acceptable terms.
Approximately 45% of our employees are covered by collective bargaining agreements. Although we have not
experienced any significant labor disputes in recent years, we have experienced isolated work stoppages from time to time. We
may experience labor disputes in the future, including protests and strikes, which could disrupt our business operations and
have an adverse effect on our business and results of operation. We may also be unable to renegotiate collective bargaining
agreements at acceptable terms. Although we consider our relations with our employees to be good, we may be unable to
maintain a satisfactory working relationship with our employees in the future. We may also be adversely affected by strikes and
other labor disputes by the employees of our suppliers, customers, and other parties.
Climate Change - Our business is subject to risks related to climate change which could negatively impact our business
operations and financial results.
Climate change may have a progressively adverse impact on our business and those of our customers, suppliers, and
partners. Many of the geographic areas where our production is located and where we conduct business may be affected by
natural disasters, including snowstorms, extreme heat, hurricanes, flooding, forest fires, deforestation, loss of biodiversity,
earthquakes, and drought. Such events may have a physical impact on our facilities, workforce, inventory, suppliers, and
equipment and any unplanned downtime at any of our facilities could result in unabsorbed costs that could negatively impact
our results of operations. Additionally, climate change may result in higher insurance premiums or the inability to insure certain
risks.
Longer-term climate change patterns could significantly alter customer demand which is especially true for customers
who rely on supply chains routinely impacted by weather. For example, agricultural supply chains would be impacted by
increased levels of drought or flooding and customers in coastal regions would be impacted by frequent flooding.
Information Technology and Cybersecurity Risks
Cybersecurity Risk — The disruption of our operations or risk of loss of our sensitive business information could negatively
impact our financial condition and results of operations.
Increased cyber-attacks, including computer viruses, ransomware, unauthorized access attempts, phishing, hacking,
and other types of attacks pose a risk to the security and availability of our information technology systems, including those
provided by third parties. In addition to those traditional attacks, we face threats from sophisticated nation-state and nation-
state-supported actors who engage in attacks, including advanced persistent threat intrusions. We have experienced and expect
to continue to experience actual and attempted cyber-attacks on our information technology systems by threat parties of all
types (including nation-states, criminal enterprises, individuals, or advanced persistent threat groups). Geopolitical turmoil,
including as a result of the Russia-Ukraine conflict, evolution, scope, and sophistication of cyber-attacks, accessibility of our
data by third parties through interconnected networks, and an increase in work-from-home arrangements heighten the risk of
cyber-attacks. We have operational safeguards in place to detect and prevent cyber-attacks, such as employee training,
monitoring of our networks and systems, ensuring strong data protection standards, and maintaining and upgrading security
systems but it is virtually impossible to entirely eliminate this risk. To date, we have not experienced any significant impacts.
However, our safeguards may not always be able to prevent a cyber-attack from impacting our systems or successfully execute
our business recovery protocol, which could have a material impact on our business, financial condition, results of operations,
or cash flows. In addition, our customers, suppliers, and third-party service providers are susceptible to cyber-attacks and
disruption to their information technology systems, which could result in reduced demand for our products or limit our ability to
supply our products.
We also maintain and have access to sensitive, confidential, or personal data or information that is subject to privacy
and security laws, regulations, and customer controls. Data privacy laws and regulations continue to evolve and impose more
complex and stringent requirements especially in the U.S., Europe, and China, which increases the complexity of our processes
and associated costs. Despite our efforts to protect such information and to comply with privacy and data protection laws and
regulations, our facilities and systems and those of our customers and third-party service providers may be vulnerable to
security breaches, cyber-attacks, misplaced or lost data, and programming and/or user errors that could lead to the
compromising of sensitive, confidential, or personal data or information, the improper use of our systems and networks, and the
manipulation and destruction of data. Information system damages, disruptions, shutdowns, or compromises could result in
production downtimes and operational disruptions, transaction errors, loss of customers and business opportunities, violation of
privacy laws and legal liability, regulatory fines, penalties or intervention, negative publicity resulting in reputational damage,
reimbursement or compensatory payments, and other costs, any of which could have an adverse effect on our business,
financial condition, results of operations, or cash flows, which affect may be material and result in a competitive disadvantage.
Although we attempt to mitigate these risks by employing a number of measures, our systems, networks, products, and services
remain potentially vulnerable to advanced and persistent threats.
Information Technology — A failure or disruption in our information technology systems could disrupt our operations,
compromise customer, employee, supplier, and other data, and could negatively affect our business.
We rely on the successful and uninterrupted functioning of our information technology and control systems to securely
manage operations and various business functions, and on various technologies to process, store, and report information about
our business, and to interact with customers, suppliers, and employees around the world. In addition, our information systems
rely on internal information technology systems and third-party systems, including cloud solutions, which require different
security measures. These measures cover technical changes to our network security, organization, and governance changes as
well as alignment of third-party suppliers on market standards. As with all information technology systems, our systems may be
susceptible to damage, disruption, information loss, or shutdown due to a variety of factors including power outages, failures
during the process of upgrading or replacing software, hardware failures, cyber-attacks (e.g., phishing, ransomware, computer
viruses), natural disasters, telecommunications failures, user errors, unauthorized access, and malicious or accidental
destruction, or catastrophic events. While we have established and regularly test our business disaster recovery plan, there is no
guarantee that it will resolve issues resulting from those disruptions in a timely manner. We may suffer material adverse effects
on our business, financial condition, results of operations, and cash flows.
Financial Risks
Interest Rates — Rising interest rates increase our borrowing costs on our variable rate indebtedness and could have other
negative impacts.
As of June 30, 2023, approximately 30% of our indebtedness was subject to variable interest rates. When interest rates
increase, our debt service obligations on our variable rate indebtedness increase even when the amount borrowed remains the
same. Higher inflation, especially in Europe and the United States, has led central banks to rapidly raise interest rates
throughout fiscal year 2023 to dampen inflation. These increases in interest rates will directly impact the amount of interest we
pay on our variable rate obligations and continued or sustained increases in interest rates could negatively impact our business,
financial condition, results of operations, or cash flow. Furthermore, sustained or continued increases in interest rates could
increase the costs of obtaining new debt and refinancing existing fixed rate as well as variable rate indebtedness.
We manage exposure to interest rates by maintaining a mixture of fixed-rate and variable-rate debt, monitoring global
interest rates, and, where appropriate, entering into various derivative instruments. However, if our derivative instruments are
not effective in mitigating our interest rate risk, if we are under-hedged, or if a hedge provider defaults on their obligations
under hedging arrangements, it could have a material adverse impact on our business, financial condition, results of operations,
or cash flow.
In addition, continued increases in rising interest rates could reduce the attractiveness of cash management programs
we use, such as customer and supply chain finance programs, which could negatively impact our cash and working capital and
increase our borrowings. Refer to Note 14, "Debt," of the notes to consolidated financial statements for information about our
variable rate borrowings. Also refer to "Item 7A. - Quantitative and Qualitative Disclosures About Market Risk," including
interest rate risk, in this Annual Report on Form 10-K.
Indebtedness and Credit Rating — A significant increase in our indebtedness or a downgrade in our credit rating could
reduce our operating flexibility and increase our borrowing costs and negatively affect our financial condition and results of
operations.
As of June 30, 2023, we had $6.7 billion of debt outstanding and a $1.3 billion of a $3.8 billion revolving credit
facility undrawn and we are not restricted in incurring, and may incur, additional indebtedness in the future. Our ability to pay
interest and repay the principal of our indebtedness is dependent on our ability to generate sufficient cash flows, which is
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dependent, in part, on prevailing economic and competitive conditions and certain legislative, regulatory, and other factors
beyond our control. If we are unable to maintain sufficient cash flows from operations to meet our debt commitments, our
financial condition and results of operations are likely to be materially adversely impacted.
We use cash provided by operations, commercial paper issuances, bank term loans, committed and uncommitted
revolving credit facilities, debt issuances, and equity issuances to meet our funding needs. Credit rating agencies rate our debt
securities on many factors, including our financial results, their view of the general outlook for our industry, and their view of
the general outlook for the global economy. Any significant additional indebtedness would likely negatively affect the credit
ratings of our debt. Actions taken by the rating agencies include maintaining, upgrading, or downgrading the current rating or
placing us on a watch list for a possible future downgrade. If rating agencies downgrade our credit rating, place us on a watch
list, or if there are adverse market conditions, including disruptions in the commercial paper market, the impacts could include
reduced access to commercial paper, credit, and capital markets, an increase in the cost of our borrowings or the fees associated
with our bank credit facility, or an increase in the credit spread incurred when issuing debt in the capital markets. Refer to Item
7. "Management’s Discussion and Analysis of Financial Condition and Results of Operations," "Liquidity and Capital
Resources," of this Annual Report on Form 10-K for more information on our credit rating profile.
In addition, a significant number of our operating subsidiaries are not guarantors of our indebtedness. In the event that
any non-guarantor subsidiary becomes insolvent, liquidates, reorganizes, dissolves, or otherwise winds up, the assets of such
subsidiary will be used to satisfy the claims of its creditors. The non-guarantor subsidiaries have no direct obligations in respect
of our indebtedness, and therefore, a direct claim against any non-guarantor subsidiary and any claims to enforce payment on
our indebtedness will be structurally subordinated to all of the claims of the creditors of our non-guarantor subsidiaries.
Exchange Rates — We are exposed to foreign exchange rate risk.
We are subject to foreign exchange rate risk, both transactional and translational, which may negatively affect our
reported cash flow, financial condition, and results of operations. Transactional foreign exchange exposures are associated with
transactions in currencies other than the entity's functional currency. Translational foreign exchange exposures result from
exchange rate fluctuations in the conversion of entity functional currencies to U.S. dollars, our reporting currency, and may
affect the reported value of our assets and liabilities and our income and expenses. In particular, our translational exposure may
be impacted by movements in the exchange rate between the Euro, the United Kingdom Pound Sterling, the Swiss Franc, the
Australian Dollar, the Chinese Yuan, and the Brazilian Real against the U.S. dollar. Refer to "Item 7A. - Quantitative and
Qualitative Disclosures About Market Risk," including foreign exchange risk, in this Annual Report on Form 10-K.
Exchange rates between transactional currencies may change rapidly due to a variety of factors. In addition, we have
recognized foreign exchange losses related to the currency devaluation in Argentina and its designation as a highly inflationary
economy under U.S. GAAP. Refer to Note 2, "Significant Accounting Policies," of the notes to consolidated financial
statements in this Annual Report on Form 10-K for further information regarding highly inflationary accounting.
To the extent currency devaluation occurs across our business, we are likely to experience a lag in the timing to pass
through U.S. dollar-denominated input costs across our business, which would adversely impact our margins and profitability.
As such, we may be exposed to future exchange rate fluctuations, and such fluctuations could have a material adverse effect on
our reported cash flow, financial condition, and results of operations. Our Board of Directors has approved a hedging policy to
limit and manage the risk of such foreign exchange fluctuations, however, if our hedges are not effective in mitigating our
foreign currency risks, if we are under-hedged, or if a hedge provider defaults on their obligations under hedging arrangements,
it could have a material adverse impact on our reported cash flow, financial condition, and results of operations.
Goodwill and Other Intangible Assets — A significant write-down of goodwill and/or other intangible assets would have a
material adverse effect on our reported results of operations and financial position.
As of June 30, 2023, we had $6.9 billion of goodwill and other intangible assets. We review our goodwill balance for
impairment at least once a year and whenever events or a change in circumstances indicate that an impairment may have
occurred using the appropriate business valuation methods in accordance with current accounting standards. Future changes in
the cost of capital, market multiples, market growth, expected cash flows, or other factors may cause our goodwill and/or other
intangible assets to be impaired, resulting in a non-cash charge in our results of operations to reduce the value of these assets to
their fair value. Furthermore, if we make changes to our business strategy or if external conditions, such as the interest rates due
to higher inflation, adversely affect our business operations, we could be required to record an impairment charge for goodwill
and/or intangible assets, which could have a material adverse effect on our business, financial condition, and results of
operations. We have identified the valuation of goodwill and other intangible assets as a critical accounting estimate. Refer to
"Item 7. - Management’s Discussion and Analysis of Financial Condition and Results of Operations," "Critical Accounting
Estimates and Judgments," of this Annual Report on Form 10-K.
Internal Controls — If we fail to maintain an effective system of internal control over financial reporting, we may not be
able to accurately report our financial results which may adversely affect investor confidence and adversely impact our stock
price.
We have been subject to the requirements of Section 404 of the Sarbanes-Oxley Act ("SOX") since fiscal year 2020.
Management is responsible for establishing and maintaining adequate internal controls over financial reporting and while they
meet the standards set forth in SOX, our internal control over financial reporting may not prevent or detect misstatements, as
any controls or procedures, no matter how well designed and operated, can provide only reasonable assurance against
misstatement. If we fail to maintain the adequacy of our internal controls, we could be subject to regulatory scrutiny, civil or
criminal penalties, or litigation. In addition, failure to maintain adequate internal controls could result in financial statements
that do not accurately reflect our financial condition, and we may be required to restate previously published financial
information, which could lead to adverse effect on our operations, loss of investor confidence, and a negative impact on the
trading price of our common stock.
Insurance — Our insurance policies, including our use of a captive insurance company, may not provide adequate
protection against all of the risks we face.
We seek protection from a number of our key operational risk exposures through the purchase of insurance. A
significant portion of our insurance is placed in the insurance market with third-party reinsurers. Our policies with such third-
party reinsurers cover a variety of risk exposures, including property damage and business interruption. Although we believe
the coverage provided by such policies is consistent with industry practice, the insurance coverage does not insure us against all
risks in our operations or all claims we may receive and there is no guarantee that any claims made under such policies will
ultimately be paid or that we will be able to maintain such insurance at acceptable premium cost levels in the future.
Additionally, we retain a portion of our insurable risk through a captive insurance company, Amcor Insurances Pte
Ltd, which is located in Singapore. Our captive insurance company collects annual premiums from our business groups and
assumes specific risks relating to various risk exposures, including property damage. The captive insurance company may be
required to make payments for insurance claims that exceed the captive's reserves, which could have a material adverse effect
on our business, financial condition, results of operations, or cash flows.
Legal and Compliance Risks
Intellectual Property — Our inability to defend our intellectual property rights or intellectual property infringement claims
against us could have an adverse impact on our ability to compete effectively.
Our ability to compete effectively depends, in part, on our ability to protect and maintain the proprietary nature of our
owned and licensed intellectual property. We own a number of patents on our products, aspects of our products, methods of use
and/or methods of manufacturing, and we own, or have licenses to use, the material trademark and trade name rights used in
connection with the packaging, marketing and distribution of our major products. We also rely on trade secrets, know-how, and
other unpatented proprietary technology. If we are unable to detect the infringement of our intellectual property or to enforce
our intellectual property rights, our competitive position may suffer. The unauthorized use of our intellectual property by
someone else could reduce certain of our competitive advantages, cause us to lose sales, or otherwise harm our business.
We attempt to protect and restrict access to our intellectual property and proprietary information by relying on the
patent, trademark, copyright, and trade secret laws of the countries in which we operate, as well as non-disclosure agreements.
However, it may be possible for a third-party to obtain our information without authorization, independently develop similar
technologies, or breach a non-disclosure agreement entered into with us. Our pending patent applications and our pending
trademark registration applications may not be allowed, or competitors may challenge the validity or scope of our patents or
trademarks. Our competitors might avoid infringement by designing around our intellectual property rights or by developing
non-infringing competing technologies. In addition, our patents, trademarks, and other intellectual property rights may not
provide us with a significant competitive advantage. Furthermore, many of the countries in which we operate, particularly
emerging markets, do not have intellectual property laws that protect proprietary rights as fully as the laws of more developed
jurisdictions, such as the United States and the European Union. The costs associated with protecting our intellectual property
rights could also adversely impact our business.
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dependent, in part, on prevailing economic and competitive conditions and certain legislative, regulatory, and other factors
beyond our control. If we are unable to maintain sufficient cash flows from operations to meet our debt commitments, our
"Item 7. - Management’s Discussion and Analysis of Financial Condition and Results of Operations," "Critical Accounting
Estimates and Judgments," of this Annual Report on Form 10-K.
financial condition and results of operations are likely to be materially adversely impacted.
We use cash provided by operations, commercial paper issuances, bank term loans, committed and uncommitted
revolving credit facilities, debt issuances, and equity issuances to meet our funding needs. Credit rating agencies rate our debt
securities on many factors, including our financial results, their view of the general outlook for our industry, and their view of
the general outlook for the global economy. Any significant additional indebtedness would likely negatively affect the credit
ratings of our debt. Actions taken by the rating agencies include maintaining, upgrading, or downgrading the current rating or
placing us on a watch list for a possible future downgrade. If rating agencies downgrade our credit rating, place us on a watch
list, or if there are adverse market conditions, including disruptions in the commercial paper market, the impacts could include
reduced access to commercial paper, credit, and capital markets, an increase in the cost of our borrowings or the fees associated
with our bank credit facility, or an increase in the credit spread incurred when issuing debt in the capital markets. Refer to Item
7. "Management’s Discussion and Analysis of Financial Condition and Results of Operations," "Liquidity and Capital
Resources," of this Annual Report on Form 10-K for more information on our credit rating profile.
In addition, a significant number of our operating subsidiaries are not guarantors of our indebtedness. In the event that
any non-guarantor subsidiary becomes insolvent, liquidates, reorganizes, dissolves, or otherwise winds up, the assets of such
subsidiary will be used to satisfy the claims of its creditors. The non-guarantor subsidiaries have no direct obligations in respect
of our indebtedness, and therefore, a direct claim against any non-guarantor subsidiary and any claims to enforce payment on
our indebtedness will be structurally subordinated to all of the claims of the creditors of our non-guarantor subsidiaries.
Exchange Rates — We are exposed to foreign exchange rate risk.
We are subject to foreign exchange rate risk, both transactional and translational, which may negatively affect our
reported cash flow, financial condition, and results of operations. Transactional foreign exchange exposures are associated with
transactions in currencies other than the entity's functional currency. Translational foreign exchange exposures result from
exchange rate fluctuations in the conversion of entity functional currencies to U.S. dollars, our reporting currency, and may
affect the reported value of our assets and liabilities and our income and expenses. In particular, our translational exposure may
be impacted by movements in the exchange rate between the Euro, the United Kingdom Pound Sterling, the Swiss Franc, the
Australian Dollar, the Chinese Yuan, and the Brazilian Real against the U.S. dollar. Refer to "Item 7A. - Quantitative and
Qualitative Disclosures About Market Risk," including foreign exchange risk, in this Annual Report on Form 10-K.
Exchange rates between transactional currencies may change rapidly due to a variety of factors. In addition, we have
recognized foreign exchange losses related to the currency devaluation in Argentina and its designation as a highly inflationary
economy under U.S. GAAP. Refer to Note 2, "Significant Accounting Policies," of the notes to consolidated financial
statements in this Annual Report on Form 10-K for further information regarding highly inflationary accounting.
To the extent currency devaluation occurs across our business, we are likely to experience a lag in the timing to pass
through U.S. dollar-denominated input costs across our business, which would adversely impact our margins and profitability.
As such, we may be exposed to future exchange rate fluctuations, and such fluctuations could have a material adverse effect on
our reported cash flow, financial condition, and results of operations. Our Board of Directors has approved a hedging policy to
limit and manage the risk of such foreign exchange fluctuations, however, if our hedges are not effective in mitigating our
foreign currency risks, if we are under-hedged, or if a hedge provider defaults on their obligations under hedging arrangements,
it could have a material adverse impact on our reported cash flow, financial condition, and results of operations.
Goodwill and Other Intangible Assets — A significant write-down of goodwill and/or other intangible assets would have a
material adverse effect on our reported results of operations and financial position.
As of June 30, 2023, we had $6.9 billion of goodwill and other intangible assets. We review our goodwill balance for
impairment at least once a year and whenever events or a change in circumstances indicate that an impairment may have
occurred using the appropriate business valuation methods in accordance with current accounting standards. Future changes in
the cost of capital, market multiples, market growth, expected cash flows, or other factors may cause our goodwill and/or other
intangible assets to be impaired, resulting in a non-cash charge in our results of operations to reduce the value of these assets to
their fair value. Furthermore, if we make changes to our business strategy or if external conditions, such as the interest rates due
to higher inflation, adversely affect our business operations, we could be required to record an impairment charge for goodwill
and/or intangible assets, which could have a material adverse effect on our business, financial condition, and results of
operations. We have identified the valuation of goodwill and other intangible assets as a critical accounting estimate. Refer to
Internal Controls — If we fail to maintain an effective system of internal control over financial reporting, we may not be
able to accurately report our financial results which may adversely affect investor confidence and adversely impact our stock
price.
We have been subject to the requirements of Section 404 of the Sarbanes-Oxley Act ("SOX") since fiscal year 2020.
Management is responsible for establishing and maintaining adequate internal controls over financial reporting and while they
meet the standards set forth in SOX, our internal control over financial reporting may not prevent or detect misstatements, as
any controls or procedures, no matter how well designed and operated, can provide only reasonable assurance against
misstatement. If we fail to maintain the adequacy of our internal controls, we could be subject to regulatory scrutiny, civil or
criminal penalties, or litigation. In addition, failure to maintain adequate internal controls could result in financial statements
that do not accurately reflect our financial condition, and we may be required to restate previously published financial
information, which could lead to adverse effect on our operations, loss of investor confidence, and a negative impact on the
trading price of our common stock.
Insurance — Our insurance policies, including our use of a captive insurance company, may not provide adequate
protection against all of the risks we face.
We seek protection from a number of our key operational risk exposures through the purchase of insurance. A
significant portion of our insurance is placed in the insurance market with third-party reinsurers. Our policies with such third-
party reinsurers cover a variety of risk exposures, including property damage and business interruption. Although we believe
the coverage provided by such policies is consistent with industry practice, the insurance coverage does not insure us against all
risks in our operations or all claims we may receive and there is no guarantee that any claims made under such policies will
ultimately be paid or that we will be able to maintain such insurance at acceptable premium cost levels in the future.
Additionally, we retain a portion of our insurable risk through a captive insurance company, Amcor Insurances Pte
Ltd, which is located in Singapore. Our captive insurance company collects annual premiums from our business groups and
assumes specific risks relating to various risk exposures, including property damage. The captive insurance company may be
required to make payments for insurance claims that exceed the captive's reserves, which could have a material adverse effect
on our business, financial condition, results of operations, or cash flows.
Legal and Compliance Risks
Intellectual Property — Our inability to defend our intellectual property rights or intellectual property infringement claims
against us could have an adverse impact on our ability to compete effectively.
Our ability to compete effectively depends, in part, on our ability to protect and maintain the proprietary nature of our
owned and licensed intellectual property. We own a number of patents on our products, aspects of our products, methods of use
and/or methods of manufacturing, and we own, or have licenses to use, the material trademark and trade name rights used in
connection with the packaging, marketing and distribution of our major products. We also rely on trade secrets, know-how, and
other unpatented proprietary technology. If we are unable to detect the infringement of our intellectual property or to enforce
our intellectual property rights, our competitive position may suffer. The unauthorized use of our intellectual property by
someone else could reduce certain of our competitive advantages, cause us to lose sales, or otherwise harm our business.
We attempt to protect and restrict access to our intellectual property and proprietary information by relying on the
patent, trademark, copyright, and trade secret laws of the countries in which we operate, as well as non-disclosure agreements.
However, it may be possible for a third-party to obtain our information without authorization, independently develop similar
technologies, or breach a non-disclosure agreement entered into with us. Our pending patent applications and our pending
trademark registration applications may not be allowed, or competitors may challenge the validity or scope of our patents or
trademarks. Our competitors might avoid infringement by designing around our intellectual property rights or by developing
non-infringing competing technologies. In addition, our patents, trademarks, and other intellectual property rights may not
provide us with a significant competitive advantage. Furthermore, many of the countries in which we operate, particularly
emerging markets, do not have intellectual property laws that protect proprietary rights as fully as the laws of more developed
jurisdictions, such as the United States and the European Union. The costs associated with protecting our intellectual property
rights could also adversely impact our business.
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Similarly, while we have not received any significant claims from third parties suggesting that we may be infringing
Additionally, increased regulation of emissions linked to climate change, including greenhouse gas emissions and
on their intellectual property rights, there can be no assurance that we will not receive such claims in the future. If we were held
liable for a claim of infringement, we could be required to pay damages, obtain licenses, or cease making or selling certain
products. Intellectual property litigation, which could result in substantial costs to us and divert the attention of management,
may be necessary to protect our trade secrets or proprietary technology or for us to defend against claimed infringement of the
rights of others and to determine the scope and validity of others’ proprietary rights. We may not prevail in any such litigation,
and if we are unsuccessful, we may not be able to obtain any necessary licenses on reasonable terms or at all. Failure to protect
our patents, trademarks, and other intellectual property rights could have a material adverse effect on our business, financial
condition, results of operations, or cash flows.
Litigation — Litigation, including product liability claims, or regulatory developments could adversely affect our business
operations, and financial performance.
other climate-related regulations, could potentially increase the cost of our operations due to increased costs of compliance
(which may not be recoverable through adjustment of prices), increased cost of fossil fuel-based inputs and increased cost of
energy intensive raw material inputs. However, any such changes are uncertain, and we cannot predict the amount of additional
capital expenses or operating expenses that would be necessary for compliance.
Mandates to use certain types of materials, such as post-consumer recycled ("PCR") content, may lead to supply
shortages and higher prices for those materials as current recycling rates may be insufficient to meet increased demand for PCR
within and beyond the packaging industry. We could also incur additional compliance costs for monitoring and reporting
emissions and for maintaining permits. Additionally, a sizable portion of our business comes from healthcare packaging and
food and beverage packaging, both highly regulated markets. If we fail to comply with these regulatory requirements, our
results of operations could be adversely impacted.
We are, and in the future will likely become, involved in lawsuits, regulatory inquiries, and governmental and other
Tax Law Changes —Changes in tax laws or changes in our geographic mix of earnings could have a material impact on
legal proceedings that arise in the ordinary course of our business, including product liability claims, which may lead to
financial or reputational damages. Given our global footprint, we are exposed to more uncertainty regarding the regulatory
environment. The timing of the final resolutions to lawsuits, regulatory inquiries, and governmental and other legal proceedings
is typically uncertain. Additionally, the possible outcomes of, or resolutions to, these proceedings could include adverse
judgments or settlements, either of which could require substantial payments. In addition, actions or decisions we have taken or
may take, as a consequence of the Russia-Ukraine conflict, may result in legal claims or litigation against us. See "Item 3. -
Legal Proceedings" of this Annual Report on Form 10-K.
Environmental, Social and Governance ("ESG") Practices — Increasing scrutiny and changing expectations from
investors, customers, and governments with respect to our ESG practices and commitments may impose additional costs on
us or expose us to additional risks.
There is an increased scrutiny from shareholders, customers, and governments on corporate ESG practices. Our
commitment to sustainability and ESG practices remains at the core of our business, and we have established related goals and
targets. For example, we have announced our commitment to science-based targets initiative (“SBTi”) and to achieve net zero
GHG emissions by 2050. We are working with the SBTi to formalize our science-based targets as part of our plan to achieve
net zero. However, our ESG practices may not meet the standards of all of our stakeholders, and advocacy groups may
campaign for further changes. Many of our large, global customers are also committing to long-term targets to reduce
greenhouse gas emissions within their supply chains. If we are unable to support our customers in achieving these reductions,
customers may seek out competitors who are better able to support such reductions. A failure, or perceived failure, to respond
to expectations of all parties, including with meeting our own climate-related and other ESG target ambitions, could cause harm
to our business and reputation and have a negative impact on the trading price of our common stock.
our financial condition and results of operation.
We are subject to income and other taxes in the many jurisdictions in which we operate. Tax laws and regulations are
complex and the determination of our global provision for income taxes and current and deferred tax assets and liabilities
requires judgment and estimation. We are subject to routine examinations of our income tax returns, and tax authorities may
disagree with our tax positions and assess additional tax. Our future income taxes could also be negatively impacted by our mix
of earnings in the jurisdictions in which we operate being different than anticipated given differences in statutory tax rates in the
countries in which we operate. In addition, certain tax policy efforts, including any tax law changes resulting from the
Organization for Economic Cooperation and Development ("OECD") and the G20's inclusive framework on Base Erosion and
Profit Shifting ("BEPS"), could adversely impact our tax rate and subsequent tax expense.
Risks Relating to Being a Jersey, Channel Islands Company Listing Ordinary Shares
Our ordinary shares are issued under the laws of Jersey, Channel Islands, which may not provide the level of legal certainty
and transparency afforded by incorporation in a U.S. jurisdiction and which differ in some respects to the laws applicable to
other U.S. corporations.
We are organized under the laws of Jersey, Channel Islands, a British crown dependency that is an island located off
the coast of Normandy, France. Jersey is not a member of the European Union. Jersey, Channel Islands legislation regarding
companies is largely based on English corporate law principles. The rights of holders of our ordinary shares are governed by
Jersey law, including the Companies (Jersey) Law 1991, as amended, and by the Amcor Articles of Association, as may be
amended from time to time. These rights differ in some respects from the rights of other shareholders in corporations
incorporated in the United States. Further, there can be no assurance that the laws of Jersey, Channel Islands, will not change in
New government regulations could also result in new or more stringent forms of ESG oversight and disclosures which
the future or that they will serve to protect investors in a similar fashion afforded under corporate law principles in the U.S.,
may result in increased expenditures for environmental controls, new taxes on the products we produce and significantly
increase our compliance costs to meet new disclosure requirements, especially if they are inconsistent or fragmented across
different jurisdictions. For example, the Corporate Sustainability Reporting Directive in the European Union and proposed SEC
rules on climate-change disclosures may significantly increase our compliance costs.
which could adversely affect the rights of investors.
U.S. shareholders may not be able to enforce civil liabilities against us.
Environmental, Health, and Safety regulations — Changing government regulations in environmental, health, and safety
matters, including climate change, may adversely affect our company.
Numerous legislative and regulatory initiatives have been passed and anticipated in response to concerns about
greenhouse gas emissions and climate change. We are a manufacturing entity that utilizes petrochemical-based raw materials to
produce many of our products. Increased environmental legislation or regulation, including regulations related to extended
producer responsibility ("EPR"), could result in higher costs for us in the form of higher raw material cost, increased energy and
freight costs, and new taxes on packaging products or result in reduced demand. It is possible that certain materials might cease
to be permitted to be used in our processes. Government bans of, or restrictions on, certain materials or packaging formats may
close off markets to Amcor's business.
In addition, changes to environmental, health and safety laws, regulations and standards are made or proposed
regularly, and some of the proposals, if adopted, might, directly or indirectly, result in a material reduction in the operating
results of one or more of our operating units. For instance, an increase in legislation with respect to litter related to plastic
packaging or related recycling programs may cause legislators in some countries and regions in which our products are sold to
consider banning or limiting certain packaging formats or materials, or applying taxes or fees on some types of our products.
A significant portion of our assets is located outside of the United States and several of our directors and officers are
citizens or residents of jurisdictions outside of the United States. As a result, it may be difficult for investors to successfully
serve a claim within the United States upon those non-U.S. directors and officers, or to enforce judgments realized in the United
States.
Judgments of U.S. courts may not be directly enforceable outside of the U.S. and the enforcement of judgments of
U.S. courts outside of the U.S., including those in Australia and Jersey, may be subject to limitations. Investors may also have
difficulties pursuing an original action brought in a court in a jurisdiction outside the U.S., including Australia and Jersey, for
liabilities under the securities laws of the U.S. Additionally, our Articles of Association provide that while the Royal Court of
Jersey will have non-exclusive jurisdiction over actions brought against us, the Royal Court of Jersey will be the sole and
exclusive forum for derivative shareholder actions, actions for breach of fiduciary duty by our directors and officers, actions
arising out of Companies (Jersey) Law 1991, as amended, or actions asserting a claim against our directors or officers governed
by the internal affairs doctrine. The exclusive forum provision would not prevent derivative shareholder actions based on claims
arising under U.S. federal securities laws from being raised in a U.S. court and would not prevent a U.S. court from asserting
jurisdiction over such claims. However, there is uncertainty whether a U.S. or Jersey court would enforce the exclusive forum
provision for actions claiming breach of fiduciary duty and other claims.
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Additionally, increased regulation of emissions linked to climate change, including greenhouse gas emissions and
other climate-related regulations, could potentially increase the cost of our operations due to increased costs of compliance
(which may not be recoverable through adjustment of prices), increased cost of fossil fuel-based inputs and increased cost of
energy intensive raw material inputs. However, any such changes are uncertain, and we cannot predict the amount of additional
capital expenses or operating expenses that would be necessary for compliance.
Mandates to use certain types of materials, such as post-consumer recycled ("PCR") content, may lead to supply
shortages and higher prices for those materials as current recycling rates may be insufficient to meet increased demand for PCR
within and beyond the packaging industry. We could also incur additional compliance costs for monitoring and reporting
emissions and for maintaining permits. Additionally, a sizable portion of our business comes from healthcare packaging and
food and beverage packaging, both highly regulated markets. If we fail to comply with these regulatory requirements, our
results of operations could be adversely impacted.
Tax Law Changes —Changes in tax laws or changes in our geographic mix of earnings could have a material impact on
our financial condition and results of operation.
environment. The timing of the final resolutions to lawsuits, regulatory inquiries, and governmental and other legal proceedings
We are subject to income and other taxes in the many jurisdictions in which we operate. Tax laws and regulations are
complex and the determination of our global provision for income taxes and current and deferred tax assets and liabilities
requires judgment and estimation. We are subject to routine examinations of our income tax returns, and tax authorities may
disagree with our tax positions and assess additional tax. Our future income taxes could also be negatively impacted by our mix
of earnings in the jurisdictions in which we operate being different than anticipated given differences in statutory tax rates in the
countries in which we operate. In addition, certain tax policy efforts, including any tax law changes resulting from the
Organization for Economic Cooperation and Development ("OECD") and the G20's inclusive framework on Base Erosion and
Profit Shifting ("BEPS"), could adversely impact our tax rate and subsequent tax expense.
Risks Relating to Being a Jersey, Channel Islands Company Listing Ordinary Shares
Our ordinary shares are issued under the laws of Jersey, Channel Islands, which may not provide the level of legal certainty
and transparency afforded by incorporation in a U.S. jurisdiction and which differ in some respects to the laws applicable to
other U.S. corporations.
We are organized under the laws of Jersey, Channel Islands, a British crown dependency that is an island located off
the coast of Normandy, France. Jersey is not a member of the European Union. Jersey, Channel Islands legislation regarding
companies is largely based on English corporate law principles. The rights of holders of our ordinary shares are governed by
Jersey law, including the Companies (Jersey) Law 1991, as amended, and by the Amcor Articles of Association, as may be
amended from time to time. These rights differ in some respects from the rights of other shareholders in corporations
incorporated in the United States. Further, there can be no assurance that the laws of Jersey, Channel Islands, will not change in
the future or that they will serve to protect investors in a similar fashion afforded under corporate law principles in the U.S.,
which could adversely affect the rights of investors.
different jurisdictions. For example, the Corporate Sustainability Reporting Directive in the European Union and proposed SEC
U.S. shareholders may not be able to enforce civil liabilities against us.
rules on climate-change disclosures may significantly increase our compliance costs.
A significant portion of our assets is located outside of the United States and several of our directors and officers are
citizens or residents of jurisdictions outside of the United States. As a result, it may be difficult for investors to successfully
serve a claim within the United States upon those non-U.S. directors and officers, or to enforce judgments realized in the United
States.
greenhouse gas emissions and climate change. We are a manufacturing entity that utilizes petrochemical-based raw materials to
Judgments of U.S. courts may not be directly enforceable outside of the U.S. and the enforcement of judgments of
U.S. courts outside of the U.S., including those in Australia and Jersey, may be subject to limitations. Investors may also have
difficulties pursuing an original action brought in a court in a jurisdiction outside the U.S., including Australia and Jersey, for
liabilities under the securities laws of the U.S. Additionally, our Articles of Association provide that while the Royal Court of
Jersey will have non-exclusive jurisdiction over actions brought against us, the Royal Court of Jersey will be the sole and
exclusive forum for derivative shareholder actions, actions for breach of fiduciary duty by our directors and officers, actions
arising out of Companies (Jersey) Law 1991, as amended, or actions asserting a claim against our directors or officers governed
by the internal affairs doctrine. The exclusive forum provision would not prevent derivative shareholder actions based on claims
arising under U.S. federal securities laws from being raised in a U.S. court and would not prevent a U.S. court from asserting
jurisdiction over such claims. However, there is uncertainty whether a U.S. or Jersey court would enforce the exclusive forum
provision for actions claiming breach of fiduciary duty and other claims.
23
24
Similarly, while we have not received any significant claims from third parties suggesting that we may be infringing
on their intellectual property rights, there can be no assurance that we will not receive such claims in the future. If we were held
liable for a claim of infringement, we could be required to pay damages, obtain licenses, or cease making or selling certain
products. Intellectual property litigation, which could result in substantial costs to us and divert the attention of management,
may be necessary to protect our trade secrets or proprietary technology or for us to defend against claimed infringement of the
rights of others and to determine the scope and validity of others’ proprietary rights. We may not prevail in any such litigation,
and if we are unsuccessful, we may not be able to obtain any necessary licenses on reasonable terms or at all. Failure to protect
our patents, trademarks, and other intellectual property rights could have a material adverse effect on our business, financial
condition, results of operations, or cash flows.
Litigation — Litigation, including product liability claims, or regulatory developments could adversely affect our business
operations, and financial performance.
We are, and in the future will likely become, involved in lawsuits, regulatory inquiries, and governmental and other
legal proceedings that arise in the ordinary course of our business, including product liability claims, which may lead to
financial or reputational damages. Given our global footprint, we are exposed to more uncertainty regarding the regulatory
is typically uncertain. Additionally, the possible outcomes of, or resolutions to, these proceedings could include adverse
judgments or settlements, either of which could require substantial payments. In addition, actions or decisions we have taken or
may take, as a consequence of the Russia-Ukraine conflict, may result in legal claims or litigation against us. See "Item 3. -
Legal Proceedings" of this Annual Report on Form 10-K.
Environmental, Social and Governance ("ESG") Practices — Increasing scrutiny and changing expectations from
investors, customers, and governments with respect to our ESG practices and commitments may impose additional costs on
us or expose us to additional risks.
There is an increased scrutiny from shareholders, customers, and governments on corporate ESG practices. Our
commitment to sustainability and ESG practices remains at the core of our business, and we have established related goals and
targets. For example, we have announced our commitment to science-based targets initiative (“SBTi”) and to achieve net zero
GHG emissions by 2050. We are working with the SBTi to formalize our science-based targets as part of our plan to achieve
net zero. However, our ESG practices may not meet the standards of all of our stakeholders, and advocacy groups may
campaign for further changes. Many of our large, global customers are also committing to long-term targets to reduce
greenhouse gas emissions within their supply chains. If we are unable to support our customers in achieving these reductions,
customers may seek out competitors who are better able to support such reductions. A failure, or perceived failure, to respond
to expectations of all parties, including with meeting our own climate-related and other ESG target ambitions, could cause harm
to our business and reputation and have a negative impact on the trading price of our common stock.
New government regulations could also result in new or more stringent forms of ESG oversight and disclosures which
may result in increased expenditures for environmental controls, new taxes on the products we produce and significantly
increase our compliance costs to meet new disclosure requirements, especially if they are inconsistent or fragmented across
Environmental, Health, and Safety regulations — Changing government regulations in environmental, health, and safety
matters, including climate change, may adversely affect our company.
Numerous legislative and regulatory initiatives have been passed and anticipated in response to concerns about
produce many of our products. Increased environmental legislation or regulation, including regulations related to extended
producer responsibility ("EPR"), could result in higher costs for us in the form of higher raw material cost, increased energy and
freight costs, and new taxes on packaging products or result in reduced demand. It is possible that certain materials might cease
to be permitted to be used in our processes. Government bans of, or restrictions on, certain materials or packaging formats may
close off markets to Amcor's business.
In addition, changes to environmental, health and safety laws, regulations and standards are made or proposed
regularly, and some of the proposals, if adopted, might, directly or indirectly, result in a material reduction in the operating
results of one or more of our operating units. For instance, an increase in legislation with respect to litter related to plastic
packaging or related recycling programs may cause legislators in some countries and regions in which our products are sold to
consider banning or limiting certain packaging formats or materials, or applying taxes or fees on some types of our products.
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
39
Item 1B. - Unresolved Staff Comments
PART II
None.
Item 2. - Properties
Item 5. - Market for Registrant's Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Our ordinary shares are traded on the New York Stock Exchange (the "NYSE") under the symbol AMCR, and our
CHESS Depositary Instruments ("CDIs") are traded on the Australian Securities Exchange (the "ASX") under the symbol
We consider our plants and other physical properties, whether owned or leased, to be suitable, adequate, and of
AMC. As of June 30, 2023, there were 104,752 registered holders of record of our ordinary shares and CDIs.
sufficient productive capacity to meet the requirements of our business. Our manufacturing plants operate at varying levels of
utilization depending on the type of operation and market conditions. The breakdown of our significant manufacturing and
support facilities at June 30, 2023, were as follows:
Share Repurchases
Flexibles Segment
This segment has 166 significant manufacturing and support facilities located in 37 countries, of which 114 are owned
directly by us and 52 are leased from outside parties. Initial building lease terms typically provide for minimum terms in a range
of two to 36 years and have one or more renewal options.
Rigid Packaging Segment
This segment has 52 significant manufacturing and support facilities located in 11 countries, of which 12 are owned
directly by us and 40 are leased from outside parties. Initial building lease terms typically provide for minimum terms in a range
of two to 20 years and have one or more renewal options.
Corporate and General
Our primary executive offices are located in Zurich, Switzerland.
Item 3. - Legal Proceedings
Refer to Note 20, "Contingencies and Legal Proceedings," of the notes to consolidated financial statements for
information about legal proceedings.
Item 4. - Mine Safety Disclosures
Not applicable.
Share repurchase activity during the three months ended June 30, 2023, was as follows (in millions, except number of
shares, which are reflected in thousands, and per share amounts, which are expressed in U.S. dollars):
Total Number of
Shares Purchased (1)
Average Price Paid
Per Share (1)(2)
Total Number of
Shares Purchased as
Part of Publicly
Approximate Dollar
Value of Shares That
May Yet Be
Announced Plans or
Purchased Under the
Programs
Programs (3)
— $
13,356
9,641
22,997 $
—
10.21
9.89
10.08
— $
13,356
9,594
22,950
300
164
69
Period
April 1 - 30, 2023
May 1 - 31, 2023
June 1 - 30, 2023
Total
(1)
Includes shares purchased on the open market to satisfy the vesting and exercises of share-based compensation awards.
(2) Average price paid per share excludes costs associated with the repurchases.
(3) On August 17, 2022, our Board of Directors approved a buyback of $400 million of ordinary shares and/or CHESS Depositary
Instruments ("CDIs") during the following twelve months. Further, on February 7, 2023, our Board of Directors approved an
additional buyback of up to $100 million of ordinary shares and CDIs during the next twelve months. The timing, volume, and
nature of share repurchases may be amended, suspended, or discontinued at any time.
25
26
Amcor Annual Report 2023
Item 1B. - Unresolved Staff Comments
PART II
FINAL
FINAL
Form10-K
39
Form10-K
40
We consider our plants and other physical properties, whether owned or leased, to be suitable, adequate, and of
sufficient productive capacity to meet the requirements of our business. Our manufacturing plants operate at varying levels of
utilization depending on the type of operation and market conditions. The breakdown of our significant manufacturing and
support facilities at June 30, 2023, were as follows:
This segment has 166 significant manufacturing and support facilities located in 37 countries, of which 114 are owned
directly by us and 52 are leased from outside parties. Initial building lease terms typically provide for minimum terms in a range
of two to 36 years and have one or more renewal options.
This segment has 52 significant manufacturing and support facilities located in 11 countries, of which 12 are owned
directly by us and 40 are leased from outside parties. Initial building lease terms typically provide for minimum terms in a range
of two to 20 years and have one or more renewal options.
Our primary executive offices are located in Zurich, Switzerland.
Refer to Note 20, "Contingencies and Legal Proceedings," of the notes to consolidated financial statements for
None.
Item 2. - Properties
Flexibles Segment
Rigid Packaging Segment
Corporate and General
Item 3. - Legal Proceedings
information about legal proceedings.
Item 4. - Mine Safety Disclosures
Not applicable.
Item 5. - Market for Registrant's Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Our ordinary shares are traded on the New York Stock Exchange (the "NYSE") under the symbol AMCR, and our
CHESS Depositary Instruments ("CDIs") are traded on the Australian Securities Exchange (the "ASX") under the symbol
AMC. As of June 30, 2023, there were 104,752 registered holders of record of our ordinary shares and CDIs.
Share Repurchases
Share repurchase activity during the three months ended June 30, 2023, was as follows (in millions, except number of
shares, which are reflected in thousands, and per share amounts, which are expressed in U.S. dollars):
Total Number of
Shares Purchased (1)
Average Price Paid
Per Share (1)(2)
Total Number of
Shares Purchased as
Part of Publicly
Announced Plans or
Programs
Approximate Dollar
Value of Shares That
May Yet Be
Purchased Under the
Programs (3)
— $
13,356
9,641
22,997 $
—
10.21
9.89
10.08
— $
13,356
9,594
22,950
300
164
69
Period
April 1 - 30, 2023
May 1 - 31, 2023
June 1 - 30, 2023
Total
Includes shares purchased on the open market to satisfy the vesting and exercises of share-based compensation awards.
(1)
(2) Average price paid per share excludes costs associated with the repurchases.
(3) On August 17, 2022, our Board of Directors approved a buyback of $400 million of ordinary shares and/or CHESS Depositary
Instruments ("CDIs") during the following twelve months. Further, on February 7, 2023, our Board of Directors approved an
additional buyback of up to $100 million of ordinary shares and CDIs during the next twelve months. The timing, volume, and
nature of share repurchases may be amended, suspended, or discontinued at any time.
25
26
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
41
Shareholder Return Performance
The information under this caption "Shareholder Return Performance" in this Item 5 of this Annual Report on Form
Mills Inc., Graphic Packaging Holding Co, Huhtamaki Oyj, International Paper Company, Johnson & Johnson, The Kraft Heinz
10-K is not deemed to be "soliciting material" or to be "filed" with the SEC or subject to Regulation 14A or 14C under the
Exchange Act, or to the liabilities of Section 18 of the Exchange Act and will not be deemed to be incorporated by reference
into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except to the extent we specifically
incorporate it by reference into such a filing.
The line graph below illustrates our cumulative total shareholder return on our ordinary shares as compared with the
cumulative total return of our Peer Group, the S&P 500 Index, the S&P 500 Materials Index, and the ASX 200 Index for the
period beginning June 11, 2019. The graph assumes $100 was invested on June 11, 2019, and that all dividends were
reinvested.
The Peer Group consists of Ansell Limited, AptarGroup, Inc., Avery Dennison Corporation, Ball Corporation, Berry
Global Group, Inc., Brambles Limited, Coles Group Limited, Conagra Brands Inc., Crown Holdings, Inc., Danone SA, General
Company, Mondelez International, Inc., Nestlé S.A., O-I Glass, Inc., Orora Limited, Pepsico, Inc., The Procter & Gamble
Company, Sealed Air Corporation, Silgan Holdings Inc., Sonoco Products Company, Treasury Wine Estates Limited, Unilever
PLC, Wesfarmers Limited, WestRock Company, and Woolworths Group Limited.
Amcor plc
S&P 500
S&P 500 Materials
S&P/ASX 200
Peer Group
June 11,
2019
June 30,
2019
June 30,
2020
June 30,
2021
June 30,
2022
June 30,
2023
$
$
$
$
$
100.00 $
102.77 $
95.68 $
111.82 $
126.13 $
105.72
100.00 $
107.05 $
115.08 $
162.03 $
144.83 $
173.21
100.00 $
111.71 $
110.47 $
164.06 $
149.75 $
172.39
100.00 $
102.08 $
93.59 $
131.41 $
114.86 $
129.24
100.00 $
100.12 $
104.54 $
124.79 $
126.34 $
133.70
27
28
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
41
Form10-K
42
The Peer Group consists of Ansell Limited, AptarGroup, Inc., Avery Dennison Corporation, Ball Corporation, Berry
Global Group, Inc., Brambles Limited, Coles Group Limited, Conagra Brands Inc., Crown Holdings, Inc., Danone SA, General
Mills Inc., Graphic Packaging Holding Co, Huhtamaki Oyj, International Paper Company, Johnson & Johnson, The Kraft Heinz
Company, Mondelez International, Inc., Nestlé S.A., O-I Glass, Inc., Orora Limited, Pepsico, Inc., The Procter & Gamble
Company, Sealed Air Corporation, Silgan Holdings Inc., Sonoco Products Company, Treasury Wine Estates Limited, Unilever
PLC, Wesfarmers Limited, WestRock Company, and Woolworths Group Limited.
Shareholder Return Performance
The information under this caption "Shareholder Return Performance" in this Item 5 of this Annual Report on Form
10-K is not deemed to be "soliciting material" or to be "filed" with the SEC or subject to Regulation 14A or 14C under the
Exchange Act, or to the liabilities of Section 18 of the Exchange Act and will not be deemed to be incorporated by reference
into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except to the extent we specifically
incorporate it by reference into such a filing.
The line graph below illustrates our cumulative total shareholder return on our ordinary shares as compared with the
cumulative total return of our Peer Group, the S&P 500 Index, the S&P 500 Materials Index, and the ASX 200 Index for the
period beginning June 11, 2019. The graph assumes $100 was invested on June 11, 2019, and that all dividends were
reinvested.
Amcor plc
S&P 500
S&P 500 Materials
S&P/ASX 200
Peer Group
June 11,
2019
June 30,
2019
June 30,
2020
June 30,
2021
June 30,
2022
June 30,
2023
$
$
$
$
$
100.00 $
102.77 $
95.68 $
111.82 $
126.13 $
105.72
100.00 $
107.05 $
115.08 $
162.03 $
144.83 $
173.21
100.00 $
111.71 $
110.47 $
164.06 $
149.75 $
172.39
100.00 $
102.08 $
93.59 $
131.41 $
114.86 $
129.24
100.00 $
100.12 $
104.54 $
124.79 $
126.34 $
133.70
27
28
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
43
Item 7. - Management's Discussion and Analysis of Financial Condition and Results of Operations
Overview
Management’s Discussion and Analysis should be read in conjunction with the Consolidated Financial Statements and related
Notes included in Item 8 of this Annual Report on Form 10-K.
The following is a discussion and analysis of changes in the results of operations for fiscal year 2023 compared to fiscal year
2022. A discussion and analysis regarding our results of operations for fiscal year 2022, compared to fiscal year 2021 that are
not included in this Annual Report on Form 10-K can be found in Part II, Item 7 of our Annual Report on Form 10-K for the
fiscal year ended June 30, 2022, filed with the SEC on August 18, 2022 and incorporated by reference.
Amcor is a global leader in developing and producing responsible packaging for food, beverage, pharmaceutical,
medical, home and personal-care, and other products. We work with leading companies around the world to protect their
products and the people who rely on them, differentiate brands, and improve supply chains through a range of flexible and rigid
packaging, specialty cartons, closures, and services. We are focused on making packaging that is increasingly light-weighted,
recyclable and reusable, and made using an increasing amount of recycled content. During fiscal year 2023, Amcor generated
$14.7 billion in sales from operations that spanned 218 locations in over 40 countries.
Two Year Review of Results
(in millions)
Net sales
Cost of sales
Gross profit
Operating expenses:
Selling, general, and administrative expenses
Research and development expenses
Restructuring, impairment, and other related activities, net
Other income, net
Operating income
Interest income
Interest expense
Other non-operating income, net
2023
2022
$
14,694
100.0 % $
14,544
100.0 %
(11,969)
(81.5)
(11,724)
(80.6)
2,725
18.5
2,820
19.4
(1,246)
(101)
104
26
(8.5)
(0.7)
0.7
0.2
(1,284)
(96)
(234)
33
(8.8)
(0.7)
(1.6)
0.2
1,508
10.3
1,239
8.5
31
(290)
2
0.2
(2.0)
—
24
(159)
11
0.2
(1.1)
0.1
Income before income taxes
1,251
8.5
1,115
7.7
Income tax expense
Net income
(193)
(1.3)
(300)
(2.1)
$
1,058
7.2 % $
815
5.6 %
Net income attributable to non-controlling interests
(10)
(0.1)
(10)
(0.1)
Net income attributable to Amcor plc
$
1,048
7.1 % $
805
5.5 %
the remainder was used to reduce debt.
Significant Developments Affecting the Periods Presented
Economic and Market Conditions
During fiscal year 2023, we have continued to experience intermittent supply shortages and price volatility of certain
resins and raw materials as a result of market dynamics, especially in the first half of fiscal year 2023, and higher rates of
inflation impacting energy, fuel, and labor costs. In addition, higher inflation, especially in Europe and the United States, has
led central banks to rapidly raise interest rates to dampen inflation which results in higher interest expense on our variable rate
debt particularly U.S. dollar and Euro denominated debt. The underlying causes for the continued volatility can be attributed to
a variety of factors, such as the Russia-Ukraine conflict and higher inflation in many economies, which has resulted in increased
volatility in energy and food markets and impacted global economies. This has led to reduced consumer demand for certain of
our products and customer destocking in fiscal year 2023.
We will continue to work closely with our suppliers and customers, leveraging our global capabilities and expertise to
work through supply chain disruptions and other resulting issues. In addition, we are focused on driving costs out of our
business in this challenging environment and recovering higher raw material costs to help mitigate inflation. However, there
could be a time lag between recognizing the benefit of our mitigating actions and when the inflation occurs, and there is no
assurance that measures taken will be able to fully mitigate the impact of ongoing inflation. While we expect customer
destocking to abate in the short-term and consumer demand to improve incrementally throughout fiscal year 2024, there is no
assurance that demand will rebound.
Russia-Ukraine Conflict / 2023 Restructuring Plan
Russia's invasion of Ukraine that began in February 2022 continues as of the date of the filing of this annual report. In
advance of the invasion, we proactively suspended operations at our small manufacturing site in Ukraine. We also operated
three manufacturing facilities in Russia ("Russian business") until their sale on December 23, 2022, for net cash proceeds of
$365 million. In addition, we repatriated approximately $65 million in cash held in Russia as part of the transaction. We
recorded a pre-tax net gain on sale of $215 million. The carrying value of the Russian business had previously been impaired by
$90 million in the quarter ended June 30, 2022.
On February 7, 2023, we announced that we expect to invest $110 million to $130 million of the sale proceeds from
the Russian business in various cost savings initiatives to partly offset divested earnings from the Russian business (the "2023
Restructuring Plan" or the "Plan"). We expect total Plan cash and non-cash net expenses of $200 million to $220 million. Of the
remaining cash received from the sale of the Russian business, we allocated $100 million to repurchase additional shares and
In connection with the 2023 Restructuring Plan, we initiated in fiscal year 2023 restructuring and related projects with
an expected net cost of approximately $150 million, of which approximately $80 million is expected to result in net cash
expenditures. As of June 30, 2023, we have incurred $65 million in employee related expenses, $13 million in fixed asset
related expenses, $10 million in other restructuring expenses, and $6 million in restructuring related expenses. To date, the Plan
has resulted in approximately $25 million of cash outflows.
Management initiated other restructuring actions in the fourth quarter of fiscal year 2022 to help mitigate the impact of
the Russian sale. Management expects to realize an annualized pre-tax benefit of approximately $50 million from structural cost
reduction actions taken as a result of all Russia related restructuring by the end of fiscal year 2025.
For further information, refer to Note 4, "Restructuring, Impairment, and Other Related Activities, Net," Note 6, "Held
for Sale," and Note 7, "Restructuring" of "Part II, Item 8, Notes to Consolidated Financial Statements."
29
30
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
43
Form10-K
44
Item 7. - Management's Discussion and Analysis of Financial Condition and Results of Operations
Overview
Management’s Discussion and Analysis should be read in conjunction with the Consolidated Financial Statements and related
Notes included in Item 8 of this Annual Report on Form 10-K.
The following is a discussion and analysis of changes in the results of operations for fiscal year 2023 compared to fiscal year
2022. A discussion and analysis regarding our results of operations for fiscal year 2022, compared to fiscal year 2021 that are
not included in this Annual Report on Form 10-K can be found in Part II, Item 7 of our Annual Report on Form 10-K for the
fiscal year ended June 30, 2022, filed with the SEC on August 18, 2022 and incorporated by reference.
Amcor is a global leader in developing and producing responsible packaging for food, beverage, pharmaceutical,
medical, home and personal-care, and other products. We work with leading companies around the world to protect their
products and the people who rely on them, differentiate brands, and improve supply chains through a range of flexible and rigid
packaging, specialty cartons, closures, and services. We are focused on making packaging that is increasingly light-weighted,
recyclable and reusable, and made using an increasing amount of recycled content. During fiscal year 2023, Amcor generated
$14.7 billion in sales from operations that spanned 218 locations in over 40 countries.
Operating expenses:
Selling, general, and administrative expenses
Research and development expenses
Restructuring, impairment, and other related activities, net
Two Year Review of Results
(in millions)
Net sales
Cost of sales
Gross profit
Other income, net
Operating income
Interest income
Interest expense
Other non-operating income, net
Income tax expense
Net income
2023
2022
$
14,694
100.0 % $
14,544
100.0 %
(11,969)
(81.5)
(11,724)
(80.6)
2,725
18.5
2,820
19.4
(1,246)
(101)
104
26
(8.5)
(0.7)
0.7
0.2
(1,284)
(96)
(234)
33
(8.8)
(0.7)
(1.6)
0.2
1,508
10.3
1,239
8.5
31
(290)
2
0.2
(2.0)
—
24
(159)
11
0.2
(1.1)
0.1
(193)
(1.3)
(300)
(2.1)
$
1,058
7.2 % $
815
5.6 %
Income before income taxes
1,251
8.5
1,115
7.7
Net income attributable to non-controlling interests
(10)
(0.1)
(10)
(0.1)
Net income attributable to Amcor plc
$
1,048
7.1 % $
805
5.5 %
Significant Developments Affecting the Periods Presented
Economic and Market Conditions
During fiscal year 2023, we have continued to experience intermittent supply shortages and price volatility of certain
resins and raw materials as a result of market dynamics, especially in the first half of fiscal year 2023, and higher rates of
inflation impacting energy, fuel, and labor costs. In addition, higher inflation, especially in Europe and the United States, has
led central banks to rapidly raise interest rates to dampen inflation which results in higher interest expense on our variable rate
debt particularly U.S. dollar and Euro denominated debt. The underlying causes for the continued volatility can be attributed to
a variety of factors, such as the Russia-Ukraine conflict and higher inflation in many economies, which has resulted in increased
volatility in energy and food markets and impacted global economies. This has led to reduced consumer demand for certain of
our products and customer destocking in fiscal year 2023.
We will continue to work closely with our suppliers and customers, leveraging our global capabilities and expertise to
work through supply chain disruptions and other resulting issues. In addition, we are focused on driving costs out of our
business in this challenging environment and recovering higher raw material costs to help mitigate inflation. However, there
could be a time lag between recognizing the benefit of our mitigating actions and when the inflation occurs, and there is no
assurance that measures taken will be able to fully mitigate the impact of ongoing inflation. While we expect customer
destocking to abate in the short-term and consumer demand to improve incrementally throughout fiscal year 2024, there is no
assurance that demand will rebound.
Russia-Ukraine Conflict / 2023 Restructuring Plan
Russia's invasion of Ukraine that began in February 2022 continues as of the date of the filing of this annual report. In
advance of the invasion, we proactively suspended operations at our small manufacturing site in Ukraine. We also operated
three manufacturing facilities in Russia ("Russian business") until their sale on December 23, 2022, for net cash proceeds of
$365 million. In addition, we repatriated approximately $65 million in cash held in Russia as part of the transaction. We
recorded a pre-tax net gain on sale of $215 million. The carrying value of the Russian business had previously been impaired by
$90 million in the quarter ended June 30, 2022.
On February 7, 2023, we announced that we expect to invest $110 million to $130 million of the sale proceeds from
the Russian business in various cost savings initiatives to partly offset divested earnings from the Russian business (the "2023
Restructuring Plan" or the "Plan"). We expect total Plan cash and non-cash net expenses of $200 million to $220 million. Of the
remaining cash received from the sale of the Russian business, we allocated $100 million to repurchase additional shares and
the remainder was used to reduce debt.
In connection with the 2023 Restructuring Plan, we initiated in fiscal year 2023 restructuring and related projects with
an expected net cost of approximately $150 million, of which approximately $80 million is expected to result in net cash
expenditures. As of June 30, 2023, we have incurred $65 million in employee related expenses, $13 million in fixed asset
related expenses, $10 million in other restructuring expenses, and $6 million in restructuring related expenses. To date, the Plan
has resulted in approximately $25 million of cash outflows.
Management initiated other restructuring actions in the fourth quarter of fiscal year 2022 to help mitigate the impact of
the Russian sale. Management expects to realize an annualized pre-tax benefit of approximately $50 million from structural cost
reduction actions taken as a result of all Russia related restructuring by the end of fiscal year 2025.
For further information, refer to Note 4, "Restructuring, Impairment, and Other Related Activities, Net," Note 6, "Held
for Sale," and Note 7, "Restructuring" of "Part II, Item 8, Notes to Consolidated Financial Statements."
29
30
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
45
Impact of COVID-19
Results of Operations
There are currently no significant COVID-19 related restrictions on our business, with China relaxing controls and
Consolidated Results of Operations
eliminating lockdowns in December 2022. Lockdowns and related impacts, including the unwinding of lockdowns, impacted
demand for our products in China in fiscal year 2023. Throughout the COVID-19 pandemic, our facilities were largely exempt
from government mandated closure orders. The impact of any future pandemics or regional health crises on our business will
depend on the extent and nature of any future disruptions across the supply chain, the implementation of social distancing
measures and other government-imposed restrictions, as well as the nature and pace of macroeconomic recovery in key global
economies.
South Africa Fire
On July 13, 2021, our Durban, South Africa, manufacturing facility was destroyed by fire associated with general civil
unrest. The facility employed 350 individuals and no employees were injured as the facility had been closed in advance of the
disturbance. In fiscal years 2023 and 2022, we recorded total expenses of $55 million before insurance settlements, primarily
related to inventory, property, and equipment losses from the fire and other expenses related to the fire and closure of our South
African business. We had insurance for the majority of property and other losses resulting from the fire and received total gross
insurance settlements of $46 million in fiscal years 2023 and 2022.
2019 Bemis Integration Plan
In connection with the acquisition of Bemis Company, Inc. ("Bemis"), we initiated restructuring activities in the fourth
quarter of 2019 aimed at integrating and optimizing the combined organization. We have exceeded the targeted pre-tax
synergies of $180 million by approximately 10% driven by procurement, supply chain, and general and administrative savings
as of June 30, 2022.
The 2019 Bemis Integration Plan was completed by June 30, 2022, with final pre-tax integration cost amounting to
$253 million. The total 2019 Bemis Integration Plan cost included $213 million of restructuring and related expenses, net, and
$40 million of general integration expenses. The net cash expenditures for the plan, including disposal proceeds, were $170
million, of which $40 million related to general integration expenses. As part of this Plan, we incurred $144 million in
employee related expenses, $36 million in fixed asset related expenses, $39 million in other restructuring and $45 million in
restructuring related expenses, partially offset by a gain on disposal of a business of $51 million. In fiscal year 2022, the Plan
resulted in net cash outflows of $49 million, of which $47 million were payments related to restructuring and related
expenditures. The remaining cash outflow was primarily incurred in fiscal year 2023.
Highly Inflationary Accounting
We have subsidiaries in Argentina that historically had a functional currency of the Argentine Peso. As of June 30,
2018, the Argentine economy was designated as highly inflationary for accounting purposes. Accordingly, beginning July 1,
2018, we began reporting the financial results of our Argentine subsidiaries with a functional currency of the Argentine Peso at
the functional currency of the parent, which is the U.S. dollar. Highly inflationary accounting resulted in a negative impact of
$24 million and $16 million in foreign currency transaction losses that were reflected in the consolidated statements of income
for the fiscal years ended June 30, 2023, and 2022, respectively.
($ in millions, except per share data)
Net sales
Operating income
Operating income as a percentage of net sales
Net income attributable to Amcor plc
Diluted Earnings Per Share
2023
2022
$
14,694
$
14,544
1,508
10.3 %
1,239
8.5 %
$
$
1,048
0.705
$
$
805
0.529
Net sales increased by $150 million, or 1%, in fiscal year 2023, compared to fiscal year 2022. Excluding the pass-
through of raw material costs of $776 million, negative currency impacts of $426 million, and the negative impact of disposed
and ceased operations of $207 million, the remaining variation in net sales for the fiscal year 2023 was an increase of $7
million, or 0%, reflecting price/mix benefits of 3% and unfavorable volumes of (3%).
Net income attributable to Amcor plc increased by $243 million, or 30%, in fiscal year 2023, compared to fiscal year
2022, mainly as a result of a pre-tax net gain of $215 million on the disposal of the Russian business in fiscal year 2023,
decreased restructuring, impairment, and other related activities, net of $123 million, and a decrease in income tax expense of
$107 million, partially offset by a decrease in gross profit of $95 million and an increase in net interest expense of $124 million.
Diluted earnings per share ("Diluted EPS") increased by $0.176, or 33%, in fiscal year 2023, compared to fiscal year
2022, with net income attributable to ordinary shareholders increasing by 30% and the diluted weighted-average number of
shares outstanding decreasing by 3%. The decrease in the diluted weighted-average number of shares outstanding was due to
the repurchase of shares under announced share buyback programs.
Segment Results of Operations
Flexibles Segment
($ in millions)
Net sales
Adjusted EBIT
Adjusted EBIT as a percentage of net sales
2023
2022
$
11,154
$
11,151
1,429
12.8 %
1,517
13.6 %
Net sales increased by $3 million, or 0%, in fiscal year 2023, compared to fiscal year 2022. Excluding the pass-
through of higher raw material costs of $516 million, negative currency impacts of $404 million, and the negative impact of
disposed and ceased operations of $207 million, the remaining variation in net sales for the fiscal year 2023 was an increase of
$98 million, or 1%, reflecting favorable price/mix of 4%, and unfavorable volumes of (3%).
Adjusted earnings before interest and tax ("Adjusted EBIT") decreased by $88 million, or 6% in fiscal year 2023,
compared to fiscal year 2022. Excluding negative currency impacts of $41 million and the negative impact of disposed and
ceased operations of $63 million, the remaining variation in adjusted EBIT for the fiscal year 2023 was an increase of $16
million, or 1%, reflecting favorable price/mix of 17%, offset by unfavorable volumes of (7%), unfavorable plant costs of (5%),
and unfavorable SG&A and other costs of (4%), all largely impacted by inflationary pressures.
Rigid Packaging Segment
($ in millions)
Net sales
Adjusted EBIT
Adjusted EBIT as a percentage of net sales
2023
$
3,540
$
265
7.5 %
2022
3,393
289
8.5 %
Net sales increased by $147 million, or 4%, in fiscal year 2023, compared to fiscal year 2022. Excluding the pass-
through of raw material costs of $260 million and negative currency impacts of $22 million, the remaining variation in net sales
31
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Impact of COVID-19
Results of Operations
There are currently no significant COVID-19 related restrictions on our business, with China relaxing controls and
Consolidated Results of Operations
eliminating lockdowns in December 2022. Lockdowns and related impacts, including the unwinding of lockdowns, impacted
demand for our products in China in fiscal year 2023. Throughout the COVID-19 pandemic, our facilities were largely exempt
from government mandated closure orders. The impact of any future pandemics or regional health crises on our business will
depend on the extent and nature of any future disruptions across the supply chain, the implementation of social distancing
measures and other government-imposed restrictions, as well as the nature and pace of macroeconomic recovery in key global
economies.
South Africa Fire
On July 13, 2021, our Durban, South Africa, manufacturing facility was destroyed by fire associated with general civil
unrest. The facility employed 350 individuals and no employees were injured as the facility had been closed in advance of the
disturbance. In fiscal years 2023 and 2022, we recorded total expenses of $55 million before insurance settlements, primarily
related to inventory, property, and equipment losses from the fire and other expenses related to the fire and closure of our South
African business. We had insurance for the majority of property and other losses resulting from the fire and received total gross
insurance settlements of $46 million in fiscal years 2023 and 2022.
2019 Bemis Integration Plan
In connection with the acquisition of Bemis Company, Inc. ("Bemis"), we initiated restructuring activities in the fourth
quarter of 2019 aimed at integrating and optimizing the combined organization. We have exceeded the targeted pre-tax
synergies of $180 million by approximately 10% driven by procurement, supply chain, and general and administrative savings
as of June 30, 2022.
The 2019 Bemis Integration Plan was completed by June 30, 2022, with final pre-tax integration cost amounting to
$253 million. The total 2019 Bemis Integration Plan cost included $213 million of restructuring and related expenses, net, and
$40 million of general integration expenses. The net cash expenditures for the plan, including disposal proceeds, were $170
million, of which $40 million related to general integration expenses. As part of this Plan, we incurred $144 million in
employee related expenses, $36 million in fixed asset related expenses, $39 million in other restructuring and $45 million in
restructuring related expenses, partially offset by a gain on disposal of a business of $51 million. In fiscal year 2022, the Plan
resulted in net cash outflows of $49 million, of which $47 million were payments related to restructuring and related
expenditures. The remaining cash outflow was primarily incurred in fiscal year 2023.
Highly Inflationary Accounting
We have subsidiaries in Argentina that historically had a functional currency of the Argentine Peso. As of June 30,
2018, the Argentine economy was designated as highly inflationary for accounting purposes. Accordingly, beginning July 1,
2018, we began reporting the financial results of our Argentine subsidiaries with a functional currency of the Argentine Peso at
the functional currency of the parent, which is the U.S. dollar. Highly inflationary accounting resulted in a negative impact of
$24 million and $16 million in foreign currency transaction losses that were reflected in the consolidated statements of income
for the fiscal years ended June 30, 2023, and 2022, respectively.
($ in millions, except per share data)
Net sales
Operating income
Operating income as a percentage of net sales
Net income attributable to Amcor plc
Diluted Earnings Per Share
2023
2022
$
14,694
$
14,544
1,508
10.3 %
1,239
8.5 %
$
$
1,048
0.705
$
$
805
0.529
Net sales increased by $150 million, or 1%, in fiscal year 2023, compared to fiscal year 2022. Excluding the pass-
through of raw material costs of $776 million, negative currency impacts of $426 million, and the negative impact of disposed
and ceased operations of $207 million, the remaining variation in net sales for the fiscal year 2023 was an increase of $7
million, or 0%, reflecting price/mix benefits of 3% and unfavorable volumes of (3%).
Net income attributable to Amcor plc increased by $243 million, or 30%, in fiscal year 2023, compared to fiscal year
2022, mainly as a result of a pre-tax net gain of $215 million on the disposal of the Russian business in fiscal year 2023,
decreased restructuring, impairment, and other related activities, net of $123 million, and a decrease in income tax expense of
$107 million, partially offset by a decrease in gross profit of $95 million and an increase in net interest expense of $124 million.
Diluted earnings per share ("Diluted EPS") increased by $0.176, or 33%, in fiscal year 2023, compared to fiscal year
2022, with net income attributable to ordinary shareholders increasing by 30% and the diluted weighted-average number of
shares outstanding decreasing by 3%. The decrease in the diluted weighted-average number of shares outstanding was due to
the repurchase of shares under announced share buyback programs.
Segment Results of Operations
Flexibles Segment
($ in millions)
Net sales
Adjusted EBIT
Adjusted EBIT as a percentage of net sales
2023
2022
$
11,154
$
11,151
1,429
12.8 %
1,517
13.6 %
Net sales increased by $3 million, or 0%, in fiscal year 2023, compared to fiscal year 2022. Excluding the pass-
through of higher raw material costs of $516 million, negative currency impacts of $404 million, and the negative impact of
disposed and ceased operations of $207 million, the remaining variation in net sales for the fiscal year 2023 was an increase of
$98 million, or 1%, reflecting favorable price/mix of 4%, and unfavorable volumes of (3%).
Adjusted earnings before interest and tax ("Adjusted EBIT") decreased by $88 million, or 6% in fiscal year 2023,
compared to fiscal year 2022. Excluding negative currency impacts of $41 million and the negative impact of disposed and
ceased operations of $63 million, the remaining variation in adjusted EBIT for the fiscal year 2023 was an increase of $16
million, or 1%, reflecting favorable price/mix of 17%, offset by unfavorable volumes of (7%), unfavorable plant costs of (5%),
and unfavorable SG&A and other costs of (4%), all largely impacted by inflationary pressures.
Rigid Packaging Segment
($ in millions)
Net sales
Adjusted EBIT
Adjusted EBIT as a percentage of net sales
2023
$
3,540
$
265
7.5 %
2022
3,393
289
8.5 %
Net sales increased by $147 million, or 4%, in fiscal year 2023, compared to fiscal year 2022. Excluding the pass-
through of raw material costs of $260 million and negative currency impacts of $22 million, the remaining variation in net sales
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Amcor Annual Report 2023
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for the fiscal year 2023 was a decrease of $91 million, or (3%), reflecting price/mix benefits of approximately 1%, offset by
unfavorable volumes (4%).
Adjusted EBIT decreased by $24 million, or 8%, in fiscal year 2023, compared to fiscal year 2022. Excluding negative
currency impacts of $2 million, the remaining variation in adjusted EBIT for the fiscal year 2023 was a decrease of $22 million,
or 8%, with favorable price/mix of 20%, more than offset by unfavorable volumes of (12%), unfavorable plant costs of (11%)
and unfavorable SG&A and other costs of (5%), all largely impacted by inflationary pressures.
Consolidated Income Tax Expense
($ in millions)
Income tax expense
Effective tax rate
2023
2022
$
(193)
$
15.4 %
(300)
26.9 %
Income tax expense decreased by $107 million, or 36%, in fiscal year 2023, compared to fiscal year 2022. The
decrease was predominantly attributable to a decrease in tax provisions for uncertain tax positions and a non-taxable capital
gain on the sale of the Russian business.
Consolidated Gross Profit
($ in millions)
Gross profit
Gross profit as a percentage of net sales
2023
2022
$
2,725
$
2,820
18.5 %
19.4 %
Gross profit decreased by $95 million, or 3%, in fiscal year 2023, compared to fiscal year 2022. Excluding negative
currency impacts of $78 million, the negative impact from disposed and ceased operations of $73 million, the remaining
variation in gross profit for fiscal year 2023 was an increase of $56 million, reflecting favorable operating cost performance.
Gross profit as a percentage of sales decreased to 18.5% in fiscal year 2023, mainly from the impact on the calculation from the
pass-through of higher raw material costs during the current fiscal period and the impact of disposed operations.
Consolidated Selling, General, and Administrative ("SG&A") Expenses
($ in millions)
SG&A expenses
SG&A expenses as a percentage of net sales
2023
2022
$
(1,246)
$
(1,284)
(8.5) %
(8.8) %
SG&A decreased by $38 million, or 3%, in fiscal year 2023, compared to fiscal year 2022. The decrease was primarily
driven by exchange rate movements.
Consolidated Restructuring, Impairment and Other Related Activities, Net
($ in millions)
Restructuring, impairment, and other related activities, net
Restructuring, impairment, and other related activities, net, as a percentage of net sales
2023
2022
$
104
$
0.7 %
(234)
(1.6) %
Restructuring, impairment, and other related activities, net decreased by $338 million, or 144%, in fiscal year 2023,
compared to fiscal year 2022. The decrease in net expense was mainly a result of a pre-tax net gain of $215 million on the
disposal of the Russian business in fiscal year 2023, and the non-recurrence of impairment expenses of $138 million related to
the Russia-Ukraine conflict in fiscal year 2022, partially offset by an increase in restructuring and related costs of $15 million.
Consolidated Interest Income
($ in millions)
Interest income
Interest income as a percentage of net sales
2023
2022
$
31
$
0.2 %
24
0.2 %
Interest income increased by $7 million, or 29%, in fiscal year 2023, compared to fiscal year 2022, driven by increased
interest rates on cash balances.
Consolidated Interest Expense
($ in millions)
Interest expense
Interest expense as a percentage of net sales
2023
2022
$
(290)
$
(2.0) %
(159)
(1.1) %
Interest expense increased by $131 million, or 82%, in fiscal year 2023, compared to fiscal year 2022, primarily driven
by increased interest rates on U.S. dollar and Euro denominated variable rate debt.
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for the fiscal year 2023 was a decrease of $91 million, or (3%), reflecting price/mix benefits of approximately 1%, offset by
unfavorable volumes (4%).
Adjusted EBIT decreased by $24 million, or 8%, in fiscal year 2023, compared to fiscal year 2022. Excluding negative
currency impacts of $2 million, the remaining variation in adjusted EBIT for the fiscal year 2023 was a decrease of $22 million,
or 8%, with favorable price/mix of 20%, more than offset by unfavorable volumes of (12%), unfavorable plant costs of (11%)
and unfavorable SG&A and other costs of (5%), all largely impacted by inflationary pressures.
Consolidated Income Tax Expense
($ in millions)
Income tax expense
Effective tax rate
2023
2022
$
(193)
$
15.4 %
(300)
26.9 %
Income tax expense decreased by $107 million, or 36%, in fiscal year 2023, compared to fiscal year 2022. The
decrease was predominantly attributable to a decrease in tax provisions for uncertain tax positions and a non-taxable capital
gain on the sale of the Russian business.
Consolidated Gross Profit
($ in millions)
Gross profit
Gross profit as a percentage of net sales
2023
2022
$
2,725
$
2,820
18.5 %
19.4 %
Gross profit decreased by $95 million, or 3%, in fiscal year 2023, compared to fiscal year 2022. Excluding negative
currency impacts of $78 million, the negative impact from disposed and ceased operations of $73 million, the remaining
variation in gross profit for fiscal year 2023 was an increase of $56 million, reflecting favorable operating cost performance.
Gross profit as a percentage of sales decreased to 18.5% in fiscal year 2023, mainly from the impact on the calculation from the
pass-through of higher raw material costs during the current fiscal period and the impact of disposed operations.
Consolidated Selling, General, and Administrative ("SG&A") Expenses
($ in millions)
SG&A expenses
SG&A expenses as a percentage of net sales
2023
2022
$
(1,246)
$
(1,284)
(8.5) %
(8.8) %
SG&A decreased by $38 million, or 3%, in fiscal year 2023, compared to fiscal year 2022. The decrease was primarily
driven by exchange rate movements.
Consolidated Restructuring, Impairment and Other Related Activities, Net
($ in millions)
Restructuring, impairment, and other related activities, net
Restructuring, impairment, and other related activities, net, as a percentage of net sales
2023
2022
$
104
$
0.7 %
(234)
(1.6) %
Restructuring, impairment, and other related activities, net decreased by $338 million, or 144%, in fiscal year 2023,
compared to fiscal year 2022. The decrease in net expense was mainly a result of a pre-tax net gain of $215 million on the
disposal of the Russian business in fiscal year 2023, and the non-recurrence of impairment expenses of $138 million related to
the Russia-Ukraine conflict in fiscal year 2022, partially offset by an increase in restructuring and related costs of $15 million.
Consolidated Interest Income
($ in millions)
Interest income
Interest income as a percentage of net sales
interest rates on cash balances.
Consolidated Interest Expense
($ in millions)
Interest expense
Interest expense as a percentage of net sales
2023
2022
$
31
$
0.2 %
24
0.2 %
2023
2022
$
(290)
$
(2.0) %
(159)
(1.1) %
Interest income increased by $7 million, or 29%, in fiscal year 2023, compared to fiscal year 2022, driven by increased
Interest expense increased by $131 million, or 82%, in fiscal year 2023, compared to fiscal year 2022, primarily driven
by increased interest rates on U.S. dollar and Euro denominated variable rate debt.
33
34
Amcor Annual Report 2023
(2) Amortization of acquired intangible assets from business combinations includes amortization expenses related to all acquired
(3)
Impact of hyperinflation includes the adverse impact of highly inflationary accounting for subsidiaries in Argentina where the
intangible assets from past acquisitions.
functional currency was the Argentine Peso.
Plans," for more information.
(4) Pension settlements in fiscal year 2023 primarily includes the settlement of a small European plan and in fiscal year 2022 the
purchase of group annuity contracts and transfer of pension plan assets and related benefit obligations. Refer to Note 13, "Pension
(5) Net (gain)/loss on disposals, excluding the disposal of our Russian business, includes an expense of $10 million from the disposal of
non-core assets in fiscal year 2022. Refer to Note 11, "Fair Value Measurements," for more information. Fiscal year 2021 includes
the gain realized upon the disposal of AMVIG and the loss upon disposal of other non-core businesses not part of material
restructuring programs. Refer to Note 8, "Equity Method and Other Investments," for further information on the disposal of
AMVIG and Note 5, "Acquisitions and Divestitures," for more information regarding the other disposals.
(6) Property and other losses, net in fiscal year 2023 includes property claims and losses of $5 million and $3 million of net insurance
recovery related to the closure of our South African business. Fiscal year 2022 includes business losses primarily associated with
the destruction of our Durban, South Africa facility during general civil unrest in July 2021, net of insurance recovery.
(7) Russia-Ukraine conflict impacts in fiscal year 2023 includes a pre-tax net gain on the sale of our Russian business of $215 million,
incremental costs of $18 million, and restructuring and related expenses of $107 million incurred in connection with the conflict.
Fiscal year 2022 includes $138 million of impairment charges, $57 million of restructuring and related expenses, and $5 million of
other expenses. Refer to Note 4, "Restructuring, Impairment, and Other Related Activities, Net," and Note 7, "Restructuring," for
further information.
(8) Other in fiscal year 2023 includes other restructuring, acquisition, litigation, and integration expenses of $13 million and fair value
gains of $16 million on economic hedges. Fiscal years 2022 and 2021 include costs associated with the Bemis transaction and fiscal
year 2021 also includes a $19 million benefit related to Brazil indirect taxes resulting from a May 2021 Brazil Supreme Court
decision.
(9) Net tax impact on items (1) through (8) above.
Reconciliation of Net Debt
($ in millions)
Short-term debt
Current portion of long-term debt
Long-term debt, less current portion
Total debt
Net debt
Less cash and cash equivalents
June 30, 2023
June 30, 2022
$
$
13 $
80
6,653
6,746
689
6,057 $
14
136
6,340
6,490
775
5,715
FINAL
FINAL
Form10-K
49
Presentation of Non-GAAP Information
This Annual Report on Form 10-K refers to non-GAAP financial measures: adjusted earnings before interest and taxes
("Adjusted EBIT"), earnings before interest and tax ("EBIT"), adjusted net income, and net debt. Such measures have not been
prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). These
non-GAAP financial measures adjust for factors that are unusual or unpredictable. These measures exclude the impact of
certain amounts related to the effect of changes in currency exchange rates, acquisitions, and restructuring, including employee
related costs, equipment relocation costs, accelerated depreciation, and the write-down of equipment. These measures also
exclude gains or losses on sales of significant property and divestitures, significant property and other impairments, net of
insurance recovery, certain regulatory and litigation matters, significant pension settlements, impairments in goodwill and
equity method investments, and certain acquisition-related expenses, including transaction and integration expenses, due
diligence expenses, professional and legal fees, purchase accounting adjustments for inventory, order backlog, intangible
amortization, changes in the fair value of deferred acquisition payments and economic hedging instruments on commercial
paper, and impacts related to the Russia-Ukraine conflict. Note that while amortization of acquired intangible assets is excluded
from non-GAAP adjusted financial measures, the revenue of the acquired entities and all other expenses unless otherwise
stated, are reflected in Adjusted EBIT and adjusted net income and the acquired assets contribute to revenue generation.
This adjusted information should not be construed as an alternative to results determined in accordance with U.S.
GAAP. We use the non-GAAP measures to evaluate operating performance and believe that these non-GAAP measures are
useful to enable investors and other external parties to perform comparisons of our current and historical performance.
A reconciliation of reported net income attributable to Amcor plc to Adjusted EBIT and adjusted net income for fiscal
years 2023, 2022, and 2021 is as follows:
($ in millions)
Years ended June 30,
2023
2022
2021
A reconciliation of total debt to net debt at June 30, 2023 and 2022 is as follows:
Net income attributable to Amcor plc, as reported
$
1,048 $
805 $
Add: Net income attributable to non-controlling interests
Net income
Add: Income tax expense
Add: Interest expense
Less: Interest income
EBIT
Add: 2018/2019 Restructuring programs (1)
Add: Amortization of acquired intangible assets from business combinations (2)
Add: Impact of hyperinflation (3)
Add: Pension settlements (4)
Add/(Less): Net (gain)/loss on disposals (5)
Add: Property and other losses, net (6)
Add/(Less): Russia-Ukraine conflict impacts (7)
Add/(Less): Other (8)
Adjusted EBIT
Less: Income tax expense
Less: Adjustments to income tax expense (9)
Less: Interest expense
Add: Interest income
Less: Net income attributable to non-controlling interests
10
1,058
193
290
10
815
300
159
(31)
(24)
1,510
—
160
24
5
—
2
(90)
(3)
1,608
(193)
(57)
(290)
31
(10)
1,250
37
163
16
8
10
13
200
4
1,701
(300)
(32)
(159)
24
(10)
939
12
951
261
153
(14)
1,351
88
165
19
—
(9)
—
—
7
1,621
(261)
(51)
(153)
14
(12)
Adjusted net income
$
1,089 $
1,224 $
1,158
(1) 2018/2019 Restructuring programs include restructuring and related expenses for the 2019 Bemis Integration Plan for fiscal year
2022, and 2018 Rigid Packaging Restructuring Plan and the 2019 Bemis Integration Plan for fiscal year 2021. Refer to Note 7,
"Restructuring," for more information.
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(2) Amortization of acquired intangible assets from business combinations includes amortization expenses related to all acquired
(3)
intangible assets from past acquisitions.
Impact of hyperinflation includes the adverse impact of highly inflationary accounting for subsidiaries in Argentina where the
functional currency was the Argentine Peso.
(4) Pension settlements in fiscal year 2023 primarily includes the settlement of a small European plan and in fiscal year 2022 the
purchase of group annuity contracts and transfer of pension plan assets and related benefit obligations. Refer to Note 13, "Pension
Plans," for more information.
(5) Net (gain)/loss on disposals, excluding the disposal of our Russian business, includes an expense of $10 million from the disposal of
non-core assets in fiscal year 2022. Refer to Note 11, "Fair Value Measurements," for more information. Fiscal year 2021 includes
the gain realized upon the disposal of AMVIG and the loss upon disposal of other non-core businesses not part of material
restructuring programs. Refer to Note 8, "Equity Method and Other Investments," for further information on the disposal of
AMVIG and Note 5, "Acquisitions and Divestitures," for more information regarding the other disposals.
(6) Property and other losses, net in fiscal year 2023 includes property claims and losses of $5 million and $3 million of net insurance
recovery related to the closure of our South African business. Fiscal year 2022 includes business losses primarily associated with
the destruction of our Durban, South Africa facility during general civil unrest in July 2021, net of insurance recovery.
(7) Russia-Ukraine conflict impacts in fiscal year 2023 includes a pre-tax net gain on the sale of our Russian business of $215 million,
incremental costs of $18 million, and restructuring and related expenses of $107 million incurred in connection with the conflict.
Fiscal year 2022 includes $138 million of impairment charges, $57 million of restructuring and related expenses, and $5 million of
other expenses. Refer to Note 4, "Restructuring, Impairment, and Other Related Activities, Net," and Note 7, "Restructuring," for
further information.
(8) Other in fiscal year 2023 includes other restructuring, acquisition, litigation, and integration expenses of $13 million and fair value
gains of $16 million on economic hedges. Fiscal years 2022 and 2021 include costs associated with the Bemis transaction and fiscal
year 2021 also includes a $19 million benefit related to Brazil indirect taxes resulting from a May 2021 Brazil Supreme Court
decision.
A reconciliation of reported net income attributable to Amcor plc to Adjusted EBIT and adjusted net income for fiscal
(9) Net tax impact on items (1) through (8) above.
Reconciliation of Net Debt
A reconciliation of total debt to net debt at June 30, 2023 and 2022 is as follows:
($ in millions)
Current portion of long-term debt
Short-term debt
Long-term debt, less current portion
Total debt
Less cash and cash equivalents
Net debt
June 30, 2023
June 30, 2022
$
$
13 $
80
6,653
6,746
689
6,057 $
14
136
6,340
6,490
775
5,715
Presentation of Non-GAAP Information
This Annual Report on Form 10-K refers to non-GAAP financial measures: adjusted earnings before interest and taxes
("Adjusted EBIT"), earnings before interest and tax ("EBIT"), adjusted net income, and net debt. Such measures have not been
prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). These
non-GAAP financial measures adjust for factors that are unusual or unpredictable. These measures exclude the impact of
certain amounts related to the effect of changes in currency exchange rates, acquisitions, and restructuring, including employee
related costs, equipment relocation costs, accelerated depreciation, and the write-down of equipment. These measures also
exclude gains or losses on sales of significant property and divestitures, significant property and other impairments, net of
insurance recovery, certain regulatory and litigation matters, significant pension settlements, impairments in goodwill and
equity method investments, and certain acquisition-related expenses, including transaction and integration expenses, due
diligence expenses, professional and legal fees, purchase accounting adjustments for inventory, order backlog, intangible
amortization, changes in the fair value of deferred acquisition payments and economic hedging instruments on commercial
paper, and impacts related to the Russia-Ukraine conflict. Note that while amortization of acquired intangible assets is excluded
from non-GAAP adjusted financial measures, the revenue of the acquired entities and all other expenses unless otherwise
stated, are reflected in Adjusted EBIT and adjusted net income and the acquired assets contribute to revenue generation.
This adjusted information should not be construed as an alternative to results determined in accordance with U.S.
GAAP. We use the non-GAAP measures to evaluate operating performance and believe that these non-GAAP measures are
useful to enable investors and other external parties to perform comparisons of our current and historical performance.
Add: 2018/2019 Restructuring programs (1)
Add: Amortization of acquired intangible assets from business combinations (2)
years 2023, 2022, and 2021 is as follows:
($ in millions)
Net income attributable to Amcor plc, as reported
Add: Net income attributable to non-controlling interests
Net income
Add: Income tax expense
Add: Interest expense
Less: Interest income
EBIT
Add: Impact of hyperinflation (3)
Add: Pension settlements (4)
Add/(Less): Net (gain)/loss on disposals (5)
Add: Property and other losses, net (6)
Add/(Less): Russia-Ukraine conflict impacts (7)
Less: Adjustments to income tax expense (9)
Add/(Less): Other (8)
Adjusted EBIT
Less: Income tax expense
Less: Interest expense
Add: Interest income
Adjusted net income
Less: Net income attributable to non-controlling interests
Years ended June 30,
2023
2022
2021
$
1,048 $
805 $
(31)
(24)
10
1,058
193
290
1,510
—
160
24
5
—
2
(90)
(3)
1,608
(193)
(57)
(290)
31
(10)
10
815
300
159
1,250
37
163
16
8
10
13
200
4
1,701
(300)
(32)
(159)
24
(10)
939
12
951
261
153
(14)
1,351
88
165
19
—
(9)
—
—
7
1,621
(261)
(51)
(153)
14
(12)
$
1,089 $
1,224 $
1,158
(1) 2018/2019 Restructuring programs include restructuring and related expenses for the 2019 Bemis Integration Plan for fiscal year
2022, and 2018 Rigid Packaging Restructuring Plan and the 2019 Bemis Integration Plan for fiscal year 2021. Refer to Note 7,
"Restructuring," for more information.
35
36
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
51
Supplemental Guarantor Information
Basis of Preparation
Amcor plc, along with certain wholly owned subsidiary guarantors, guarantee the following senior notes issued by the
wholly owned subsidiaries, Amcor Flexibles North America, Inc., Amcor UK Finance plc, and Amcor Finance (USA), Inc.
•
•
•
•
•
•
•
•
$500 million, 4.000% Guaranteed Senior Notes due 2025 of Amcor Flexibles North America, Inc.
$300 million, 3.100% Guaranteed Senior Notes due 2026 of Amcor Flexibles North America, Inc.
$600 million, 3.625% Guaranteed Senior Notes due 2026 of Amcor Flexibles North America, Inc.
$500 million, 4.500% Guaranteed Senior Notes due 2028 of Amcor Flexibles North America, Inc.
$500 million, 2.630% Guaranteed Senior Notes due 2030 of Amcor Flexibles North America, Inc.
$800 million, 2.690% Guaranteed Senior Notes due 2031 of Amcor Flexibles North America, Inc.
€500 million, 1.125% Guaranteed Senior Notes due 2027 of Amcor UK Finance plc
$500 million, 5.625% Guaranteed Senior Notes due 2033 of Amcor Finance (USA), Inc.
The six notes issued by Amcor Flexibles North America, Inc. are guaranteed by its parent entity, Amcor plc, and the
subsidiary guarantors Amcor Pty Ltd, Amcor Finance (USA), Inc., and Amcor UK Finance plc. The note issued by Amcor UK
Finance plc is guaranteed by its parent entity, Amcor plc, and the subsidiary guarantors Amcor Pty Ltd, Amcor Flexibles North
America, Inc., and Amcor Finance (USA), Inc. The note issued by Amcor Finance (USA), Inc. is guaranteed by its ultimate
parent entity, Amcor plc, and the subsidiary guarantors Amcor Pty Ltd, Amcor Flexibles North America, Inc., and Amcor UK
Finance plc.
All guarantors fully, unconditionally, and irrevocably guarantee, on a joint and several basis, to each holder of the
notes, the due and punctual payment of the principal of, and any premium and interest on, such note and all other amounts
payable, when and as the same shall become due and payable, whether at stated maturity, by declaration of acceleration, call for
redemption or otherwise, in accordance with the terms of the notes and related indenture. The obligations of the applicable
guarantors under their guarantees will be limited as necessary to recognize certain defenses generally available to guarantors
(including those that relate to fraudulent conveyance or transfer, voidable preference, financial assistance, corporate purpose, or
similar laws) under applicable law. The guarantees will be unsecured and unsubordinated obligations of the guarantors and will
rank equally with all existing and future unsecured and unsubordinated debt of each guarantor. None of our other subsidiaries
guarantee such notes. The issuers and guarantors conduct large parts of their operations through other subsidiaries of Amcor
plc.
Amcor Flexibles North America, Inc. is incorporated in Missouri in the United States, Amcor UK Finance plc is
incorporated in England and Wales, United Kingdom, Amcor Finance (USA), Inc. is incorporated in Delaware in the United
States, and the guarantors are incorporated under the laws of Jersey, Australia, the United States, and England and Wales and,
therefore, insolvency proceedings with respect to the issuers and guarantors could proceed under, and be governed by, among
others, Jersey, Australian, United States, or English insolvency law, as the case may be, if either issuer or any guarantor defaults
on its obligations under the applicable Notes or Guarantees, respectively.
Set forth below is the summarized financial information of the combined Obligor Group made up of Amcor plc (as
parent guarantor), Amcor Flexibles North America, Inc., Amcor UK Finance plc, and Amcor Finance (USA), Inc. (as
subsidiary issuers of the notes and guarantors of each other’s notes), and Amcor Pty Ltd (as the remaining subsidiary
guarantor).
The following summarized financial information is presented for the parent, issuer, and guarantor subsidiaries
("Obligor Group") on a combined basis after elimination of intercompany transactions between entities in the combined group
and amounts related to investments in any subsidiary that is a non-guarantor.
This information is not intended to present the financial position or results of operations of the combined group of
companies in accordance with U.S. GAAP.
Statement of Income for Obligor Group
(in millions)
(1) Includes $1,993 million net intercompany income from Amcor entities from outside the Obligor Group, mainly attributable to
intercompany dividends and intercompany interest income.
Balance Sheet for Obligor Group
(in millions)
For the year ended June 30,
Net sales - external
Net sales - to subsidiaries outside the Obligor Group
Total net sales
Gross profit
Net income (1)
Net income attributable to non-controlling interests
Net income attributable to Obligor Group
Current assets - due from subsidiaries outside the Obligor Group
Non-current assets - due from subsidiaries outside the Obligor Group
Assets
Liabilities
As of June 30,
Current assets - external
Total current assets
Non-current assets - external
Total non-current assets
Total assets
Current liabilities - external
Total current liabilities
Non-current liabilities - external
Total non-current liabilities
Total liabilities
Current liabilities - due to subsidiaries outside the Obligor Group
Non-current liabilities - due to subsidiaries outside the Obligor Group
$
$
$
$
$
$
$
$
2023
2023
1,065
6
1,071
187
1,583
—
1,583
1,184
190
1,374
1,415
10,992
12,407
13,781
1,912
37
1,949
6,801
9,917
16,718
18,667
37
38
Amcor Annual Report 2023
Supplemental Guarantor Information
Basis of Preparation
FINAL
FINAL
Form10-K
51
Form10-K
52
Amcor plc, along with certain wholly owned subsidiary guarantors, guarantee the following senior notes issued by the
wholly owned subsidiaries, Amcor Flexibles North America, Inc., Amcor UK Finance plc, and Amcor Finance (USA), Inc.
•
•
•
•
•
•
•
•
$500 million, 4.000% Guaranteed Senior Notes due 2025 of Amcor Flexibles North America, Inc.
$300 million, 3.100% Guaranteed Senior Notes due 2026 of Amcor Flexibles North America, Inc.
$600 million, 3.625% Guaranteed Senior Notes due 2026 of Amcor Flexibles North America, Inc.
$500 million, 4.500% Guaranteed Senior Notes due 2028 of Amcor Flexibles North America, Inc.
$500 million, 2.630% Guaranteed Senior Notes due 2030 of Amcor Flexibles North America, Inc.
$800 million, 2.690% Guaranteed Senior Notes due 2031 of Amcor Flexibles North America, Inc.
€500 million, 1.125% Guaranteed Senior Notes due 2027 of Amcor UK Finance plc
$500 million, 5.625% Guaranteed Senior Notes due 2033 of Amcor Finance (USA), Inc.
The six notes issued by Amcor Flexibles North America, Inc. are guaranteed by its parent entity, Amcor plc, and the
subsidiary guarantors Amcor Pty Ltd, Amcor Finance (USA), Inc., and Amcor UK Finance plc. The note issued by Amcor UK
Finance plc is guaranteed by its parent entity, Amcor plc, and the subsidiary guarantors Amcor Pty Ltd, Amcor Flexibles North
America, Inc., and Amcor Finance (USA), Inc. The note issued by Amcor Finance (USA), Inc. is guaranteed by its ultimate
parent entity, Amcor plc, and the subsidiary guarantors Amcor Pty Ltd, Amcor Flexibles North America, Inc., and Amcor UK
Finance plc.
All guarantors fully, unconditionally, and irrevocably guarantee, on a joint and several basis, to each holder of the
notes, the due and punctual payment of the principal of, and any premium and interest on, such note and all other amounts
payable, when and as the same shall become due and payable, whether at stated maturity, by declaration of acceleration, call for
redemption or otherwise, in accordance with the terms of the notes and related indenture. The obligations of the applicable
guarantors under their guarantees will be limited as necessary to recognize certain defenses generally available to guarantors
(including those that relate to fraudulent conveyance or transfer, voidable preference, financial assistance, corporate purpose, or
similar laws) under applicable law. The guarantees will be unsecured and unsubordinated obligations of the guarantors and will
rank equally with all existing and future unsecured and unsubordinated debt of each guarantor. None of our other subsidiaries
guarantee such notes. The issuers and guarantors conduct large parts of their operations through other subsidiaries of Amcor
plc.
Amcor Flexibles North America, Inc. is incorporated in Missouri in the United States, Amcor UK Finance plc is
incorporated in England and Wales, United Kingdom, Amcor Finance (USA), Inc. is incorporated in Delaware in the United
States, and the guarantors are incorporated under the laws of Jersey, Australia, the United States, and England and Wales and,
therefore, insolvency proceedings with respect to the issuers and guarantors could proceed under, and be governed by, among
others, Jersey, Australian, United States, or English insolvency law, as the case may be, if either issuer or any guarantor defaults
on its obligations under the applicable Notes or Guarantees, respectively.
Set forth below is the summarized financial information of the combined Obligor Group made up of Amcor plc (as
parent guarantor), Amcor Flexibles North America, Inc., Amcor UK Finance plc, and Amcor Finance (USA), Inc. (as
subsidiary issuers of the notes and guarantors of each other’s notes), and Amcor Pty Ltd (as the remaining subsidiary
guarantor).
The following summarized financial information is presented for the parent, issuer, and guarantor subsidiaries
("Obligor Group") on a combined basis after elimination of intercompany transactions between entities in the combined group
and amounts related to investments in any subsidiary that is a non-guarantor.
This information is not intended to present the financial position or results of operations of the combined group of
companies in accordance with U.S. GAAP.
Statement of Income for Obligor Group
(in millions)
For the year ended June 30,
Net sales - external
Net sales - to subsidiaries outside the Obligor Group
Total net sales
Gross profit
Net income (1)
Net income attributable to non-controlling interests
Net income attributable to Obligor Group
2023
$
$
$
$
(1) Includes $1,993 million net intercompany income from Amcor entities from outside the Obligor Group, mainly attributable to
intercompany dividends and intercompany interest income.
Balance Sheet for Obligor Group
(in millions)
As of June 30,
Current assets - external
Assets
Current assets - due from subsidiaries outside the Obligor Group
Total current assets
Non-current assets - external
Non-current assets - due from subsidiaries outside the Obligor Group
Total non-current assets
Total assets
Current liabilities - external
Liabilities
Current liabilities - due to subsidiaries outside the Obligor Group
Total current liabilities
Non-current liabilities - external
Non-current liabilities - due to subsidiaries outside the Obligor Group
Total non-current liabilities
Total liabilities
2023
$
$
$
$
1,065
6
1,071
187
1,583
—
1,583
1,184
190
1,374
1,415
10,992
12,407
13,781
1,912
37
1,949
6,801
9,917
16,718
18,667
37
38
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
53
Liquidity and Capital Resources
extend the debt beyond 12 months. The current portion of long-term debt consists of debt amounts repayable within a year after
We finance our business primarily through cash flows provided by operating activities, borrowings from banks, and
proceeds from issuances of debt and equity. We periodically review our capital structure and liquidity position in light of
market conditions, expected future cash flows, potential funding requirements for debt refinancing, capital expenditures and
acquisitions, the cost of capital, sensitivity analyses reflecting downside scenarios, the impact on our financial metrics and
credit ratings, and our ease of access to funding sources.
We believe that our cash flows provided by operating activities, together with borrowings available under our credit
facilities and access to the commercial paper market, backstopped by our bank debt facilities, will continue to provide sufficient
liquidity to fund our operations, capital expenditures, and other commitments, including dividends and purchases of our
ordinary shares and CHESS Depositary Instruments under authorized share repurchase programs, into the foreseeable future.
Overview
($ in millions)
Net cash provided by operating activities
Net cash used in investing activities
Net cash used in financing activities
Cash Flow Overview
Net Cash Provided by Operating Activities
Year Ended June 30,
2023
2022
$
1,261 $
(309)
(1,025)
1,526
(527)
(891)
Net cash provided by operating activities decreased by $265 million in fiscal year 2023, compared to fiscal year 2022.
The decrease in cash flow reflects lower accounts payable balances resulting from moderated purchasing activities due to
inventory reduction initiatives, higher interest payments, and lower sales volumes in fiscal year 2023.
Net Cash Used in Investing Activities
Dividend Payments
Net cash used in investing activities decreased by $218 million in fiscal year 2023, compared to fiscal year 2022. The
decrease is mainly driven by the disposal proceeds collected from the sale of the Russian business in the current period,
partially offset by business acquisitions and equity method and other investments.
In fiscal years 2023, 2022, and 2021, we paid $723 million, $732 million, and $742 million, respectively, in dividends.
The dividend per share has increased in each of the years, with the total amount paid declining due to repurchase of shares
Net Cash Used in Financing Activities
Net cash used in financing activities increased by $134 million in fiscal year 2023, compared to fiscal year 2022. The
change is primarily due to lower net debt drawdowns, partially offset by lower share buybacks in the current period as
compared to the prior period.
Net Debt
We borrow from financial institutions and debt investors in the form of bank overdrafts, bank loans, corporate bonds,
unsecured notes, and commercial paper. We have a mixture of fixed and floating interest rates and use interest rate swaps to
provide further flexibility in managing the interest cost of borrowings.
At the end of October 2022, we entered into two interest rate swap contracts for a total notional amount of $1.25
billion. Under the terms of the contracts, we paid a weighted average fixed rate of interest of 4.53% and received a variable rate
of interest, based on compound overnight SOFR, from November 1, 2022, through June 30, 2023, settled monthly. In March
2023, we entered into two additional interest rate swap contracts for a total notional amount of $1.2 billion. Under the terms of
the contracts, we will pay a weighted average fixed rate of interest of 3.88% and receive a variable rate of interest based on 1-
month Term SOFR. The swaps are effective as of July 1, 2023, and mature on June 30, 2024. The interest rate swap contracts
economically hedge the SOFR component of our forecasted commercial paper issuances.
Short-term debt consists of bank debt with a duration of less than 12 months and bank overdrafts which are classified
as current due to the short-term nature of the borrowings, except where we have the ability and intent to refinance and as such
39
40
the balance sheet date.
Our primary bank debt facilities and notes are unsecured and subject to negative pledge arrangements limiting the
amount of secured indebtedness we can incur to 10.0% of our total tangible assets, subject to some exceptions and variations by
facility. In addition, the covenants of the bank debt facilities require us to maintain a leverage ratio not higher than 3.9 times.
The negative pledge arrangements and the financial covenants are defined in the related debt agreements. As of June 30, 2023,
we were in compliance with all applicable covenants under our bank debt facilities.
Our net debt as of June 30, 2023, and June 30, 2022 was $6.1 billion and $5.7 billion, respectively.
Debt Facilities and Refinancing
As of June 30, 2023, we had undrawn credit facilities available in the amount of $1.3 billion. Our senior facilities are
available to fund working capital, growth capital expenditures, and refinancing obligations and are provided to us by two bank
syndicates. These facilities mature in April 2025 and April 2027, respectively, and the revolving tranches have two 12-month
options available to extend the maturity date.
As of June 30, 2023, the revolving senior bank debt facilities had an aggregate limit of $3.8 billion, of which
$2.5 billion had been drawn (inclusive of amounts drawn under commercial paper programs reducing the overall balance of
available senior facilities). Subject to certain conditions, we can request the total commitment level under each agreement to be
increased by up to $500 million. For further information, refer to Note 14, "Debt."
On May 26, 2023, we issued U.S. dollar notes with a principal amount of $500 million and a contractual maturity in
May 2033. The notes pay a coupon of 5.63% per annum, payable semi-annually in arrears. The proceeds of the issuance were
used to refinance a portion of our U.S. dollar commercial paper outstanding.
On March 22, 2023, we redeemed Euro bonds of €300 million (equivalent to $322 million) at maturity. The
redemption was funded with commercial paper. The notes carried an interest rate of 2.75%.
under announced share buyback programs.
Credit Rating
Our capital structure and financial practices have earned us investment grade credit ratings from two internationally
recognized credit rating agencies. These investment grade credit ratings are important to our ability to issue debt at favorable
rates of interest, for various terms, and from a diverse range of markets that are highly liquid, including European and U.S. debt
capital markets and from global financial institutions.
Share Repurchases
On August 17, 2022, our Board of Directors approved a $400 million buyback of ordinary shares and/or CHESS
Depositary Instruments ("CDIs") and this program has been completed in fiscal year 2023. Further, on February 7, 2023, our
Board of Directors approved an additional buyback of up to $100 million of ordinary shares and/or CDIs in the following
twelve months. During the fiscal year ended June 30, 2023, we repurchased approximately $431 million, excluding transaction
costs, or 41 million shares. The shares repurchased were canceled upon repurchase.
We had cash outflows of $221 million, $143 million, and $8 million for the purchase of our shares in the open market
during fiscal years 2023, 2022, and 2021, respectively, as treasury shares to satisfy the vesting and exercises of share-based
compensation awards. As of June 30, 2023, 2022, and 2021, we held treasury shares at cost of $12 million, $18 million, and
$29 million, representing 1 million, 2 million, and 3 million shares, respectively.
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
53
Form10-K
54
Liquidity and Capital Resources
We finance our business primarily through cash flows provided by operating activities, borrowings from banks, and
proceeds from issuances of debt and equity. We periodically review our capital structure and liquidity position in light of
market conditions, expected future cash flows, potential funding requirements for debt refinancing, capital expenditures and
acquisitions, the cost of capital, sensitivity analyses reflecting downside scenarios, the impact on our financial metrics and
credit ratings, and our ease of access to funding sources.
We believe that our cash flows provided by operating activities, together with borrowings available under our credit
extend the debt beyond 12 months. The current portion of long-term debt consists of debt amounts repayable within a year after
the balance sheet date.
Our primary bank debt facilities and notes are unsecured and subject to negative pledge arrangements limiting the
amount of secured indebtedness we can incur to 10.0% of our total tangible assets, subject to some exceptions and variations by
facility. In addition, the covenants of the bank debt facilities require us to maintain a leverage ratio not higher than 3.9 times.
The negative pledge arrangements and the financial covenants are defined in the related debt agreements. As of June 30, 2023,
we were in compliance with all applicable covenants under our bank debt facilities.
facilities and access to the commercial paper market, backstopped by our bank debt facilities, will continue to provide sufficient
Our net debt as of June 30, 2023, and June 30, 2022 was $6.1 billion and $5.7 billion, respectively.
liquidity to fund our operations, capital expenditures, and other commitments, including dividends and purchases of our
ordinary shares and CHESS Depositary Instruments under authorized share repurchase programs, into the foreseeable future.
Debt Facilities and Refinancing
Overview
($ in millions)
Net cash provided by operating activities
Net cash used in investing activities
Net cash used in financing activities
Cash Flow Overview
Net Cash Provided by Operating Activities
Year Ended June 30,
2023
2022
$
1,261 $
(309)
(1,025)
1,526
(527)
(891)
Net cash provided by operating activities decreased by $265 million in fiscal year 2023, compared to fiscal year 2022.
The decrease in cash flow reflects lower accounts payable balances resulting from moderated purchasing activities due to
inventory reduction initiatives, higher interest payments, and lower sales volumes in fiscal year 2023.
As of June 30, 2023, we had undrawn credit facilities available in the amount of $1.3 billion. Our senior facilities are
available to fund working capital, growth capital expenditures, and refinancing obligations and are provided to us by two bank
syndicates. These facilities mature in April 2025 and April 2027, respectively, and the revolving tranches have two 12-month
options available to extend the maturity date.
As of June 30, 2023, the revolving senior bank debt facilities had an aggregate limit of $3.8 billion, of which
$2.5 billion had been drawn (inclusive of amounts drawn under commercial paper programs reducing the overall balance of
available senior facilities). Subject to certain conditions, we can request the total commitment level under each agreement to be
increased by up to $500 million. For further information, refer to Note 14, "Debt."
On May 26, 2023, we issued U.S. dollar notes with a principal amount of $500 million and a contractual maturity in
May 2033. The notes pay a coupon of 5.63% per annum, payable semi-annually in arrears. The proceeds of the issuance were
used to refinance a portion of our U.S. dollar commercial paper outstanding.
On March 22, 2023, we redeemed Euro bonds of €300 million (equivalent to $322 million) at maturity. The
redemption was funded with commercial paper. The notes carried an interest rate of 2.75%.
Net Cash Used in Investing Activities
Dividend Payments
Net cash used in investing activities decreased by $218 million in fiscal year 2023, compared to fiscal year 2022. The
decrease is mainly driven by the disposal proceeds collected from the sale of the Russian business in the current period,
partially offset by business acquisitions and equity method and other investments.
In fiscal years 2023, 2022, and 2021, we paid $723 million, $732 million, and $742 million, respectively, in dividends.
The dividend per share has increased in each of the years, with the total amount paid declining due to repurchase of shares
under announced share buyback programs.
Net Cash Used in Financing Activities
Credit Rating
Net cash used in financing activities increased by $134 million in fiscal year 2023, compared to fiscal year 2022. The
change is primarily due to lower net debt drawdowns, partially offset by lower share buybacks in the current period as
compared to the prior period.
Net Debt
We borrow from financial institutions and debt investors in the form of bank overdrafts, bank loans, corporate bonds,
unsecured notes, and commercial paper. We have a mixture of fixed and floating interest rates and use interest rate swaps to
provide further flexibility in managing the interest cost of borrowings.
At the end of October 2022, we entered into two interest rate swap contracts for a total notional amount of $1.25
billion. Under the terms of the contracts, we paid a weighted average fixed rate of interest of 4.53% and received a variable rate
of interest, based on compound overnight SOFR, from November 1, 2022, through June 30, 2023, settled monthly. In March
2023, we entered into two additional interest rate swap contracts for a total notional amount of $1.2 billion. Under the terms of
the contracts, we will pay a weighted average fixed rate of interest of 3.88% and receive a variable rate of interest based on 1-
month Term SOFR. The swaps are effective as of July 1, 2023, and mature on June 30, 2024. The interest rate swap contracts
economically hedge the SOFR component of our forecasted commercial paper issuances.
Short-term debt consists of bank debt with a duration of less than 12 months and bank overdrafts which are classified
as current due to the short-term nature of the borrowings, except where we have the ability and intent to refinance and as such
Our capital structure and financial practices have earned us investment grade credit ratings from two internationally
recognized credit rating agencies. These investment grade credit ratings are important to our ability to issue debt at favorable
rates of interest, for various terms, and from a diverse range of markets that are highly liquid, including European and U.S. debt
capital markets and from global financial institutions.
Share Repurchases
On August 17, 2022, our Board of Directors approved a $400 million buyback of ordinary shares and/or CHESS
Depositary Instruments ("CDIs") and this program has been completed in fiscal year 2023. Further, on February 7, 2023, our
Board of Directors approved an additional buyback of up to $100 million of ordinary shares and/or CDIs in the following
twelve months. During the fiscal year ended June 30, 2023, we repurchased approximately $431 million, excluding transaction
costs, or 41 million shares. The shares repurchased were canceled upon repurchase.
We had cash outflows of $221 million, $143 million, and $8 million for the purchase of our shares in the open market
during fiscal years 2023, 2022, and 2021, respectively, as treasury shares to satisfy the vesting and exercises of share-based
compensation awards. As of June 30, 2023, 2022, and 2021, we held treasury shares at cost of $12 million, $18 million, and
$29 million, representing 1 million, 2 million, and 3 million shares, respectively.
39
40
Amcor Annual Report 2023
We expect long-term future funding needs to primarily relate to refinancing and servicing our outstanding financial
liabilities maturing as outlined above and to finance our capital expenditure and payments for acquisitions that may be
the cash flow provided by operating activities available to the business and management of the capital of the business, in
particular through issuance of commercial paper and debt securities on a regular basis. We decide on discretionary growth
capital expenditures and acquisitions individually based on, among other factors, the return on investment after related
financing costs and the payback period of required upfront cash investments in light of our mid-term liquidity planning
covering a period of four years post the current fiscal year. Our long-term access to liquidity depends on both our results of
operations and on the availability of funding in financial markets.
FINAL
FINAL
Form10-K
55
Material Cash Requirements
Our material cash requirements for future periods from known contractual obligations are included below. We expect
completed. We expect to continue to fund our long-term business needs on the same basis as in the past, i.e., partially through
to fund these cash requirements primarily through cash flows provided by operating activities, borrowings from banks, and
proceeds from issuances of debt and equity. These amounts reflect material cash requirements for which we are contractually
committed.
•
•
•
•
•
•
Debt obligations: Refer to Note 14, “Debt” of the notes to consolidated financial statements for additional information
about our debt obligations and the related timing of these expected payments.
Interest payments: Refer to Note 14, “Debt” of the notes to consolidated financial statements for additional information
about our interest payments and the related timing of the expected payments.
Operating and finance leases: Refer to Note 15, “Leases” of the notes to consolidated financial statements for
information about our lease obligations and the related timing of the expected payments.
Employee benefit plan obligations: Refer to Note 13, “Pension Plans” of the notes to consolidated financial statements
for additional information about our employee benefit plan obligations and the related timing of the expected
payments.
Capital expenditures: As of June 30, 2023, we have $249 million in committed capital expenditures for the fiscal year
2024.
Other purchase obligations: Amcor has other purchase obligations, including commitments to purchase a specified
minimum amount of goods, inclusive of raw materials, utilities, and other. These obligations are legally binding and
non-cancellable. Where we are unable to determine the periods in which these obligations could be payable under
these contracts, we present the cash requirement in the earliest period in which the minimum obligation could be
payable. The estimated future cash outlays are approximately $1.1 billion, $450 million, $250 million, $100 million,
and $100 million in fiscal years 2024, 2025, 2026, 2027, and 2028, respectively.
Off-Balance Sheet Arrangements
Other than as described under "Material Cash Requirements" as of June 30, 2023, we had no significant off-balance
sheet contractual obligations or other commitments.
Liquidity Risk and Outlook
Liquidity risk arises from the possibility that we might encounter difficulty in settling our debts or otherwise meeting
our obligations related to financial liabilities. We manage liquidity risk centrally and such management involves maintaining
available funding and ensuring that we have access to an adequate amount of committed credit facilities. Due to the dynamic
nature of our business, the aim is to maintain flexibility within our funding structure through the use of bank overdrafts, bank
loans, corporate bonds, unsecured notes, and commercial paper. The following guidelines are used to manage our liquidity risk:
• maintaining minimum undrawn committed liquidity of at least $200 million that can be drawn at short notice;
•
regularly performing a comprehensive analysis of all cash inflows and outflows in relation to operational, investing,
and financing activities;
generally using tradable instruments only in highly liquid markets;
•
• maintaining a senior credit investment grade rating with a reputable independent rating agency;
• managing credit risk related to financial assets;
• monitoring the duration of long-term debt;
•
•
only investing surplus cash with major financial institutions or well diversified money market funds; and
to the extent practicable, spreading the maturity dates of long-term debt facilities.
Our three- and five-year syndicated facility agreements each provide a revolving credit facility of $1.9 billion, $3.8
billion in total. The facilities are unsecured and have contractual maturities in April 2025 and April 2027, respectively. The
agreements include customary terms and conditions for a syndicated facility of this nature, and the revolving tranches have two
12-month options available to extend the maturity date.
As of June 30, 2023, and 2022, an aggregate principal amount of $2.5 billion and $2.4 billion, respectively, was drawn
under commercial paper programs. However, such programs are backstopped by committed bank syndicated loan facilities with
maturities in April 2025 ($1.9 billion), and April 2027 ($1.9 billion), with an option to extend, under which we had $1.3 billion
in unused capacity remaining as of June 30, 2023.
41
42
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
55
Form10-K
56
We expect long-term future funding needs to primarily relate to refinancing and servicing our outstanding financial
liabilities maturing as outlined above and to finance our capital expenditure and payments for acquisitions that may be
completed. We expect to continue to fund our long-term business needs on the same basis as in the past, i.e., partially through
the cash flow provided by operating activities available to the business and management of the capital of the business, in
particular through issuance of commercial paper and debt securities on a regular basis. We decide on discretionary growth
capital expenditures and acquisitions individually based on, among other factors, the return on investment after related
financing costs and the payback period of required upfront cash investments in light of our mid-term liquidity planning
covering a period of four years post the current fiscal year. Our long-term access to liquidity depends on both our results of
operations and on the availability of funding in financial markets.
Material Cash Requirements
Our material cash requirements for future periods from known contractual obligations are included below. We expect
to fund these cash requirements primarily through cash flows provided by operating activities, borrowings from banks, and
proceeds from issuances of debt and equity. These amounts reflect material cash requirements for which we are contractually
committed.
•
•
•
•
•
•
•
•
•
•
Debt obligations: Refer to Note 14, “Debt” of the notes to consolidated financial statements for additional information
about our debt obligations and the related timing of these expected payments.
Interest payments: Refer to Note 14, “Debt” of the notes to consolidated financial statements for additional information
about our interest payments and the related timing of the expected payments.
Operating and finance leases: Refer to Note 15, “Leases” of the notes to consolidated financial statements for
information about our lease obligations and the related timing of the expected payments.
Employee benefit plan obligations: Refer to Note 13, “Pension Plans” of the notes to consolidated financial statements
for additional information about our employee benefit plan obligations and the related timing of the expected
Capital expenditures: As of June 30, 2023, we have $249 million in committed capital expenditures for the fiscal year
payments.
2024.
Other purchase obligations: Amcor has other purchase obligations, including commitments to purchase a specified
minimum amount of goods, inclusive of raw materials, utilities, and other. These obligations are legally binding and
non-cancellable. Where we are unable to determine the periods in which these obligations could be payable under
these contracts, we present the cash requirement in the earliest period in which the minimum obligation could be
payable. The estimated future cash outlays are approximately $1.1 billion, $450 million, $250 million, $100 million,
and $100 million in fiscal years 2024, 2025, 2026, 2027, and 2028, respectively.
Off-Balance Sheet Arrangements
sheet contractual obligations or other commitments.
Liquidity Risk and Outlook
Other than as described under "Material Cash Requirements" as of June 30, 2023, we had no significant off-balance
Liquidity risk arises from the possibility that we might encounter difficulty in settling our debts or otherwise meeting
our obligations related to financial liabilities. We manage liquidity risk centrally and such management involves maintaining
available funding and ensuring that we have access to an adequate amount of committed credit facilities. Due to the dynamic
nature of our business, the aim is to maintain flexibility within our funding structure through the use of bank overdrafts, bank
loans, corporate bonds, unsecured notes, and commercial paper. The following guidelines are used to manage our liquidity risk:
• maintaining minimum undrawn committed liquidity of at least $200 million that can be drawn at short notice;
regularly performing a comprehensive analysis of all cash inflows and outflows in relation to operational, investing,
and financing activities;
generally using tradable instruments only in highly liquid markets;
• maintaining a senior credit investment grade rating with a reputable independent rating agency;
• managing credit risk related to financial assets;
• monitoring the duration of long-term debt;
only investing surplus cash with major financial institutions or well diversified money market funds; and
to the extent practicable, spreading the maturity dates of long-term debt facilities.
Our three- and five-year syndicated facility agreements each provide a revolving credit facility of $1.9 billion, $3.8
billion in total. The facilities are unsecured and have contractual maturities in April 2025 and April 2027, respectively. The
agreements include customary terms and conditions for a syndicated facility of this nature, and the revolving tranches have two
12-month options available to extend the maturity date.
As of June 30, 2023, and 2022, an aggregate principal amount of $2.5 billion and $2.4 billion, respectively, was drawn
under commercial paper programs. However, such programs are backstopped by committed bank syndicated loan facilities with
maturities in April 2025 ($1.9 billion), and April 2027 ($1.9 billion), with an option to extend, under which we had $1.3 billion
in unused capacity remaining as of June 30, 2023.
41
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Amcor Annual Report 2023
FINAL
FINAL
Form10-K
57
Critical Accounting Estimates and Judgments
Our discussion and analysis of our financial condition and results of operations is based on our consolidated financial
statements, which have been prepared in accordance with U.S. GAAP. The preparation of these financial statements requires us
to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent
assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. On
an ongoing basis, we evaluate our estimates and judgments, including those related to retirement benefits, intangible assets,
goodwill, and expected future performance of operations. Our estimates and judgments are based on historical experience and
various other factors that are believed to be reasonable under the circumstances. Actual results may differ from these estimates
under different assumptions or conditions.
We believe the following are critical accounting estimates used in the preparation of our consolidated financial
statements. The critical accounting estimates discussed below should be read together with our significant accounting policies
in Note 2, “Significant Accounting Policies,” of the notes to our consolidated financial statements.
Pensions
The majority of our principal defined benefit plans are closed to new entrants and future accruals. The accounting for
defined benefit pension plans requires us to recognize the overfunded or underfunded status of the pension plans on our balance
sheet. A significant portion of our pension amounts relates to our defined benefit plans in the United States, Switzerland, United
Kingdom, and Germany. The net periodic pension cost recorded in fiscal year 2023 was $11 million, compared to net periodic
pension cost of $12 million in fiscal year 2022 and $15 million in fiscal year 2021. We expect net periodic pension cost before
the effect of income taxes for fiscal year 2024 to be approximately $11 million.
For our sponsored plans, the relevant accounting guidance requires management to make certain assumptions relating
to the long-term rate of return on plan assets, discount rates used to determine the present value of future obligations and
expenses, salary inflation rates, mortality rates, and other assumptions. We believe the accounting estimates related to our
pension plans are critical accounting estimates because they are highly susceptible to change from period to period based on the
performance of plan assets, actuarial valuations, market conditions, and contracted benefit changes. The selection of
assumptions is based on historical trends, known economic and market conditions at the time of valuation, and independent
studies of trends performed by our actuaries. However, actual results may differ substantially from the estimates that were
based on the critical assumptions.
The difference between the fair value of plan assets and the projected benefit obligation of a pension plan must be
recorded on the consolidated balance sheets as an asset, in the case of an overfunded plan, or as a liability, in the case of an
underfunded plan. Gains or losses and prior service costs or credits that arise but are not recognized as components of pension
cost are recorded as a component of other comprehensive income/(loss). Pension plan liabilities are revalued annually, or when
an event occurs that requires remeasurement, based on updated assumptions and information about the individuals covered by
the plan. Accumulated actuarial gains and losses in excess of a 10 percent corridor and the prior service cost are amortized on a
straight-line basis from the date recognized over the average remaining service period of active participants or over the average
life expectancy for plans with significant inactive participants.
We review annually the discount rates used to calculate the present value of pension plan liabilities. The discount rates
used at each measurement date is determined based on a high-quality corporate bond yield curve, derived based on bond
universe information sourced from reputable third-party indexes, data providers, and rating agencies. In countries where there is
not a deep market for corporate bonds, we generally use a government bond approach to set the discount rate. Additionally, the
expected long-term rates of return on plan assets is derived for each benefit plan by considering the expected future long-term
return assumption for each individual asset class. A single long-term return assumption is then derived for each plan based on
the plan's target asset allocation.
Pension Assumptions Sensitivity Analysis
The following chart depicts the sensitivity of estimated fiscal year 2024 pension expense to incremental changes in the
weighted average discount rate and expected long-term rate of return on assets.
Total Increase/
(Decrease) to
Pension Expense
from Current
Assumption
Total Increase/
(Decrease) to
Pension Expense
from Current
Assumption
(3)
—
3
(in $ millions)
Rate of Return on Plan Assets
(in $ millions)
4.26 percent (current assumption)
— 5.47 percent (current assumption)
1 +25 basis points
(1) -25 basis points
Discount Rate
+25 basis points
-25 basis points
Goodwill and Other Intangible Assets
Goodwill represents the excess of the aggregate purchase price over the fair value of net assets acquired, including
intangible assets. Goodwill is not amortized but is instead tested for impairment annually in the fourth quarter of each fiscal
year, or when events and circumstances indicate an impairment may have occurred. Our reporting units each contain goodwill
that is assessed for potential impairment. All goodwill is assigned to a reporting unit, which we have defined as an operating
segment, based on the relative fair value of the reporting unit at the time of each acquisition. We have six reporting units, of
which five are included in our Flexibles reportable segment. The other reporting unit, Rigid Packaging, is also a reportable
segment.
In our impairment analysis, we may elect to first assess qualitative factors to determine whether a quantitative test is
necessary. If we determine that a quantitative test is necessary or elect to perform a quantitative test instead of the qualitative
test, we derive an estimate of fair values for each of our reporting units using income approaches. The most significant
assumptions used in the determination of the estimated fair value of the reporting units are revenue growth, projected operating
income growth, market multiples, terminal values, and discount rates. When the carrying value of a reporting unit exceeds its
fair value, we recognize an impairment loss equal to the difference between the carrying value and estimated fair value of the
reporting unit, adjusted for any tax benefits, limited to the amount of the carrying value of goodwill.
Our estimates associated with the goodwill impairment tests are considered critical due to the amount of goodwill
recorded on our consolidated balance sheets and the judgment required in determining fair value amounts, including projected
future cash flows. Judgment is also used in assessing whether goodwill should be tested more frequently for impairment than
annually. Factors such as a significant decrease in expected net earnings, adverse equity market conditions, and other external
events, such as significant inflation and rising interest rates, may result in the need for more frequent assessments.
Intangible assets consist primarily of purchased customer relationships, technology, trademarks, and software and are
amortized using the straight-line method over their estimated useful lives, ranging from one to twenty years. We review these
intangible assets for impairment when changes in circumstances or the occurrence of events suggest that the remaining value is
not recoverable. The impairment test requires us to make estimates about fair value, most of which are based on projected
future cash flows and discount rates. These estimates and projections require judgments about future events, conditions, and
amounts of future cash flows.
Deferred Taxes and Uncertain Tax Positions
Significant judgments and estimates are required in determining our deferred tax assets and liabilities and uncertain tax
positions as tax laws are often complex and may be subject to differing interpretations by the taxpayer and the relevant taxing
authorities. Determining uncertain tax positions involves evaluating whether the weight of available positive and negative
evidence indicates that it is more likely than not that the position taken or expected to be taken in the tax return will be
sustained upon tax audit, including resolution of related appeals or litigation processes, if any. The recognized tax benefits are
measured as the largest benefit of having a more likely than not likelihood of being sustained upon settlement. Additionally, we
are required to assess the likelihood of recovering deferred tax assets against future sources of taxable income which may result
in the need for a valuation allowance on deferred tax assets, including operating loss, capital loss, and tax credit carryforwards
if we do not reach the more likely than not threshold based on all available evidence. Examples of factors considered in
determining deferred tax asset realizability include the expected future performance of operations and taxable earnings, the
expected timing of the reversal of temporary differences, as well as the feasibility of tax planning strategies. If actual results
differ from these estimates or if there are future changes in tax laws or statutory tax rates, we may need to adjust valuation
allowances, or deferred tax liabilities, which could have a material impact on our consolidated financial position and results of
operations.
43
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Amcor Annual Report 2023
FINAL
FINAL
Form10-K
57
Form10-K
58
Critical Accounting Estimates and Judgments
Our discussion and analysis of our financial condition and results of operations is based on our consolidated financial
statements, which have been prepared in accordance with U.S. GAAP. The preparation of these financial statements requires us
to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent
assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. On
an ongoing basis, we evaluate our estimates and judgments, including those related to retirement benefits, intangible assets,
goodwill, and expected future performance of operations. Our estimates and judgments are based on historical experience and
various other factors that are believed to be reasonable under the circumstances. Actual results may differ from these estimates
under different assumptions or conditions.
We believe the following are critical accounting estimates used in the preparation of our consolidated financial
statements. The critical accounting estimates discussed below should be read together with our significant accounting policies
in Note 2, “Significant Accounting Policies,” of the notes to our consolidated financial statements.
Pensions
The majority of our principal defined benefit plans are closed to new entrants and future accruals. The accounting for
defined benefit pension plans requires us to recognize the overfunded or underfunded status of the pension plans on our balance
sheet. A significant portion of our pension amounts relates to our defined benefit plans in the United States, Switzerland, United
Kingdom, and Germany. The net periodic pension cost recorded in fiscal year 2023 was $11 million, compared to net periodic
pension cost of $12 million in fiscal year 2022 and $15 million in fiscal year 2021. We expect net periodic pension cost before
the effect of income taxes for fiscal year 2024 to be approximately $11 million.
For our sponsored plans, the relevant accounting guidance requires management to make certain assumptions relating
to the long-term rate of return on plan assets, discount rates used to determine the present value of future obligations and
expenses, salary inflation rates, mortality rates, and other assumptions. We believe the accounting estimates related to our
pension plans are critical accounting estimates because they are highly susceptible to change from period to period based on the
performance of plan assets, actuarial valuations, market conditions, and contracted benefit changes. The selection of
assumptions is based on historical trends, known economic and market conditions at the time of valuation, and independent
studies of trends performed by our actuaries. However, actual results may differ substantially from the estimates that were
based on the critical assumptions.
The difference between the fair value of plan assets and the projected benefit obligation of a pension plan must be
recorded on the consolidated balance sheets as an asset, in the case of an overfunded plan, or as a liability, in the case of an
underfunded plan. Gains or losses and prior service costs or credits that arise but are not recognized as components of pension
cost are recorded as a component of other comprehensive income/(loss). Pension plan liabilities are revalued annually, or when
an event occurs that requires remeasurement, based on updated assumptions and information about the individuals covered by
the plan. Accumulated actuarial gains and losses in excess of a 10 percent corridor and the prior service cost are amortized on a
straight-line basis from the date recognized over the average remaining service period of active participants or over the average
life expectancy for plans with significant inactive participants.
We review annually the discount rates used to calculate the present value of pension plan liabilities. The discount rates
used at each measurement date is determined based on a high-quality corporate bond yield curve, derived based on bond
universe information sourced from reputable third-party indexes, data providers, and rating agencies. In countries where there is
not a deep market for corporate bonds, we generally use a government bond approach to set the discount rate. Additionally, the
expected long-term rates of return on plan assets is derived for each benefit plan by considering the expected future long-term
return assumption for each individual asset class. A single long-term return assumption is then derived for each plan based on
the plan's target asset allocation.
Pension Assumptions Sensitivity Analysis
The following chart depicts the sensitivity of estimated fiscal year 2024 pension expense to incremental changes in the
weighted average discount rate and expected long-term rate of return on assets.
Total Increase/
(Decrease) to
Pension Expense
from Current
Assumption
Total Increase/
(Decrease) to
Pension Expense
from Current
Assumption
Discount Rate
+25 basis points
(in $ millions)
Rate of Return on Plan Assets
(in $ millions)
1 +25 basis points
4.26 percent (current assumption)
— 5.47 percent (current assumption)
-25 basis points
(1) -25 basis points
(3)
—
3
Goodwill and Other Intangible Assets
Goodwill represents the excess of the aggregate purchase price over the fair value of net assets acquired, including
intangible assets. Goodwill is not amortized but is instead tested for impairment annually in the fourth quarter of each fiscal
year, or when events and circumstances indicate an impairment may have occurred. Our reporting units each contain goodwill
that is assessed for potential impairment. All goodwill is assigned to a reporting unit, which we have defined as an operating
segment, based on the relative fair value of the reporting unit at the time of each acquisition. We have six reporting units, of
which five are included in our Flexibles reportable segment. The other reporting unit, Rigid Packaging, is also a reportable
segment.
In our impairment analysis, we may elect to first assess qualitative factors to determine whether a quantitative test is
necessary. If we determine that a quantitative test is necessary or elect to perform a quantitative test instead of the qualitative
test, we derive an estimate of fair values for each of our reporting units using income approaches. The most significant
assumptions used in the determination of the estimated fair value of the reporting units are revenue growth, projected operating
income growth, market multiples, terminal values, and discount rates. When the carrying value of a reporting unit exceeds its
fair value, we recognize an impairment loss equal to the difference between the carrying value and estimated fair value of the
reporting unit, adjusted for any tax benefits, limited to the amount of the carrying value of goodwill.
Our estimates associated with the goodwill impairment tests are considered critical due to the amount of goodwill
recorded on our consolidated balance sheets and the judgment required in determining fair value amounts, including projected
future cash flows. Judgment is also used in assessing whether goodwill should be tested more frequently for impairment than
annually. Factors such as a significant decrease in expected net earnings, adverse equity market conditions, and other external
events, such as significant inflation and rising interest rates, may result in the need for more frequent assessments.
Intangible assets consist primarily of purchased customer relationships, technology, trademarks, and software and are
amortized using the straight-line method over their estimated useful lives, ranging from one to twenty years. We review these
intangible assets for impairment when changes in circumstances or the occurrence of events suggest that the remaining value is
not recoverable. The impairment test requires us to make estimates about fair value, most of which are based on projected
future cash flows and discount rates. These estimates and projections require judgments about future events, conditions, and
amounts of future cash flows.
Deferred Taxes and Uncertain Tax Positions
Significant judgments and estimates are required in determining our deferred tax assets and liabilities and uncertain tax
positions as tax laws are often complex and may be subject to differing interpretations by the taxpayer and the relevant taxing
authorities. Determining uncertain tax positions involves evaluating whether the weight of available positive and negative
evidence indicates that it is more likely than not that the position taken or expected to be taken in the tax return will be
sustained upon tax audit, including resolution of related appeals or litigation processes, if any. The recognized tax benefits are
measured as the largest benefit of having a more likely than not likelihood of being sustained upon settlement. Additionally, we
are required to assess the likelihood of recovering deferred tax assets against future sources of taxable income which may result
in the need for a valuation allowance on deferred tax assets, including operating loss, capital loss, and tax credit carryforwards
if we do not reach the more likely than not threshold based on all available evidence. Examples of factors considered in
determining deferred tax asset realizability include the expected future performance of operations and taxable earnings, the
expected timing of the reversal of temporary differences, as well as the feasibility of tax planning strategies. If actual results
differ from these estimates or if there are future changes in tax laws or statutory tax rates, we may need to adjust valuation
allowances, or deferred tax liabilities, which could have a material impact on our consolidated financial position and results of
operations.
43
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Amcor Annual Report 2023
FINAL
FINAL
Form10-K
59
Valuation of Assets and Liabilities Held for Sale
Disposal groups held for sale are assessed for impairment by comparing their fair values, less cost to sell, to their
carrying values. The fair values of disposal groups held for sale are estimated using accepted valuation techniques, including
earnings multiples, discounted cash flows, and indicative bids. Several significant estimates and assumptions are involved in the
application of these techniques, including forecasting sales, expenses, and various other factors. We consider historical
experience, guidance received from third parties, and all information available at the time the estimates are made to derive fair
value. However, the fair value that is ultimately realized upon the divestiture of a business may significantly differ from the
estimated fair value recognized in our consolidated financial statements, especially for disposal groups located in conflict
regions. Refer to Note 5, "Acquisitions and Divestitures," and Note 6, "Held for Sale."
New Accounting Pronouncements
Refer to Note 3, "New Accounting Guidance," of the notes to consolidated financial statements for information about
instruments for speculative purposes. In addition, we may enter into loan agreements in currencies other than the respective
new accounting pronouncements.
Item 7A. - Quantitative and Qualitative Disclosures About Market Risk
Overview
Our activities expose us to a variety of market risks and financial risks. Our overall risk management program seeks to
minimize potential adverse effects of these risks on Amcor's financial performance. From time to time, we enter into various
derivative financial instruments, such as foreign exchange contracts, commodity fixed price swaps (on behalf of customers),
and interest rate swaps to manage these risks. Our hedging activities are conducted on a centralized basis through standard
operating procedures and delegated authorities, which provide guidelines for control, counterparty risk, and ongoing reporting.
These derivative instruments are designed to reduce the economic risk associated with movements in foreign exchange rates,
raw material prices, and to fixed and variable interest rates, but may not have been designated or qualify for hedge accounting
under U.S. GAAP and hence may increase income statement volatility. However, we do not trade in derivative financial
legal entity's functional currency to economically hedge foreign exchange risk in net investments in our non-U.S. subsidiaries,
which do not qualify for hedge accounting under U.S. GAAP and hence may increase income statement volatility.
There have been no material changes in the risks described below, other than increased volatility in connection with
the Russia-Ukraine conflict and the COVID-19 pandemic, for fiscal years 2023 and 2022, related to interest rate risk, foreign
exchange risk, raw material and commodity price risk, and credit risk.
Interest Rate Risk
Our policy is to manage exposure to interest rate risk by maintaining a mixture of fixed-rate and variable-rate debt,
monitoring global interest rates and, where appropriate, hedging floating interest rate exposure or debt at fixed interest rates
through the use of various interest rate derivative instruments including, but not limited to, interest rate swaps, cross-currency
interest rate swaps, and interest rate locks.
An increase of 1% in the floating rate on the relevant interest rate yield curve applicable to both derivative and non-
derivative instruments denominated in U.S. dollars and Euros, the currencies with the largest interest rate sensitivity,
outstanding as of June 30, 2023, would have resulted in an adverse impact on income before income taxes and equity in income
of affiliated companies of $20 million expense for the fiscal year ended June 30, 2023.
Foreign Exchange Risk
exchange rates.
We operate in over 40 countries across the world and, as a result, we are exposed to movements in foreign currency
For the year ended June 30, 2023, a hypothetical but reasonably possible adverse change of 1% in the underlying
average foreign currency exchange rate for the Euro would have resulted in an adverse impact on our net sales of $26 million.
During fiscal years 2023 and 2022, 52% and 49% of our net sales, respectively, were effectively generated in U.S.
dollar functional currency entities. During fiscal year 2023 and 2022, 18% and 17%, respectively, of net sales were generated in
Euro functional currency entities with the remaining 30% and 34% of net sales, respectively, being generated in entities with
functional currencies other than U.S. dollars and Euros. The impact of translating Euro and other non-U.S. dollar net sales and
operating expenses into U.S. dollar for reporting purposes will vary depending on the movement of those currencies from
period to period.
Raw Material and Commodity Price Risk
The primary raw materials for our products are resins, film, chemicals, and aluminum. We have market risk primarily
in connection with the pricing of our products and are exposed to commodity price risk from a number of commodities and
certain other raw materials and energy price risk.
Changes in prices of our primary raw materials may result in a temporary or permanent reduction in income before
income taxes and equity in income of affiliated companies depending on the level of recovery by material type. The level of
recovery depends both on the type of material and the market in which we operate. Across our business, we have a number of
contractual provisions that allow for passing on of raw material price fluctuations to customers within predefined periods.
45
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Amcor Annual Report 2023
FINAL
FINAL
Valuation of Assets and Liabilities Held for Sale
Disposal groups held for sale are assessed for impairment by comparing their fair values, less cost to sell, to their
carrying values. The fair values of disposal groups held for sale are estimated using accepted valuation techniques, including
Overview
Item 7A. - Quantitative and Qualitative Disclosures About Market Risk
Form10-K
59
Form10-K
60
earnings multiples, discounted cash flows, and indicative bids. Several significant estimates and assumptions are involved in the
application of these techniques, including forecasting sales, expenses, and various other factors. We consider historical
experience, guidance received from third parties, and all information available at the time the estimates are made to derive fair
value. However, the fair value that is ultimately realized upon the divestiture of a business may significantly differ from the
estimated fair value recognized in our consolidated financial statements, especially for disposal groups located in conflict
regions. Refer to Note 5, "Acquisitions and Divestitures," and Note 6, "Held for Sale."
New Accounting Pronouncements
new accounting pronouncements.
Refer to Note 3, "New Accounting Guidance," of the notes to consolidated financial statements for information about
Our activities expose us to a variety of market risks and financial risks. Our overall risk management program seeks to
minimize potential adverse effects of these risks on Amcor's financial performance. From time to time, we enter into various
derivative financial instruments, such as foreign exchange contracts, commodity fixed price swaps (on behalf of customers),
and interest rate swaps to manage these risks. Our hedging activities are conducted on a centralized basis through standard
operating procedures and delegated authorities, which provide guidelines for control, counterparty risk, and ongoing reporting.
These derivative instruments are designed to reduce the economic risk associated with movements in foreign exchange rates,
raw material prices, and to fixed and variable interest rates, but may not have been designated or qualify for hedge accounting
under U.S. GAAP and hence may increase income statement volatility. However, we do not trade in derivative financial
instruments for speculative purposes. In addition, we may enter into loan agreements in currencies other than the respective
legal entity's functional currency to economically hedge foreign exchange risk in net investments in our non-U.S. subsidiaries,
which do not qualify for hedge accounting under U.S. GAAP and hence may increase income statement volatility.
There have been no material changes in the risks described below, other than increased volatility in connection with
the Russia-Ukraine conflict and the COVID-19 pandemic, for fiscal years 2023 and 2022, related to interest rate risk, foreign
exchange risk, raw material and commodity price risk, and credit risk.
Interest Rate Risk
Our policy is to manage exposure to interest rate risk by maintaining a mixture of fixed-rate and variable-rate debt,
monitoring global interest rates and, where appropriate, hedging floating interest rate exposure or debt at fixed interest rates
through the use of various interest rate derivative instruments including, but not limited to, interest rate swaps, cross-currency
interest rate swaps, and interest rate locks.
An increase of 1% in the floating rate on the relevant interest rate yield curve applicable to both derivative and non-
derivative instruments denominated in U.S. dollars and Euros, the currencies with the largest interest rate sensitivity,
outstanding as of June 30, 2023, would have resulted in an adverse impact on income before income taxes and equity in income
of affiliated companies of $20 million expense for the fiscal year ended June 30, 2023.
Foreign Exchange Risk
We operate in over 40 countries across the world and, as a result, we are exposed to movements in foreign currency
exchange rates.
For the year ended June 30, 2023, a hypothetical but reasonably possible adverse change of 1% in the underlying
average foreign currency exchange rate for the Euro would have resulted in an adverse impact on our net sales of $26 million.
During fiscal years 2023 and 2022, 52% and 49% of our net sales, respectively, were effectively generated in U.S.
dollar functional currency entities. During fiscal year 2023 and 2022, 18% and 17%, respectively, of net sales were generated in
Euro functional currency entities with the remaining 30% and 34% of net sales, respectively, being generated in entities with
functional currencies other than U.S. dollars and Euros. The impact of translating Euro and other non-U.S. dollar net sales and
operating expenses into U.S. dollar for reporting purposes will vary depending on the movement of those currencies from
period to period.
Raw Material and Commodity Price Risk
The primary raw materials for our products are resins, film, chemicals, and aluminum. We have market risk primarily
in connection with the pricing of our products and are exposed to commodity price risk from a number of commodities and
certain other raw materials and energy price risk.
Changes in prices of our primary raw materials may result in a temporary or permanent reduction in income before
income taxes and equity in income of affiliated companies depending on the level of recovery by material type. The level of
recovery depends both on the type of material and the market in which we operate. Across our business, we have a number of
contractual provisions that allow for passing on of raw material price fluctuations to customers within predefined periods.
45
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Amcor Annual Report 2023
FINAL
FINAL
Form10-K
61
A 1% increase on average prices for resins, film, chemicals, and aluminum, not passed on to the customer by way of a
Item 8. - Financial Statements and Supplementary Data
price adjustment, would have resulted in an increase in cost of sales and hence an adverse impact on income before income
taxes and equity in income of affiliated companies of $67 million for fiscal year 2023.
Report of Independent Registered Public Accounting Firm
Credit Risk
To the Board of Directors and Shareholders of Amcor plc
Credit risk refers to the risk that a counterparty will default on its contractual obligations, resulting in financial loss.
Opinions on the Financial Statements and Internal Control over Financial Reporting
We are exposed to credit risk arising from financing activities including deposits with banks and financial institutions, foreign
exchange transactions and other financial instruments, as well as from over-the-counter raw material and commodity related
derivative instruments.
We manage our credit risk from balances with financial institutions through our counterparty risk policy, which
provides guidelines on setting limits to minimize the concentration of risks and therefore mitigating financial loss through
potential counterparty failure and on dealing and settlement procedures. The investment of surplus funds is made only with
approved counterparties and within credit limits assigned to each specific counterparty. Financial derivative instruments can
only be entered into with high credit quality approved financial institutions. As of June 30, 2023, and 2022, we did not have a
significant concentration of credit risk in relation to derivatives entered into in accordance with our hedging and risk
management activities.
We have audited the accompanying consolidated balance sheets of Amcor plc and its subsidiaries (the “Company”) as of June
30, 2023 and 2022, and the related consolidated statements of income, comprehensive income, equity and cash flows for each
of the three years in the period ended June 30, 2023, including the related notes and schedule of valuation and qualifying
accounts and reserves for each of the three years in the period ended June 30, 2023 appearing under Item 15(a)(2) (collectively
referred to as the “consolidated financial statements”). We also have audited the Company's internal control over financial
reporting as of June 30, 2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the
Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial
position of the Company as of June 30, 2023 and 2022, and the results of its operations and its cash flows for each of the three
years in the period ended June 30, 2023 in conformity with accounting principles generally accepted in the United States of
America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial
reporting as of June 30, 2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the
COSO.
Basis for Opinions
The Company's management is responsible for these consolidated financial statements, for maintaining effective internal
control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included
in Management’s Report on Internal Control Over Financial Reporting appearing under Item 9A. Our responsibility is to
express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial
reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight
Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S.
federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the
audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement,
whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material
respects.
Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement
of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks.
Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated
financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by
management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal
control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the
risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based
on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the
circumstances. We believe that our audits provide a reasonable basis for our opinions.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally
accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures
that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and
expenditures of the company are being made only in accordance with authorizations of management and directors of the
company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or
disposition of the company’s assets that could have a material effect on the financial statements.
47
48
Amcor Annual Report 2023
Credit Risk
derivative instruments.
We are exposed to credit risk arising from financing activities including deposits with banks and financial institutions, foreign
exchange transactions and other financial instruments, as well as from over-the-counter raw material and commodity related
We manage our credit risk from balances with financial institutions through our counterparty risk policy, which
provides guidelines on setting limits to minimize the concentration of risks and therefore mitigating financial loss through
potential counterparty failure and on dealing and settlement procedures. The investment of surplus funds is made only with
approved counterparties and within credit limits assigned to each specific counterparty. Financial derivative instruments can
only be entered into with high credit quality approved financial institutions. As of June 30, 2023, and 2022, we did not have a
significant concentration of credit risk in relation to derivatives entered into in accordance with our hedging and risk
management activities.
FINAL
FINAL
Form10-K
61
Form10-K
62
A 1% increase on average prices for resins, film, chemicals, and aluminum, not passed on to the customer by way of a
Item 8. - Financial Statements and Supplementary Data
price adjustment, would have resulted in an increase in cost of sales and hence an adverse impact on income before income
taxes and equity in income of affiliated companies of $67 million for fiscal year 2023.
Report of Independent Registered Public Accounting Firm
Credit risk refers to the risk that a counterparty will default on its contractual obligations, resulting in financial loss.
Opinions on the Financial Statements and Internal Control over Financial Reporting
To the Board of Directors and Shareholders of Amcor plc
We have audited the accompanying consolidated balance sheets of Amcor plc and its subsidiaries (the “Company”) as of June
30, 2023 and 2022, and the related consolidated statements of income, comprehensive income, equity and cash flows for each
of the three years in the period ended June 30, 2023, including the related notes and schedule of valuation and qualifying
accounts and reserves for each of the three years in the period ended June 30, 2023 appearing under Item 15(a)(2) (collectively
referred to as the “consolidated financial statements”). We also have audited the Company's internal control over financial
reporting as of June 30, 2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the
Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial
position of the Company as of June 30, 2023 and 2022, and the results of its operations and its cash flows for each of the three
years in the period ended June 30, 2023 in conformity with accounting principles generally accepted in the United States of
America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial
reporting as of June 30, 2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the
COSO.
Basis for Opinions
The Company's management is responsible for these consolidated financial statements, for maintaining effective internal
control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included
in Management’s Report on Internal Control Over Financial Reporting appearing under Item 9A. Our responsibility is to
express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial
reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight
Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S.
federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the
audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement,
whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material
respects.
Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement
of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks.
Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated
financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by
management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal
control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the
risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based
on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the
circumstances. We believe that our audits provide a reasonable basis for our opinions.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally
accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures
that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and
expenditures of the company are being made only in accordance with authorizations of management and directors of the
company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or
disposition of the company’s assets that could have a material effect on the financial statements.
47
48
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
63
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Amcor plc and Subsidiaries
Consolidated Statements of Income
($ in millions, except per share data)
Critical Audit Matters
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial
statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or
disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or
complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated
financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate
opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Goodwill Impairment Assessment – Flexibles Latin America Reporting Unit within the Flexibles Segment
As described in Notes 2 and 10 to the consolidated financial statements, the Company’s consolidated goodwill balance was
$5,366 million as of June 30, 2023, and the goodwill associated with the Flexibles Segment was $4,391 million, which includes
goodwill associated with the Flexibles Latin America reporting unit. Management conducts an impairment analysis in the fourth
quarter of each year, or whenever events and circumstances indicate an impairment may have occurred during the year.
Management’s quantitative assessment utilizes discounted cash flow models to determine the fair value of the reporting unit. As
disclosed by management, if the carrying value of a reporting unit exceeds its fair value, management would recognize an
impairment loss equal to the difference between the carrying value and estimated fair value of the reporting unit, adjusted for
any tax benefits, limited to the amount of the carrying value of goodwill. Management’s projected future cash flows for the
Flexibles Latin America reporting unit included key assumptions relating to revenue growth, projected operating income
growth, market multiples, terminal values, and the discount rate.
The principal considerations for our determination that performing procedures relating to the goodwill impairment assessment
of the Flexibles Latin America reporting unit within the Flexibles Segment is a critical audit matter are (i) the significant
judgment by management when developing the fair value of the reporting unit; (ii) a high degree of auditor judgment,
subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to revenue
growth, projected operating income growth, terminal values and the discount rate; and (iii) the audit effort involved the use of
professionals with specialized skill and knowledge.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall
opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to
management’s goodwill impairment assessment, including controls over the valuation of the Flexibles Latin America reporting
unit. These procedures also included, among others, (i) testing management’s process for developing the fair value estimate of
the reporting unit; (ii) evaluating the appropriateness of the discounted cash flow models; (iii) testing the completeness and
accuracy of underlying data used in the models; and (iv) evaluating the reasonableness of the significant assumptions used by
management related to revenue growth, projected operating income growth, terminal values and the discount rate. Evaluating
management’s assumptions related to revenue growth, projected operating income growth, terminal values and the discount rate
involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past
performance of the reporting unit; (ii) the consistency with external market and industry data; and (iii) whether these
assumptions were consistent with evidence obtained in other areas of the audit. Professionals with specialized skill and
knowledge were used to assist in the evaluation of the Company’s discounted cash flow models, terminal values, and the
discount rate.
/s/ PricewaterhouseCoopers AG
Zurich, Switzerland
August 17, 2023
We have served as the Company's auditor since 2019.
Selling, general, and administrative expenses
Research and development expenses
Restructuring, impairment, and other related activities, net
For the years ended June 30,
Net sales
Cost of sales
Gross profit
Other income, net
Operating income
Interest income
Interest expense
Other non-operating income, net
Income tax expense
Equity in income of affiliated companies, net of tax
2023
2022
2021
$
14,694 $
14,544 $
(11,969)
(11,724)
12,861
(10,129)
2,725
2,820
2,732
(1,246)
(101)
104
26
(1,284)
(96)
(234)
33
(1,292)
(100)
(94)
75
1,508
1,239
1,321
31
(290)
2
(193)
—
24
(159)
11
(300)
—
14
(153)
11
(261)
19
Income before income taxes and equity in income of affiliated companies
1,251
1,115
1,193
Net income
$
1,058 $
815 $
951
Net income attributable to non-controlling interests
(10)
(10)
(12)
Net income attributable to Amcor plc
1,048 $
805 $
939
Basic earnings per share:
Basic earnings per share
Diluted earnings per share
See accompanying notes to consolidated financial statements.
$
$
$
0.709 $
0.705 $
0.532 $
0.529 $
0.604
0.602
49
50
Amcor Annual Report 2023
FINAL
FINAL
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Amcor plc and Subsidiaries
Consolidated Statements of Income
($ in millions, except per share data)
Form10-K
63
Form10-K
64
Critical Audit Matters
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial
statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or
disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or
complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated
financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate
opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Goodwill Impairment Assessment – Flexibles Latin America Reporting Unit within the Flexibles Segment
As described in Notes 2 and 10 to the consolidated financial statements, the Company’s consolidated goodwill balance was
$5,366 million as of June 30, 2023, and the goodwill associated with the Flexibles Segment was $4,391 million, which includes
goodwill associated with the Flexibles Latin America reporting unit. Management conducts an impairment analysis in the fourth
quarter of each year, or whenever events and circumstances indicate an impairment may have occurred during the year.
Management’s quantitative assessment utilizes discounted cash flow models to determine the fair value of the reporting unit. As
disclosed by management, if the carrying value of a reporting unit exceeds its fair value, management would recognize an
impairment loss equal to the difference between the carrying value and estimated fair value of the reporting unit, adjusted for
any tax benefits, limited to the amount of the carrying value of goodwill. Management’s projected future cash flows for the
Flexibles Latin America reporting unit included key assumptions relating to revenue growth, projected operating income
growth, market multiples, terminal values, and the discount rate.
The principal considerations for our determination that performing procedures relating to the goodwill impairment assessment
of the Flexibles Latin America reporting unit within the Flexibles Segment is a critical audit matter are (i) the significant
judgment by management when developing the fair value of the reporting unit; (ii) a high degree of auditor judgment,
subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to revenue
growth, projected operating income growth, terminal values and the discount rate; and (iii) the audit effort involved the use of
professionals with specialized skill and knowledge.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall
opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to
management’s goodwill impairment assessment, including controls over the valuation of the Flexibles Latin America reporting
unit. These procedures also included, among others, (i) testing management’s process for developing the fair value estimate of
the reporting unit; (ii) evaluating the appropriateness of the discounted cash flow models; (iii) testing the completeness and
accuracy of underlying data used in the models; and (iv) evaluating the reasonableness of the significant assumptions used by
management related to revenue growth, projected operating income growth, terminal values and the discount rate. Evaluating
management’s assumptions related to revenue growth, projected operating income growth, terminal values and the discount rate
involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past
performance of the reporting unit; (ii) the consistency with external market and industry data; and (iii) whether these
assumptions were consistent with evidence obtained in other areas of the audit. Professionals with specialized skill and
knowledge were used to assist in the evaluation of the Company’s discounted cash flow models, terminal values, and the
discount rate.
/s/ PricewaterhouseCoopers AG
Zurich, Switzerland
August 17, 2023
We have served as the Company's auditor since 2019.
For the years ended June 30,
Net sales
Cost of sales
Gross profit
Selling, general, and administrative expenses
Research and development expenses
Restructuring, impairment, and other related activities, net
Other income, net
Operating income
Interest income
Interest expense
Other non-operating income, net
2023
2022
2021
$
14,694 $
14,544 $
(11,969)
(11,724)
12,861
(10,129)
2,725
2,820
2,732
(1,246)
(101)
104
26
(1,284)
(96)
(234)
33
(1,292)
(100)
(94)
75
1,508
1,239
1,321
31
(290)
2
24
(159)
11
14
(153)
11
Income before income taxes and equity in income of affiliated companies
1,251
1,115
1,193
Income tax expense
Equity in income of affiliated companies, net of tax
(193)
—
(300)
—
(261)
19
Net income
$
1,058 $
815 $
951
Net income attributable to non-controlling interests
(10)
(10)
(12)
Net income attributable to Amcor plc
Basic earnings per share:
Basic earnings per share
Diluted earnings per share
See accompanying notes to consolidated financial statements.
$
$
$
1,048 $
805 $
939
0.709 $
0.705 $
0.532 $
0.529 $
0.604
0.602
49
50
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
65
Amcor plc and Subsidiaries
Consolidated Statements of Comprehensive Income
($ in millions)
For the years ended June 30,
Net income
Other comprehensive income/(loss):
Net gains/(losses) on cash flow hedges, net of tax (a)
Foreign currency translation adjustments, net of tax (b)
Pension, net of tax (c)
Other comprehensive income/(loss)
Total comprehensive income
Comprehensive income attributable to non-controlling interests
Comprehensive income attributable to Amcor plc
(a) Tax benefit related to cash flow hedges
(b) Tax benefit/(expense) related to foreign currency translation adjustments
(c) Tax benefit/(expense) related to pension adjustments
See accompanying notes to consolidated financial statements.
2023
2022
2021
As of June 30,
$
1,058 $
815 $
(1)
69
(50)
18
1,076
(10)
(7)
(201)
94
(114)
701
(10)
$
$
$
$
1,066 $
691 $
1 $
(1) $
11 $
2 $
(5) $
(21) $
951
26
205
52
283
1,234
(12)
1,222
—
7
(14)
Amcor plc and Subsidiaries
Consolidated Balance Sheets
($ in millions, except share and per share data)
Assets
2023
2022
$
689 $
1,875
Trade receivables, net of allowance for credit losses of $21 and $25, respectively
Liabilities
11,695
17,003 $
11,573
17,426
$
$
13 $
Current assets:
Cash and cash equivalents
Inventories, net
Raw materials and supplies
Work in process and finished goods
Prepaid expenses and other current assets
Assets held for sale, net
Total current assets
Non-current assets:
Property, plant, and equipment, net
Operating lease assets
Deferred tax assets
Other intangible assets, net
Goodwill
Employee benefit assets
Other non-current assets
Total non-current assets
Total assets
Current liabilities:
Current portion of long-term debt
Short-term debt
Trade payables
Accrued employee costs
Other current liabilities
Liabilities held for sale
Total current liabilities
Non-current liabilities:
Long-term debt, less current portion
Operating lease liabilities
Deferred tax liabilities
Employee benefit obligations
Other non-current liabilities
Total non-current liabilities
Total liabilities
Issued (1,448 and 1,489 million shares, respectively)
$
14 $
Commitments and contingencies (See Note 20)
Shareholders' Equity
Amcor plc shareholders’ equity:
Ordinary shares ($0.01 par value):
Authorized (9,000 million shares)
Additional paid-in capital
Retained earnings
Accumulated other comprehensive loss
Treasury shares (1 and 2 million shares, respectively)
Total Amcor plc shareholders' equity
Non-controlling interests
Total shareholders' equity
Total liabilities and shareholders' equity
See accompanying notes to consolidated financial statements.
51
52
775
1,935
1,114
1,325
512
192
5,853
3,646
560
130
1,657
5,285
89
206
14
136
3,073
471
1,344
65
5,103
6,340
493
677
201
471
8,182
13,285
15
4,431
534
(880)
(18)
4,082
59
4,141
17,426
992
1,221
531
—
5,308
3,762
533
134
1,524
5,366
67
309
80
2,690
396
1,297
—
4,476
6,653
463
616
224
481
8,437
4,021
865
(862)
(12)
4,026
64
4,090
$
12,913 $
$
17,003 $
Amcor Annual Report 2023
For the years ended June 30,
Net income
Other comprehensive income/(loss):
Net gains/(losses) on cash flow hedges, net of tax (a)
Foreign currency translation adjustments, net of tax (b)
Pension, net of tax (c)
Other comprehensive income/(loss)
Total comprehensive income
Comprehensive income attributable to non-controlling interests
(a) Tax benefit related to cash flow hedges
(b) Tax benefit/(expense) related to foreign currency translation adjustments
(c) Tax benefit/(expense) related to pension adjustments
See accompanying notes to consolidated financial statements.
2023
2022
2021
$
1,058 $
815 $
(1)
69
(50)
18
1,076
(10)
(7)
(201)
94
(114)
701
(10)
1 $
(1) $
11 $
2 $
(5) $
(21) $
$
$
$
$
951
26
205
52
283
1,234
(12)
1,222
—
7
(14)
Comprehensive income attributable to Amcor plc
1,066 $
691 $
Form10-K
65
Form10-K
66
FINAL
FINAL
Amcor plc and Subsidiaries
Consolidated Statements of Comprehensive Income
($ in millions)
Amcor plc and Subsidiaries
Consolidated Balance Sheets
($ in millions, except share and per share data)
As of June 30,
2023
2022
Assets
Current assets:
Cash and cash equivalents
Trade receivables, net of allowance for credit losses of $21 and $25, respectively
Inventories, net
$
689 $
1,875
Raw materials and supplies
Work in process and finished goods
Prepaid expenses and other current assets
Assets held for sale, net
Total current assets
Non-current assets:
Property, plant, and equipment, net
Operating lease assets
Deferred tax assets
Other intangible assets, net
Goodwill
Employee benefit assets
Other non-current assets
Total non-current assets
Total assets
Current liabilities:
Current portion of long-term debt
Short-term debt
Trade payables
Accrued employee costs
Other current liabilities
Liabilities held for sale
Total current liabilities
Non-current liabilities:
Long-term debt, less current portion
Operating lease liabilities
Deferred tax liabilities
Employee benefit obligations
Other non-current liabilities
Total non-current liabilities
Total liabilities
Liabilities
$
$
992
1,221
531
—
5,308
3,762
533
134
1,524
5,366
67
309
11,695
17,003 $
13 $
80
2,690
396
1,297
—
4,476
6,653
463
616
224
481
8,437
775
1,935
1,114
1,325
512
192
5,853
3,646
560
130
1,657
5,285
89
206
11,573
17,426
14
136
3,073
471
1,344
65
5,103
6,340
493
677
201
471
8,182
13,285
15
4,431
534
(880)
(18)
4,082
59
4,141
17,426
$
12,913 $
$
14 $
4,021
865
(862)
(12)
4,026
64
4,090
$
17,003 $
Commitments and contingencies (See Note 20)
Shareholders' Equity
Amcor plc shareholders’ equity:
Ordinary shares ($0.01 par value):
Authorized (9,000 million shares)
Issued (1,448 and 1,489 million shares, respectively)
Additional paid-in capital
Retained earnings
Accumulated other comprehensive loss
Treasury shares (1 and 2 million shares, respectively)
Total Amcor plc shareholders' equity
Non-controlling interests
Total shareholders' equity
Total liabilities and shareholders' equity
See accompanying notes to consolidated financial statements.
51
52
Amcor Annual Report 2023
Form10-K
67
FINAL
FINAL
Amcor plc and Subsidiaries
Consolidated Statements of Cash Flows
($ in millions)
Amcor plc and Subsidiaries
Consolidated Statements of Equity
($ in millions, except per share data)
2023
2022
2021
For the years ended June 30,
Cash flows from operating activities:
Net income
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, amortization, and impairment
Russia and Ukraine impairment
Net periodic benefit cost
Amortization of debt discount and deferred financing costs
Net gain on disposal of property, plant, and equipment
Net gain on disposal of businesses
Equity in income of affiliated companies
Net foreign exchange (gain)/loss
Share-based compensation
Other, net
Loss from hyperinflationary accounting for Argentine subsidiaries
Deferred income taxes, net
Dividends received from affiliated companies
Changes in operating assets and liabilities, excluding effect of acquisitions,
divestitures, and currency:
Trade receivables
Inventories
Prepaid expenses and other current assets
Trade payables
Other current liabilities
Accrued employee costs
Employee benefit obligations
Other, net
Net cash provided by operating activities
Cash flows from investing activities:
Issuance of loans to affiliated companies
Investments in affiliated companies and other
Business acquisitions
Purchase of property, plant, and equipment, and other intangible assets
(Payments)/proceeds from divestitures
Proceeds from sales of property, plant, and equipment, and other intangible assets
Net cash used in investing activities
Cash flows from financing activities:
Proceeds from issuance of shares
Purchase of treasury shares
Purchase of non-controlling interest
Proceeds from issuance of long-term debt
Repayment of long-term debt
Net borrowing/(repayment) of commercial paper
Net borrowing/(repayment) of short-term debt
Repayment of lease liabilities
Share buyback/cancellations
Dividends paid
Net cash used in financing activities
Effect of exchange rates on cash and cash equivalents
Cash and cash equivalents classified as held for sale
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents balance at beginning of the fiscal year
$
1,058 $
815 $
586
—
11
4
(5)
(220)
—
28
54
5
62
(57)
—
93
248
(54)
(429)
21
(84)
(25)
(35)
1,261
(1)
(56)
(121)
(526)
365
30
(309)
134
(221)
—
522
(330)
94
(58)
(11)
(432)
(723)
(1,025)
(88)
—
(161)
850
625
138
12
2
(3)
—
—
(14)
63
106
22
(33)
—
(272)
(626)
(67)
711
123
(20)
(35)
(21)
1,526
(5)
(12)
—
(527)
(1)
18
(527)
114
(143)
—
1,066
(1,243)
638
15
(5)
(601)
(732)
(891)
(108)
(75)
(75)
850
951
574
—
15
10
(10)
(44)
(19)
21
58
(83)
27
4
4
(189)
(112)
(90)
342
11
29
(40)
2
1,461
—
(5)
—
(468)
214
26
(233)
30
(8)
(8)
790
(530)
(235)
(123)
(2)
(351)
(742)
(1,179)
58
—
107
743
850
Cash and cash equivalents balance at end of the fiscal year
$
689 $
775 $
See accompanying notes to consolidated financial statements, including Note 23, "Supplemental Cash Flow Information." Cash
and cash equivalents at the beginning of the year include cash and cash equivalents classified as held for sale.
53
Balance as of June 30, 2020
$
16 $
5,480 $
246 $
(1,049) $
(67) $
61 $ 4,687
Additional
Accumulated
Other
Non-
Ordinary
Shares
Paid-In
Capital
Retained
Earnings
Comprehensive
Treasury
controlling
Loss
Shares
Interest
Total
(1)
(350)
283
Net income
Other comprehensive income
Share buyback/cancellations
Dividends declared ($0.4675 per share)
Options exercised and shares vested
Net settlement of forward contracts to
purchase own equity for share-based
incentive plans, net of tax
Purchase of treasury shares
Share-based compensation expense
Change in non-controlling interest
Cumulative adjustment related to the
adoption of ASC 326
Net income
Other comprehensive loss
Share buyback/cancellations
Dividends declared ($0.4775 per share)
Options exercised and shares vested
Net settlement of forward contracts to
purchase own equity for share-based
incentive plans, net of tax
Purchase of treasury shares
Share-based compensation expense
Change in non-controlling interest
Net income
Other comprehensive income
Share buyback/cancellations
Dividends declared ($0.4875 per share)
Options exercised and shares vested
Net settlement of forward contracts to
purchase own equity for share-based
incentive plans, net of tax
Purchase of treasury shares
Share-based compensation expense
Change in non-controlling interest
Balance as of June 30, 2021
15
5,092
(766)
(29)
—
(601)
(114)
Balance as of June 30, 2022
15
4,431
(880)
(18)
(1)
(431)
18
12
—
(14)
(2)
57
10
—
(9)
1
59
10
—
(6)
1
951
283
(351)
(742)
30
(72)
(8)
58
(10)
(5)
4,821
815
(114)
(601)
(732)
114
(83)
(143)
63
1
4,141
1,058
18
(432)
(723)
134
60
(221)
54
1
46
(8)
154
(143)
227
(221)
Balance as of June 30, 2023
$
14 $
4,021 $
865 $
(862) $
(12) $
64 $ 4,090
See accompanying notes to consolidated financial statements.
939
(728)
—
(5)
452
805
(723)
—
534
1,048
(717)
(16)
(72)
58
(8)
(40)
(83)
63
(93)
60
54
54
Amcor Annual Report 2023
Form10-K
67
Form10-K
68
FINAL
FINAL
Amcor plc and Subsidiaries
Consolidated Statements of Cash Flows
($ in millions)
Amcor plc and Subsidiaries
Consolidated Statements of Equity
($ in millions, except per share data)
For the years ended June 30,
Cash flows from operating activities:
Net income
Adjustments to reconcile net income to net cash provided by operating activities:
2023
2022
2021
$
1,058 $
815 $
Balance as of June 30, 2020
$
16 $
5,480 $
246 $
(1,049) $
(67) $
61 $ 4,687
Ordinary
Shares
Additional
Paid-In
Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Loss
Treasury
Shares
Non-
controlling
Interest
Total
Net income
Other comprehensive income
Share buyback/cancellations
Dividends declared ($0.4675 per share)
Options exercised and shares vested
Net settlement of forward contracts to
purchase own equity for share-based
incentive plans, net of tax
Purchase of treasury shares
Share-based compensation expense
Change in non-controlling interest
Cumulative adjustment related to the
adoption of ASC 326
(1)
(350)
(16)
(72)
58
(8)
Balance as of June 30, 2021
15
5,092
Net income
Other comprehensive loss
Share buyback/cancellations
Dividends declared ($0.4775 per share)
Options exercised and shares vested
Net settlement of forward contracts to
purchase own equity for share-based
incentive plans, net of tax
Purchase of treasury shares
Share-based compensation expense
Change in non-controlling interest
—
(601)
(40)
(83)
63
Balance as of June 30, 2022
15
4,431
Net income
Other comprehensive income
Share buyback/cancellations
Dividends declared ($0.4875 per share)
Options exercised and shares vested
Net settlement of forward contracts to
purchase own equity for share-based
incentive plans, net of tax
Purchase of treasury shares
Share-based compensation expense
Change in non-controlling interest
(1)
(431)
(93)
60
54
939
(728)
—
(5)
452
805
(723)
—
534
1,048
(717)
283
46
(8)
(766)
(29)
(114)
154
(143)
(880)
(18)
18
227
(221)
12
—
(14)
(2)
57
10
—
(9)
1
59
10
—
(6)
1
951
283
(351)
(742)
30
(72)
(8)
58
(10)
(5)
4,821
815
(114)
(601)
(732)
114
(83)
(143)
63
1
4,141
1,058
18
(432)
(723)
134
60
(221)
54
1
Balance as of June 30, 2023
$
14 $
4,021 $
865 $
(862) $
(12) $
64 $ 4,090
See accompanying notes to consolidated financial statements.
53
54
Depreciation, amortization, and impairment
Russia and Ukraine impairment
Net periodic benefit cost
Amortization of debt discount and deferred financing costs
Net gain on disposal of property, plant, and equipment
Net gain on disposal of businesses
Equity in income of affiliated companies
Net foreign exchange (gain)/loss
Share-based compensation
Other, net
Loss from hyperinflationary accounting for Argentine subsidiaries
Deferred income taxes, net
Dividends received from affiliated companies
Changes in operating assets and liabilities, excluding effect of acquisitions,
divestitures, and currency:
Trade receivables
Inventories
Prepaid expenses and other current assets
Trade payables
Other current liabilities
Accrued employee costs
Employee benefit obligations
Other, net
Net cash provided by operating activities
Cash flows from investing activities:
Issuance of loans to affiliated companies
Investments in affiliated companies and other
Business acquisitions
Net cash used in investing activities
Cash flows from financing activities:
Proceeds from issuance of shares
Purchase of treasury shares
Purchase of non-controlling interest
Proceeds from issuance of long-term debt
Repayment of long-term debt
Net borrowing/(repayment) of commercial paper
Net borrowing/(repayment) of short-term debt
Repayment of lease liabilities
Share buyback/cancellations
Dividends paid
Net cash used in financing activities
Purchase of property, plant, and equipment, and other intangible assets
(Payments)/proceeds from divestitures
Proceeds from sales of property, plant, and equipment, and other intangible assets
1,261
1,526
1,461
586
—
11
4
(5)
(220)
—
28
54
5
62
(57)
—
93
248
(54)
(429)
21
(84)
(25)
(35)
(1)
(56)
(121)
(526)
365
30
(309)
134
(221)
—
522
(330)
94
(58)
(11)
(432)
(723)
(88)
—
(161)
850
625
138
12
2
(3)
—
—
(14)
63
106
22
(33)
—
(272)
(626)
(67)
711
123
(20)
(35)
(21)
(5)
(12)
—
(527)
(1)
18
(527)
114
(143)
—
1,066
(1,243)
638
15
(5)
(601)
(732)
(891)
(108)
(75)
(75)
850
951
574
—
15
10
(10)
(44)
(19)
21
58
(83)
27
4
4
(189)
(112)
(90)
342
11
29
(40)
2
—
(5)
—
(468)
214
26
(233)
30
(8)
(8)
790
(530)
(235)
(123)
(2)
(351)
(742)
58
—
107
743
850
(1,025)
(1,179)
Effect of exchange rates on cash and cash equivalents
Cash and cash equivalents classified as held for sale
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents balance at beginning of the fiscal year
Cash and cash equivalents balance at end of the fiscal year
$
689 $
775 $
See accompanying notes to consolidated financial statements, including Note 23, "Supplemental Cash Flow Information." Cash
and cash equivalents at the beginning of the year include cash and cash equivalents classified as held for sale.
Amcor Annual Report 2023
Form10-K
69
FINAL
FINAL
Amcor plc and Subsidiaries
Notes to Consolidated Financial Statements
Note 2 - Significant Accounting Policies
Note 1 - Business Description
Amcor plc ("Amcor" or the "Company") is a public limited company incorporated under the Laws of the Bailiwick of
Jersey. The Company's history dates back more than 150 years, with origins in both Australia and the United States of America.
Today, Amcor is a global leader in developing and producing responsible packaging for food, beverage, pharmaceutical,
medical, home and personal-care, and other consumer goods end markets. The Company's innovation excellence and global
packaging expertise enables the Company to solve packaging challenges around the world every day, producing packaging that
is more functional, appealing, and cost effective for its customers and their consumers and importantly, more sustainable for the
environment.
Basis of Presentation and Principles of Consolidation: The consolidated financial statements include the accounts of the
Company and its subsidiaries, for which the Company has a controlling financial interest. All significant intercompany
transactions and balances have been eliminated. The consolidated financial statements are prepared in accordance with
accounting principles generally accepted in the United States of America ("U.S. GAAP").
The Company reclassified prior year inventory comparatives in the condensed consolidated balance sheets to conform
to the current year's presentation which provides the breakdown of inventory. This change in presentation did not have an
impact on the Company’s financial condition or operating results. Certain amounts in the Company's notes to consolidated
financial statements may not add up or recalculate due to rounding.
Business Combinations: The Company uses the acquisition method of accounting, which requires separate recognition of
The Company's business activities are organized around two reportable segments, Flexibles and Rigid Packaging. The
assets acquired and liabilities assumed from goodwill, at the acquisition date fair values. Goodwill as of the acquisition date is
Company has a globally diverse operating footprint, selling to customers in Europe, North America, Latin America, and the
Asia Pacific regions. The Company develops and produces a broad range of packaging products including flexible packaging,
rigid packaging containers, specialty cartons, and closures. The Company's sales are widely diversified, with the majority of
sales made to the food, beverage, pharmaceutical, medical device, home and personal care, and other consumer goods end
markets. All markets are considered to be highly competitive as to price, innovation, quality, and service.
measured as the excess of consideration transferred and the fair value of any non-controlling interests in the acquiree over the
net of the acquisition date fair values of the assets acquired and liabilities assumed. During the measurement period, which may
be up to one year from the acquisition date, the Company has the ability to record adjustments to the assets acquired and
liabilities assumed with the corresponding offset to goodwill. After the measurement period or final determination of the values
of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded in the consolidated
statements of income.
Held for Sale and Discontinued Operations: The Company classifies assets and liabilities (the "disposal group") as held for
sale in the period when all of the relevant criteria to be classified as held for sale are met. These criteria include management's
commitment to sell the disposal group in its present condition and the sale being deemed probable of being completed within
one year. Assets held for sale are reported at the lower of their carrying value or fair value less cost to sell. Fair value is
determined based on management’s assessment of indicative bids, a market multiples model in which a market multiple is
applied to forecasted earnings before interest, taxes, depreciation, and amortization (“EBITDA”), discounted cash flows,
appraised values, or management's estimates, depending on the specific situation. Any loss resulting from the measurement is
recognized in the period when the held for sale criteria are met. If the disposal group meets the definition of a business, the
goodwill within the reporting unit is allocated to the disposal group based on its relative fair value. The Company assesses the
fair value of a disposal group, less any costs to sell, each reporting period it remains classified as held for sale and reports any
subsequent changes as an adjustment to the carrying value of the disposal group, as long as the new carrying value does not
exceed the initial carrying value of the disposal group. Assets held for sale are not amortized or depreciated. The Company
recorded an impairment charge on assets held for sale of $90 million for the fiscal year ended June 30, 2022. See Note 6, "Held
for Sale," for more information on assets held for sale.
A disposal group that represents a strategic shift to the Company or is acquired with the intention to sell is reflected as
a discontinued operation on the consolidated statements of income and prior periods are recast to reflect the earnings or losses
as income from discontinued operations.
Estimates and Assumptions Required: The preparation of financial statements in conformity with U.S. GAAP requires
management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the
consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods.
These estimates are based on historical experience and various assumptions believed to be reasonable under the
circumstances. Management evaluates these estimates on an ongoing basis and adjusts or revises them as circumstances change.
As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the
opinion of management, the consolidated financial statements reflect all adjustments necessary to fairly present the results of
the periods presented.
Translation of Foreign Currencies: The reporting currency of the Company is the U.S. dollar. The functional currency of the
Company’s subsidiaries is generally the local currency of each entity. Transactions in currencies other than the functional
currency of the entity are recorded at the exchange rates prevailing at the transaction date. Monetary assets and liabilities in
currencies other than the entity’s functional currency are remeasured at the exchange rates as of the balance sheet date to the
entity’s functional currency. Foreign currency transaction gains and losses related to short-term and long-term debt are recorded
in other non-operating income, net, in the consolidated statements of income and the net gains or net losses are not material in
any of the periods presented. All other foreign currency transaction gains and losses are recorded in other income, net in the
consolidated statements of income. These foreign currency transaction net gains or net losses amounted to a net loss of
55
56
Amcor Annual Report 2023
Note 1 - Business Description
Amcor plc ("Amcor" or the "Company") is a public limited company incorporated under the Laws of the Bailiwick of
Jersey. The Company's history dates back more than 150 years, with origins in both Australia and the United States of America.
Today, Amcor is a global leader in developing and producing responsible packaging for food, beverage, pharmaceutical,
medical, home and personal-care, and other consumer goods end markets. The Company's innovation excellence and global
packaging expertise enables the Company to solve packaging challenges around the world every day, producing packaging that
is more functional, appealing, and cost effective for its customers and their consumers and importantly, more sustainable for the
environment.
The Company's business activities are organized around two reportable segments, Flexibles and Rigid Packaging. The
Company has a globally diverse operating footprint, selling to customers in Europe, North America, Latin America, and the
Asia Pacific regions. The Company develops and produces a broad range of packaging products including flexible packaging,
rigid packaging containers, specialty cartons, and closures. The Company's sales are widely diversified, with the majority of
sales made to the food, beverage, pharmaceutical, medical device, home and personal care, and other consumer goods end
markets. All markets are considered to be highly competitive as to price, innovation, quality, and service.
Form10-K
69
Form10-K
70
FINAL
FINAL
Amcor plc and Subsidiaries
Notes to Consolidated Financial Statements
Note 2 - Significant Accounting Policies
Basis of Presentation and Principles of Consolidation: The consolidated financial statements include the accounts of the
Company and its subsidiaries, for which the Company has a controlling financial interest. All significant intercompany
transactions and balances have been eliminated. The consolidated financial statements are prepared in accordance with
accounting principles generally accepted in the United States of America ("U.S. GAAP").
The Company reclassified prior year inventory comparatives in the condensed consolidated balance sheets to conform
to the current year's presentation which provides the breakdown of inventory. This change in presentation did not have an
impact on the Company’s financial condition or operating results. Certain amounts in the Company's notes to consolidated
financial statements may not add up or recalculate due to rounding.
Business Combinations: The Company uses the acquisition method of accounting, which requires separate recognition of
assets acquired and liabilities assumed from goodwill, at the acquisition date fair values. Goodwill as of the acquisition date is
measured as the excess of consideration transferred and the fair value of any non-controlling interests in the acquiree over the
net of the acquisition date fair values of the assets acquired and liabilities assumed. During the measurement period, which may
be up to one year from the acquisition date, the Company has the ability to record adjustments to the assets acquired and
liabilities assumed with the corresponding offset to goodwill. After the measurement period or final determination of the values
of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded in the consolidated
statements of income.
Held for Sale and Discontinued Operations: The Company classifies assets and liabilities (the "disposal group") as held for
sale in the period when all of the relevant criteria to be classified as held for sale are met. These criteria include management's
commitment to sell the disposal group in its present condition and the sale being deemed probable of being completed within
one year. Assets held for sale are reported at the lower of their carrying value or fair value less cost to sell. Fair value is
determined based on management’s assessment of indicative bids, a market multiples model in which a market multiple is
applied to forecasted earnings before interest, taxes, depreciation, and amortization (“EBITDA”), discounted cash flows,
appraised values, or management's estimates, depending on the specific situation. Any loss resulting from the measurement is
recognized in the period when the held for sale criteria are met. If the disposal group meets the definition of a business, the
goodwill within the reporting unit is allocated to the disposal group based on its relative fair value. The Company assesses the
fair value of a disposal group, less any costs to sell, each reporting period it remains classified as held for sale and reports any
subsequent changes as an adjustment to the carrying value of the disposal group, as long as the new carrying value does not
exceed the initial carrying value of the disposal group. Assets held for sale are not amortized or depreciated. The Company
recorded an impairment charge on assets held for sale of $90 million for the fiscal year ended June 30, 2022. See Note 6, "Held
for Sale," for more information on assets held for sale.
A disposal group that represents a strategic shift to the Company or is acquired with the intention to sell is reflected as
a discontinued operation on the consolidated statements of income and prior periods are recast to reflect the earnings or losses
as income from discontinued operations.
Estimates and Assumptions Required: The preparation of financial statements in conformity with U.S. GAAP requires
management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the
consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods.
These estimates are based on historical experience and various assumptions believed to be reasonable under the
circumstances. Management evaluates these estimates on an ongoing basis and adjusts or revises them as circumstances change.
As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the
opinion of management, the consolidated financial statements reflect all adjustments necessary to fairly present the results of
the periods presented.
Translation of Foreign Currencies: The reporting currency of the Company is the U.S. dollar. The functional currency of the
Company’s subsidiaries is generally the local currency of each entity. Transactions in currencies other than the functional
currency of the entity are recorded at the exchange rates prevailing at the transaction date. Monetary assets and liabilities in
currencies other than the entity’s functional currency are remeasured at the exchange rates as of the balance sheet date to the
entity’s functional currency. Foreign currency transaction gains and losses related to short-term and long-term debt are recorded
in other non-operating income, net, in the consolidated statements of income and the net gains or net losses are not material in
any of the periods presented. All other foreign currency transaction gains and losses are recorded in other income, net in the
consolidated statements of income. These foreign currency transaction net gains or net losses amounted to a net loss of
55
56
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
71
$17 million, a net gain of $19 million, and a net loss of $4 million during the fiscal years ended June 30, 2023, 2022, and 2021,
respectively.
Upon consolidation, the results of operations of subsidiaries with functional currencies other than the reporting
currency of the Company are translated using average exchange rates during each year. Assets and liabilities of operations with
a functional currency other than the U.S. dollar are translated at the exchange rates as of the balance sheet date, while equity
balances are translated at historical rates. Translation gains and losses are reported in accumulated other comprehensive loss as
a component of shareholders’ equity.
Highly Inflationary Accounting: A highly inflationary economy is defined as an economy with a cumulative inflation rate of
approximately 100 percent or more over a three-year period. As of July 1, 2018, the Argentine economy was designated as
highly inflationary for accounting purposes. Accordingly, the U.S. dollar replaced the Argentine peso as the functional currency
for the Company's subsidiaries in Argentina. The impact of highly inflationary accounting on monetary balances was a loss of
$24 million, $16 million, and $19 million for the fiscal years ended June 30, 2023, 2022, and 2021, respectively, in the
consolidated statements of income.
Revenue Recognition: The Company generates revenue by providing its customers with flexible and rigid packaging, serving a
variety of markets including food, consumer products, and healthcare end markets. The Company enters into a variety of
agreements with customers, including quality agreements, pricing agreements, and master supply agreements, which outline the
terms under which the Company does business with a specific customer. The Company also sells to some customers solely
based on purchase orders. The Company has concluded for the vast majority of its revenues, that its contracts with customers
are either a purchase order or the combination of a purchase order with a master supply agreement. All revenue recognized in
the consolidated statements of income is considered to be revenue from contracts with customers.
The Company typically satisfies the obligation to provide packaging to customers at a point in time upon shipment
when control is transferred to customers. Revenue is recognized net of allowances for returns and customer claims and any
taxes collected from customers, which are subsequently remitted to governmental authorities. The Company does not have any
material contract assets or contract liabilities. The Company disaggregates revenue based on geography. Disaggregation of
revenue is presented in Note 21, "Segments."
Significant Judgments
Determining whether products and services should be accounted for as distinct performance obligations or as
combined performance obligations may require significant judgment. The Company has identified potential performance
obligations in its customer master supply agreements and determined that none of them are capable of being distinct as the
customer can only benefit from the supplied packaging. Therefore, the Company has concluded that it has one performance
obligation, which is to supply packaging to customers.
The Company may provide variable consideration in several forms, which are determined through its agreements with
customers. The Company can offer prompt payment discounts, sales rebates, or other incentive payments to customers. Sales
rebates and other incentive payments are typically awarded upon achievement of certain performance metrics, including
volume. The Company accounts for variable consideration using the most likely amount method. The Company utilizes
forecasted sales data and rebate percentages specific to each customer agreement and updates its judgment of the amounts to
which the customer is entitled each period.
The Company enters into long-term agreements with certain customers, under which it is obligated to make various
up-front payments for which it expects to receive a benefit in excess of the cost over the term of the contract. These up-front
payments are deferred and reflected in prepaid expenses and other current assets or other non-current assets on its consolidated
balance sheets. Contract incentives are typically recognized as a reduction to revenue over the term of the customer agreement.
Practical Expedients
The Company sells primarily through its direct sales force. Any external sales commissions are expensed when
incurred because the amortization period would be one year or less. External sales commission expense is included in selling,
general, and administrative expenses in the consolidated statements of income.
The Company accounts for shipping and handling activities as fulfillment costs. Accordingly, shipping and handling
costs are classified as a component of cost of sales while amounts billed to customers are classified as a component of net sales.
The Company excludes from the measurement of the transaction price all taxes assessed by a government authority
that are both imposed on and concurrent with a specific revenue producing transaction and collected from the customer,
including sales taxes, value added taxes, excise taxes, and use taxes. Accordingly, the tax amounts are not included in net sales.
The Company does not adjust the promised consideration for the time value of money for contracts where the
difference between the time of payment and performance is one year or less.
Research and Development: Research and development expenses are expensed as incurred.
Restructuring Costs: Restructuring costs are recognized when the liability is incurred. The Company calculates severance
obligations based on its standard customary practices. Accordingly, the Company records provisions for severance when
payments are probable and estimable and when the Company has committed to the restructuring plan. In the absence of a
standard customary practice or established local practice, liabilities for severance are recognized when incurred. If fixed assets
become impaired as a result of the Company’s restructuring efforts, these assets are written down to their fair value less costs to
sell, as the Company commits to dispose of them, and they are no longer in use. Depreciation is accelerated on fixed assets for
the period of time the asset continues to be used until the asset ceases to be used. Other restructuring costs, including costs to
relocate equipment, are generally recorded as the cost is incurred or the service is provided. See Note 7, "Restructuring," for
more information on the Company’s restructuring plans.
Cash, Cash Equivalents, and Restricted Cash: The Company considers all highly liquid investments, with a maturity of three
months or less when purchased, to be cash equivalents. Cash equivalents include demand deposits that can be readily liquidated
without penalty at the Company’s option. Cash equivalents are carried at cost which approximates fair market value. The
Company had restricted cash of $8 million as of June 30, 2022, which was held in a share trust associated with Company share-
based payment obligations. The Company had an immaterial amount of restricted cash as of June 30, 2023.
Trade Receivables, net of allowance for credit losses ("Trade accounts receivable, net"): Trade accounts receivable, net,
are stated at the amount the Company expects to collect, which is net of an allowance for sales returns and the estimated losses
resulting from the inability of its customers to make required payments. The allowance for doubtful accounts is estimated based
on the current expected credit loss model ("CECL") and it incorporates information about past events, current conditions, and
reasonable and supportable forecasts of future economic conditions. When determining the collectability of specific customer
accounts, several factors are evaluated, including customer creditworthiness, past transaction history with the customer, and
changes in customer payment terms or practices. In addition, overall historical collection experience, current economic industry
trends, and a review of the current status of trade accounts receivable are considered when determining the required allowance
for credit losses. Changes in allowance for doubtful accounts were not material for fiscal years ended June 30, 2023, 2022, and
2021.
The Company enters into customer-based supply-chain financing programs from time to time to sell trade receivables
to third-party financial institutions. Agreements which result in true sales of the transferred receivables, which occur when
receivables are transferred without recourse to the Company, are reflected as a reduction of trade receivables, net on the
consolidated balance sheets and the proceeds are included in the cash flows from operating activities in the consolidated
statements of cash flows. Agreements that allow the Company to maintain effective control over the transferred receivables and
which do not qualify as a true sale are accounted for as secured borrowings and recorded on the consolidated balance sheets
within trade receivables, net and short-term debt. The expenses associated with receivables factoring are recorded in the
consolidated statements of income primarily as a reduction of net sales. The Company did not factor any trade receivables in
fiscal years 2023 and 2022 which did not qualify as true sales of the receivables.
Inventories, net: Inventories are stated at the lower of cost and net realizable value. The cost of inventories is based upon the
first-in, first-out ("FIFO") method or average cost method. Costs related to inventories include raw materials, direct labor, and
manufacturing overhead. Inventory reserves were $130 million and $111 million as of June 30, 2023, and 2022, respectively.
Property, Plant, and Equipment, Net ("PP&E"): PP&E is carried at cost less accumulated depreciation and impairment and
includes expenditures for new facilities and equipment, as well as costs that substantially increase the useful lives or capacity of
existing PP&E. Cost of constructed assets includes capitalized interest incurred during the construction period. Maintenance
and repairs that do not improve efficiency or extend economic life are expensed as incurred.
PP&E, including assets held under finance leases, is depreciated using the straight-line method over the estimated
useful lives of the assets or, in the case of leasehold improvements and finance leases, over the period of the lease or useful life
of the asset as described below. The Company periodically reviews these estimated useful lives and, when appropriate, changes
are made prospectively.
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Amcor Annual Report 2023
FINAL
FINAL
Form10-K
71
Form10-K
72
$17 million, a net gain of $19 million, and a net loss of $4 million during the fiscal years ended June 30, 2023, 2022, and 2021,
The Company excludes from the measurement of the transaction price all taxes assessed by a government authority
respectively.
that are both imposed on and concurrent with a specific revenue producing transaction and collected from the customer,
including sales taxes, value added taxes, excise taxes, and use taxes. Accordingly, the tax amounts are not included in net sales.
Upon consolidation, the results of operations of subsidiaries with functional currencies other than the reporting
currency of the Company are translated using average exchange rates during each year. Assets and liabilities of operations with
The Company does not adjust the promised consideration for the time value of money for contracts where the
a functional currency other than the U.S. dollar are translated at the exchange rates as of the balance sheet date, while equity
difference between the time of payment and performance is one year or less.
balances are translated at historical rates. Translation gains and losses are reported in accumulated other comprehensive loss as
a component of shareholders’ equity.
Research and Development: Research and development expenses are expensed as incurred.
Highly Inflationary Accounting: A highly inflationary economy is defined as an economy with a cumulative inflation rate of
approximately 100 percent or more over a three-year period. As of July 1, 2018, the Argentine economy was designated as
highly inflationary for accounting purposes. Accordingly, the U.S. dollar replaced the Argentine peso as the functional currency
for the Company's subsidiaries in Argentina. The impact of highly inflationary accounting on monetary balances was a loss of
$24 million, $16 million, and $19 million for the fiscal years ended June 30, 2023, 2022, and 2021, respectively, in the
consolidated statements of income.
Revenue Recognition: The Company generates revenue by providing its customers with flexible and rigid packaging, serving a
variety of markets including food, consumer products, and healthcare end markets. The Company enters into a variety of
agreements with customers, including quality agreements, pricing agreements, and master supply agreements, which outline the
terms under which the Company does business with a specific customer. The Company also sells to some customers solely
based on purchase orders. The Company has concluded for the vast majority of its revenues, that its contracts with customers
are either a purchase order or the combination of a purchase order with a master supply agreement. All revenue recognized in
the consolidated statements of income is considered to be revenue from contracts with customers.
The Company typically satisfies the obligation to provide packaging to customers at a point in time upon shipment
when control is transferred to customers. Revenue is recognized net of allowances for returns and customer claims and any
taxes collected from customers, which are subsequently remitted to governmental authorities. The Company does not have any
material contract assets or contract liabilities. The Company disaggregates revenue based on geography. Disaggregation of
revenue is presented in Note 21, "Segments."
Significant Judgments
Determining whether products and services should be accounted for as distinct performance obligations or as
combined performance obligations may require significant judgment. The Company has identified potential performance
obligations in its customer master supply agreements and determined that none of them are capable of being distinct as the
customer can only benefit from the supplied packaging. Therefore, the Company has concluded that it has one performance
obligation, which is to supply packaging to customers.
The Company may provide variable consideration in several forms, which are determined through its agreements with
customers. The Company can offer prompt payment discounts, sales rebates, or other incentive payments to customers. Sales
rebates and other incentive payments are typically awarded upon achievement of certain performance metrics, including
volume. The Company accounts for variable consideration using the most likely amount method. The Company utilizes
forecasted sales data and rebate percentages specific to each customer agreement and updates its judgment of the amounts to
which the customer is entitled each period.
The Company enters into long-term agreements with certain customers, under which it is obligated to make various
up-front payments for which it expects to receive a benefit in excess of the cost over the term of the contract. These up-front
payments are deferred and reflected in prepaid expenses and other current assets or other non-current assets on its consolidated
balance sheets. Contract incentives are typically recognized as a reduction to revenue over the term of the customer agreement.
Practical Expedients
The Company sells primarily through its direct sales force. Any external sales commissions are expensed when
incurred because the amortization period would be one year or less. External sales commission expense is included in selling,
general, and administrative expenses in the consolidated statements of income.
The Company accounts for shipping and handling activities as fulfillment costs. Accordingly, shipping and handling
costs are classified as a component of cost of sales while amounts billed to customers are classified as a component of net sales.
Restructuring Costs: Restructuring costs are recognized when the liability is incurred. The Company calculates severance
obligations based on its standard customary practices. Accordingly, the Company records provisions for severance when
payments are probable and estimable and when the Company has committed to the restructuring plan. In the absence of a
standard customary practice or established local practice, liabilities for severance are recognized when incurred. If fixed assets
become impaired as a result of the Company’s restructuring efforts, these assets are written down to their fair value less costs to
sell, as the Company commits to dispose of them, and they are no longer in use. Depreciation is accelerated on fixed assets for
the period of time the asset continues to be used until the asset ceases to be used. Other restructuring costs, including costs to
relocate equipment, are generally recorded as the cost is incurred or the service is provided. See Note 7, "Restructuring," for
more information on the Company’s restructuring plans.
Cash, Cash Equivalents, and Restricted Cash: The Company considers all highly liquid investments, with a maturity of three
months or less when purchased, to be cash equivalents. Cash equivalents include demand deposits that can be readily liquidated
without penalty at the Company’s option. Cash equivalents are carried at cost which approximates fair market value. The
Company had restricted cash of $8 million as of June 30, 2022, which was held in a share trust associated with Company share-
based payment obligations. The Company had an immaterial amount of restricted cash as of June 30, 2023.
Trade Receivables, net of allowance for credit losses ("Trade accounts receivable, net"): Trade accounts receivable, net,
are stated at the amount the Company expects to collect, which is net of an allowance for sales returns and the estimated losses
resulting from the inability of its customers to make required payments. The allowance for doubtful accounts is estimated based
on the current expected credit loss model ("CECL") and it incorporates information about past events, current conditions, and
reasonable and supportable forecasts of future economic conditions. When determining the collectability of specific customer
accounts, several factors are evaluated, including customer creditworthiness, past transaction history with the customer, and
changes in customer payment terms or practices. In addition, overall historical collection experience, current economic industry
trends, and a review of the current status of trade accounts receivable are considered when determining the required allowance
for credit losses. Changes in allowance for doubtful accounts were not material for fiscal years ended June 30, 2023, 2022, and
2021.
The Company enters into customer-based supply-chain financing programs from time to time to sell trade receivables
to third-party financial institutions. Agreements which result in true sales of the transferred receivables, which occur when
receivables are transferred without recourse to the Company, are reflected as a reduction of trade receivables, net on the
consolidated balance sheets and the proceeds are included in the cash flows from operating activities in the consolidated
statements of cash flows. Agreements that allow the Company to maintain effective control over the transferred receivables and
which do not qualify as a true sale are accounted for as secured borrowings and recorded on the consolidated balance sheets
within trade receivables, net and short-term debt. The expenses associated with receivables factoring are recorded in the
consolidated statements of income primarily as a reduction of net sales. The Company did not factor any trade receivables in
fiscal years 2023 and 2022 which did not qualify as true sales of the receivables.
Inventories, net: Inventories are stated at the lower of cost and net realizable value. The cost of inventories is based upon the
first-in, first-out ("FIFO") method or average cost method. Costs related to inventories include raw materials, direct labor, and
manufacturing overhead. Inventory reserves were $130 million and $111 million as of June 30, 2023, and 2022, respectively.
Property, Plant, and Equipment, Net ("PP&E"): PP&E is carried at cost less accumulated depreciation and impairment and
includes expenditures for new facilities and equipment, as well as costs that substantially increase the useful lives or capacity of
existing PP&E. Cost of constructed assets includes capitalized interest incurred during the construction period. Maintenance
and repairs that do not improve efficiency or extend economic life are expensed as incurred.
PP&E, including assets held under finance leases, is depreciated using the straight-line method over the estimated
useful lives of the assets or, in the case of leasehold improvements and finance leases, over the period of the lease or useful life
of the asset as described below. The Company periodically reviews these estimated useful lives and, when appropriate, changes
are made prospectively.
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Amcor Annual Report 2023
FINAL
FINAL
Form10-K
73
Leasehold land
Land improvements
Buildings
Machinery and equipment
Finance leases
Over lease term
Up to 30 years
Up to 45 years
Up to 25 years
Lease term or 5 - 25 years
Impairment of Long-lived Assets: The Company reviews long-lived assets, primarily PP&E and certain identifiable intangible
assets with finite lives, for impairment when facts or circumstances indicate that the carrying amount of an asset or asset group
may not be recoverable. If impairment indicators are present and the estimated future undiscounted cash flows are less than the
carrying value of the assets, the carrying values are reduced to the estimated fair value. Fair values are determined based on
quoted market values, discounted cash flows, or external appraisals, as applicable.
Impairment of long-lived assets recognized in the consolidated statements of income, excluding assets held for sale,
were as follows:
($ in millions)
Selling, general, and administrative expenses
Restructuring, impairment, and other related activities, net
Total impairment losses recognized in the consolidated statements of
income
Years ended June 30,
2022
2021
2023
$
$
— $
18
18 $
1 $
42
43 $
1
9
10
Leases: The Company enters into leasing arrangements for certain manufacturing sites, offices, warehouses, land, vehicles, and
equipment. The Company determines at the inception of the contract whether the contract is or contains a lease. A contract is a
lease if it conveys the right to control an identified asset for a period of time in exchange for consideration.
For leases with an original term of more than twelve months, the Company recognizes a right-of-use (“ROU”) asset
and a lease liability. Short-term leases with a term of twelve months or less are not recorded on the consolidated balance sheets
and the related expense is recognized on a straight-line basis over the term of the lease.
Lease liabilities are recognized at the commencement date based on the present value of the remaining lease payments
over the lease terms, which include any noncancellable lease terms and any renewal periods that the Company is reasonably
certain to exercise. A significant portion of the Company's leases includes an option or options to extend the lease term. The
Company re-evaluates its leases on a regular basis to consider the economic and strategic incentives of exercising lease renewal
options. As the implicit rates in the Company's leases generally cannot be readily determined, the Company uses estimates of its
incremental borrowing rate as the discount rates to determine the lease liabilities.
multiples, terminal values, and discount rates. Sensitivity analyses are performed around certain of these assumptions to assess
the reasonableness of the assumptions and the resulting estimated fair values. If current expectations of future growth rates and
margins are not met, or if market factors beyond the Company’s control, such as factors impacting the applicable discount rate
or economic or political conditions in key markets change significantly, then goodwill allocated to one or more reporting units
may be impaired.
carrying values.
In fiscal year 2023, the Company performed quantitative impairment tests for all of its reporting units and the
Company concluded that goodwill was not impaired as the fair values of the reporting units substantially exceeded their
Other Intangible Assets, Net: Contractual or separable intangible assets that have finite useful lives are amortized against
income using the straight-line method over their estimated useful lives, which range from 1 to 20 years. The straight-line
method of amortization reflects an appropriate allocation of the costs of the intangible assets to earnings in proportion to the
amount of economic benefits obtained by the Company in each reporting period.
Costs incurred to develop software programs to be used solely to meet the Company's internal needs have been
capitalized as computer software within other intangible assets.
Fair Value Measurements: The fair values of the Company's financial assets and financial liabilities reflect the amounts that
would be received to sell the assets or paid to transfer the liabilities in an orderly transaction between market participants at the
measurement date (exit price). The Company determines fair value based on a three-tiered fair value hierarchy. The hierarchy
consists of:
•
•
•
Level 1: fair value measurements represent exchange-traded securities, which are valued at quoted prices
(unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access as of
the reporting date;
Level 2: fair value measurements are determined using input prices that are directly observable for the asset
or liability or indirectly observable through corroboration with observable market data; and
Level 3: fair value measurements are determined using unobservable inputs, such as internally developed
pricing models for the asset or liability due to little or no market activity for the asset or liability.
Derivative Instruments: The Company recognizes all derivative instruments on the consolidated balance sheets at fair value.
The impact on earnings from recognizing the fair values of these instruments depends on their intended use, their hedge
designation and their effectiveness in offsetting changes in the fair values of the exposures they are hedging. Derivatives not
designated as hedging instruments are adjusted to fair value through income. Depending on the nature of derivatives designated
as hedging instruments, changes in the fair value are either offset against the change in fair value of the hedged assets,
liabilities, or firm commitments through earnings or recognized in shareholders’ equity through other comprehensive income/
(loss) until the hedged item is recognized. Gains or losses, if any, related to the ineffective portion of any hedge are recognized
through earnings over the life of the hedging relationship.
Certain leases require variable payments that are dependent on usage, output, or other factors. Variable lease payments
that do not depend on an index or rate are excluded from lease payments in the measurement of the ROU lease asset and lease
liability and recognized as an expense in the period in which the obligation for the payments occur.
See Note 12, "Derivative Instruments," for more information regarding specific derivative instruments included on the
Company’s consolidated balance sheets, such as forward foreign currency exchange contracts, currency swap contracts, and
interest rate swap arrangements, among other derivative instruments.
Goodwill: Goodwill represents the excess of cost over the fair value of net assets acquired in a business combination. Goodwill
is not amortized but is instead tested annually for impairment by the Company in the fourth quarter of each fiscal year or
whenever events and circumstances indicate an impairment may have occurred during the fiscal year. Factors that could trigger
an impairment review include a significant decline in a reporting unit’s operating results compared to its operating plan or
historical performance, and competitive pressures and changes in the general markets in which it operates. All goodwill is
assigned to a reporting unit, which is defined as the operating segment. The Company has six reporting units with goodwill that
are assessed for potential impairment.
When performing the required impairment tests, the Company has the option to first assess qualitative factors to
determine if a quantitative assessment for goodwill impairment is necessary. If the qualitative assessment concludes that it is
more likely than not that the fair value of a reporting unit is less than its carrying value, the Company performs a quantitative
assessment. The Company's quantitative assessment utilizes a discounted cash flow model to determine the fair value of the
reporting units. Deriving fair value using discounted cash flows requires judgment and is sensitive to changes in underlying
assumptions and market factors. Key assumptions include revenue growth, projected operating income growth, market
Employee Benefit Plans: The Company sponsors various defined contribution plans to which it makes contributions on behalf
of employees. The expense under such plans was $87 million, $79 million, and $68 million for the fiscal years ended June 30,
2023, 2022, and 2021, respectively.
The Company also sponsors a number of defined benefit plans that provide benefits to current and former employees.
For the Company-sponsored plans, the relevant accounting guidance requires management to make certain assumptions relating
to the long-term rate of return on plan assets, discount rates used to determine the present value of future obligations and
expenses, salary inflation rates, mortality rates, and other assumptions. The Company believes that the accounting estimates
related to its pension plans are critical accounting estimates because they are highly susceptible to change from period to period
based on the performance of plan assets, actuarial valuations, market conditions, and contracted benefit changes. The selection
of assumptions is based on historical trends, known economic and market conditions at the time of valuation, and independent
studies of trends performed by the Company’s actuaries. However, actual results may differ substantially from the estimates
that were based on the critical assumptions.
59
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Amcor Annual Report 2023
FINAL
FINAL
Form10-K
73
Form10-K
74
Leasehold land
Land improvements
Buildings
Machinery and equipment
Finance leases
Over lease term
Up to 30 years
Up to 45 years
Up to 25 years
Lease term or 5 - 25 years
Impairment of Long-lived Assets: The Company reviews long-lived assets, primarily PP&E and certain identifiable intangible
assets with finite lives, for impairment when facts or circumstances indicate that the carrying amount of an asset or asset group
may not be recoverable. If impairment indicators are present and the estimated future undiscounted cash flows are less than the
carrying value of the assets, the carrying values are reduced to the estimated fair value. Fair values are determined based on
quoted market values, discounted cash flows, or external appraisals, as applicable.
Impairment of long-lived assets recognized in the consolidated statements of income, excluding assets held for sale,
were as follows:
($ in millions)
Selling, general, and administrative expenses
Restructuring, impairment, and other related activities, net
Total impairment losses recognized in the consolidated statements of
income
Years ended June 30,
2023
2022
2021
$
$
— $
18
18 $
1 $
42
43 $
1
9
10
Leases: The Company enters into leasing arrangements for certain manufacturing sites, offices, warehouses, land, vehicles, and
equipment. The Company determines at the inception of the contract whether the contract is or contains a lease. A contract is a
lease if it conveys the right to control an identified asset for a period of time in exchange for consideration.
For leases with an original term of more than twelve months, the Company recognizes a right-of-use (“ROU”) asset
and a lease liability. Short-term leases with a term of twelve months or less are not recorded on the consolidated balance sheets
and the related expense is recognized on a straight-line basis over the term of the lease.
Lease liabilities are recognized at the commencement date based on the present value of the remaining lease payments
over the lease terms, which include any noncancellable lease terms and any renewal periods that the Company is reasonably
certain to exercise. A significant portion of the Company's leases includes an option or options to extend the lease term. The
Company re-evaluates its leases on a regular basis to consider the economic and strategic incentives of exercising lease renewal
options. As the implicit rates in the Company's leases generally cannot be readily determined, the Company uses estimates of its
incremental borrowing rate as the discount rates to determine the lease liabilities.
multiples, terminal values, and discount rates. Sensitivity analyses are performed around certain of these assumptions to assess
the reasonableness of the assumptions and the resulting estimated fair values. If current expectations of future growth rates and
margins are not met, or if market factors beyond the Company’s control, such as factors impacting the applicable discount rate
or economic or political conditions in key markets change significantly, then goodwill allocated to one or more reporting units
may be impaired.
In fiscal year 2023, the Company performed quantitative impairment tests for all of its reporting units and the
Company concluded that goodwill was not impaired as the fair values of the reporting units substantially exceeded their
carrying values.
Other Intangible Assets, Net: Contractual or separable intangible assets that have finite useful lives are amortized against
income using the straight-line method over their estimated useful lives, which range from 1 to 20 years. The straight-line
method of amortization reflects an appropriate allocation of the costs of the intangible assets to earnings in proportion to the
amount of economic benefits obtained by the Company in each reporting period.
Costs incurred to develop software programs to be used solely to meet the Company's internal needs have been
capitalized as computer software within other intangible assets.
Fair Value Measurements: The fair values of the Company's financial assets and financial liabilities reflect the amounts that
would be received to sell the assets or paid to transfer the liabilities in an orderly transaction between market participants at the
measurement date (exit price). The Company determines fair value based on a three-tiered fair value hierarchy. The hierarchy
consists of:
•
•
•
Level 1: fair value measurements represent exchange-traded securities, which are valued at quoted prices
(unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access as of
the reporting date;
Level 2: fair value measurements are determined using input prices that are directly observable for the asset
or liability or indirectly observable through corroboration with observable market data; and
Level 3: fair value measurements are determined using unobservable inputs, such as internally developed
pricing models for the asset or liability due to little or no market activity for the asset or liability.
Derivative Instruments: The Company recognizes all derivative instruments on the consolidated balance sheets at fair value.
The impact on earnings from recognizing the fair values of these instruments depends on their intended use, their hedge
designation and their effectiveness in offsetting changes in the fair values of the exposures they are hedging. Derivatives not
designated as hedging instruments are adjusted to fair value through income. Depending on the nature of derivatives designated
as hedging instruments, changes in the fair value are either offset against the change in fair value of the hedged assets,
liabilities, or firm commitments through earnings or recognized in shareholders’ equity through other comprehensive income/
(loss) until the hedged item is recognized. Gains or losses, if any, related to the ineffective portion of any hedge are recognized
through earnings over the life of the hedging relationship.
Certain leases require variable payments that are dependent on usage, output, or other factors. Variable lease payments
that do not depend on an index or rate are excluded from lease payments in the measurement of the ROU lease asset and lease
liability and recognized as an expense in the period in which the obligation for the payments occur.
See Note 12, "Derivative Instruments," for more information regarding specific derivative instruments included on the
Company’s consolidated balance sheets, such as forward foreign currency exchange contracts, currency swap contracts, and
interest rate swap arrangements, among other derivative instruments.
Goodwill: Goodwill represents the excess of cost over the fair value of net assets acquired in a business combination. Goodwill
is not amortized but is instead tested annually for impairment by the Company in the fourth quarter of each fiscal year or
whenever events and circumstances indicate an impairment may have occurred during the fiscal year. Factors that could trigger
an impairment review include a significant decline in a reporting unit’s operating results compared to its operating plan or
historical performance, and competitive pressures and changes in the general markets in which it operates. All goodwill is
assigned to a reporting unit, which is defined as the operating segment. The Company has six reporting units with goodwill that
are assessed for potential impairment.
When performing the required impairment tests, the Company has the option to first assess qualitative factors to
determine if a quantitative assessment for goodwill impairment is necessary. If the qualitative assessment concludes that it is
more likely than not that the fair value of a reporting unit is less than its carrying value, the Company performs a quantitative
assessment. The Company's quantitative assessment utilizes a discounted cash flow model to determine the fair value of the
reporting units. Deriving fair value using discounted cash flows requires judgment and is sensitive to changes in underlying
assumptions and market factors. Key assumptions include revenue growth, projected operating income growth, market
Employee Benefit Plans: The Company sponsors various defined contribution plans to which it makes contributions on behalf
of employees. The expense under such plans was $87 million, $79 million, and $68 million for the fiscal years ended June 30,
2023, 2022, and 2021, respectively.
The Company also sponsors a number of defined benefit plans that provide benefits to current and former employees.
For the Company-sponsored plans, the relevant accounting guidance requires management to make certain assumptions relating
to the long-term rate of return on plan assets, discount rates used to determine the present value of future obligations and
expenses, salary inflation rates, mortality rates, and other assumptions. The Company believes that the accounting estimates
related to its pension plans are critical accounting estimates because they are highly susceptible to change from period to period
based on the performance of plan assets, actuarial valuations, market conditions, and contracted benefit changes. The selection
of assumptions is based on historical trends, known economic and market conditions at the time of valuation, and independent
studies of trends performed by the Company’s actuaries. However, actual results may differ substantially from the estimates
that were based on the critical assumptions.
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60
Amcor Annual Report 2023
Recently Adopted Accounting Standards
In November 2021, the FASB issued an Accounting Standards Update ("ASU") 2021-10, Government Assistance,
(Topic 832) that adds certain disclosure requirements for entities that receive government assistance. The standard is effective
for annual periods beginning after December 15, 2021, with early application permitted. The Company adopted ASU 2021-10
on July 1, 2022. The Company analyzed amounts received from government assistance programs and determined the program
amounts received are individually, and in the aggregate, not material. ASU 2021-10 may have an impact on the Company’s
disclosures in the future, if government assistance provided to the Company were to become material.
Accounting Standards Not Yet Adopted
In September 2022, the FASB issued ASU 2022-04 that adds certain disclosure requirements for entities that use
supplier finance programs in connection with the purchase of goods and services. The new standard's requirement to disclose
the key terms of supplier finance programs is effective for all interim and annual periods beginning with the Company's fiscal
year ending June 30, 2024. The new standard does not affect the recognition, measurement, or financial statement presentation
of supplier finance program obligations. Early adoption is permitted. The Company adopted this new disclosure guidance on
July 1, 2023, except for the amendment on roll forward information which is not effective until July 1, 2024.
The Company considers the applicability and impact of all ASUs issued by the FASB. The Company determined at
this time that all other ASUs not yet adopted are either not applicable or are expected to have minimal impact on the Company's
consolidated financial statements.
FINAL
FINAL
Form10-K
75
The Company recognizes the funded status of each defined benefit pension plan in the consolidated balance sheets.
Note 3 - New Accounting Guidance
Each overfunded plan is recognized as an asset in employee benefit assets and each underfunded plan is recognized as a liability
in employee benefit obligations. Pension plan liabilities are revalued annually, or when an event occurs that requires
remeasurement, based on updated assumptions and information about the individuals covered by the plan. Accumulated
actuarial gains and losses in excess of a 10 percent corridor and the prior service cost are amortized on a straight-line basis from
the date recognized over the average remaining service period of active participants or over the average life expectancy for
plans with significant inactive participants. The service costs related to defined benefits are included in operating income. The
other components of net benefit cost other than service cost are recorded within other non-operating income, net in the
consolidated statements of income.
Equity Method and Other Investments: Investments in ordinary shares of companies, in which the Company believes it
exercises significant influence over operating and financial policies, are accounted for using the equity method of accounting.
Investments in limited partnerships or limited liability companies that maintain separate ownership accounts are also accounted
for under the equity method unless the Company's interest is so minor that it has virtually no influence over the investee's
operating and financial policies. Under this method, the investment is carried at cost and is adjusted to recognize the investor’s
share of earnings or losses of the investee after the date of acquisition and is adjusted for impairment whenever it is determined
that a decline in the fair value below the cost basis is other than temporary. The fair value of the investment then becomes the
new cost basis of the investment, and it is not adjusted for subsequent recoveries in fair value. The Company reviews its
investments accounted for under the equity method for impairment whenever events or changes in circumstances indicate the
carrying amount may not be recoverable.
All equity investments that do not result in consolidation and are not accounted for under the equity method are
measured at fair value with unrealized gains and losses related to mark-to-market adjustments included in net income. The
Company utilizes the measurement alternative for equity investments that do not have readily determinable fair values and
measures these investments at cost adjusted for impairments and observable price changes in orderly transactions. See Note 8,
"Equity Method and Other Investments," for more information on the Company's equity method and other investments.
Contingencies: The Company is subject to numerous contingencies arising in the ordinary course of business, such as legal and
administrative proceedings, environmental claims and proceedings, workers' compensation, and other claims. Accruals for
estimated losses are recorded by the Company at the time information becomes available indicating that losses are probable,
and the amounts can be reasonably estimated. When management can reasonably estimate a range of losses it may incur, it
records an accrual for the amount within the range that constitutes its best estimate. If no amount within a range appears to be a
better estimate than any other, the low end of the range is accrued. The Company records anticipated recoveries under existing
insurance contracts when recovery is probable.
Share-based Compensation: The Company has a variety of equity incentive plans. For employee awards with a service or
market condition, compensation expense is recognized over the vesting period on a straight-line basis using the grant date fair
value of the award and the estimated number of awards that are expected to vest. For awards with a performance condition, the
Company reassesses the probability of vesting at each reporting period and adjusts compensation cost based on its probability
assessment. The Company also has immaterial cash-settled share-based compensation plans which are accounted for as
liabilities. Such share-based awards are remeasured to fair value at each reporting date. The Company estimates forfeitures
based on employee level, time remaining to vest, and historical forfeiture experience.
Income Taxes: The Company uses the asset and liability method to account for income taxes. Deferred income taxes reflect the
future tax consequences of temporary differences between the tax bases of assets and liabilities and their financial reporting
amounts at each balance sheet date, based upon enacted income tax laws and tax rates. Income tax expense or benefit is
provided based on earnings reported in the consolidated financial statements. The provision for income tax expense or benefit
differs from the amounts of income taxes currently payable because certain items of income and expense included in the
consolidated financial statements are recognized in different time periods by taxing authorities.
Deferred tax assets, including operating losses, capital losses, and tax credit carryforwards, are reduced by a valuation
allowance when it is more likely than not that any portion of these tax attributes will not be realized. In addition, from time to
time, management assesses the need to accrue or disclose uncertain tax positions. In making these assessments, management
must often analyze complex tax laws of multiple jurisdictions. Accounting guidance prescribes a recognition threshold and
measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken
in a tax return. The Company records the related interest expense and penalties, if any, as tax expense in the tax provision. See
Note 17, "Income Taxes," for more information on the Company's income taxes.
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Form10-K
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The Company recognizes the funded status of each defined benefit pension plan in the consolidated balance sheets.
Note 3 - New Accounting Guidance
Each overfunded plan is recognized as an asset in employee benefit assets and each underfunded plan is recognized as a liability
in employee benefit obligations. Pension plan liabilities are revalued annually, or when an event occurs that requires
remeasurement, based on updated assumptions and information about the individuals covered by the plan. Accumulated
Recently Adopted Accounting Standards
actuarial gains and losses in excess of a 10 percent corridor and the prior service cost are amortized on a straight-line basis from
In November 2021, the FASB issued an Accounting Standards Update ("ASU") 2021-10, Government Assistance,
the date recognized over the average remaining service period of active participants or over the average life expectancy for
plans with significant inactive participants. The service costs related to defined benefits are included in operating income. The
other components of net benefit cost other than service cost are recorded within other non-operating income, net in the
consolidated statements of income.
(Topic 832) that adds certain disclosure requirements for entities that receive government assistance. The standard is effective
for annual periods beginning after December 15, 2021, with early application permitted. The Company adopted ASU 2021-10
on July 1, 2022. The Company analyzed amounts received from government assistance programs and determined the program
amounts received are individually, and in the aggregate, not material. ASU 2021-10 may have an impact on the Company’s
disclosures in the future, if government assistance provided to the Company were to become material.
Equity Method and Other Investments: Investments in ordinary shares of companies, in which the Company believes it
exercises significant influence over operating and financial policies, are accounted for using the equity method of accounting.
Accounting Standards Not Yet Adopted
In September 2022, the FASB issued ASU 2022-04 that adds certain disclosure requirements for entities that use
supplier finance programs in connection with the purchase of goods and services. The new standard's requirement to disclose
the key terms of supplier finance programs is effective for all interim and annual periods beginning with the Company's fiscal
year ending June 30, 2024. The new standard does not affect the recognition, measurement, or financial statement presentation
of supplier finance program obligations. Early adoption is permitted. The Company adopted this new disclosure guidance on
July 1, 2023, except for the amendment on roll forward information which is not effective until July 1, 2024.
The Company considers the applicability and impact of all ASUs issued by the FASB. The Company determined at
this time that all other ASUs not yet adopted are either not applicable or are expected to have minimal impact on the Company's
consolidated financial statements.
Investments in limited partnerships or limited liability companies that maintain separate ownership accounts are also accounted
for under the equity method unless the Company's interest is so minor that it has virtually no influence over the investee's
operating and financial policies. Under this method, the investment is carried at cost and is adjusted to recognize the investor’s
share of earnings or losses of the investee after the date of acquisition and is adjusted for impairment whenever it is determined
that a decline in the fair value below the cost basis is other than temporary. The fair value of the investment then becomes the
new cost basis of the investment, and it is not adjusted for subsequent recoveries in fair value. The Company reviews its
investments accounted for under the equity method for impairment whenever events or changes in circumstances indicate the
carrying amount may not be recoverable.
All equity investments that do not result in consolidation and are not accounted for under the equity method are
measured at fair value with unrealized gains and losses related to mark-to-market adjustments included in net income. The
Company utilizes the measurement alternative for equity investments that do not have readily determinable fair values and
measures these investments at cost adjusted for impairments and observable price changes in orderly transactions. See Note 8,
"Equity Method and Other Investments," for more information on the Company's equity method and other investments.
Contingencies: The Company is subject to numerous contingencies arising in the ordinary course of business, such as legal and
administrative proceedings, environmental claims and proceedings, workers' compensation, and other claims. Accruals for
estimated losses are recorded by the Company at the time information becomes available indicating that losses are probable,
and the amounts can be reasonably estimated. When management can reasonably estimate a range of losses it may incur, it
records an accrual for the amount within the range that constitutes its best estimate. If no amount within a range appears to be a
better estimate than any other, the low end of the range is accrued. The Company records anticipated recoveries under existing
insurance contracts when recovery is probable.
Share-based Compensation: The Company has a variety of equity incentive plans. For employee awards with a service or
market condition, compensation expense is recognized over the vesting period on a straight-line basis using the grant date fair
value of the award and the estimated number of awards that are expected to vest. For awards with a performance condition, the
Company reassesses the probability of vesting at each reporting period and adjusts compensation cost based on its probability
assessment. The Company also has immaterial cash-settled share-based compensation plans which are accounted for as
liabilities. Such share-based awards are remeasured to fair value at each reporting date. The Company estimates forfeitures
based on employee level, time remaining to vest, and historical forfeiture experience.
Income Taxes: The Company uses the asset and liability method to account for income taxes. Deferred income taxes reflect the
future tax consequences of temporary differences between the tax bases of assets and liabilities and their financial reporting
amounts at each balance sheet date, based upon enacted income tax laws and tax rates. Income tax expense or benefit is
provided based on earnings reported in the consolidated financial statements. The provision for income tax expense or benefit
differs from the amounts of income taxes currently payable because certain items of income and expense included in the
consolidated financial statements are recognized in different time periods by taxing authorities.
Deferred tax assets, including operating losses, capital losses, and tax credit carryforwards, are reduced by a valuation
allowance when it is more likely than not that any portion of these tax attributes will not be realized. In addition, from time to
time, management assesses the need to accrue or disclose uncertain tax positions. In making these assessments, management
must often analyze complex tax laws of multiple jurisdictions. Accounting guidance prescribes a recognition threshold and
measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken
in a tax return. The Company records the related interest expense and penalties, if any, as tax expense in the tax provision. See
Note 17, "Income Taxes," for more information on the Company's income taxes.
61
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Amcor Annual Report 2023
FINAL
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Form10-K
77
Note 4 - Restructuring, Impairment, and Other Related Activities, Net
Note 5 - Acquisitions and Divestitures
Restructuring, impairment, and other related activities, net as reported on the consolidated statements of income are
Year ended June 30, 2023
summarized as follows:
Acquisitions
($ in millions)
Gain on disposal of Russian business, net
Restructuring and related expenses, net
Russia-Ukraine impairment expenses
Restructuring, impairment, and other related activities, net
Years ended June 30,
2022
2021
2023
$
$
215 $
(111)
—
104 $
— $
(96)
(138)
(234) $
—
(94)
—
(94)
A pre-tax net gain on disposal of the Company's three manufacturing facilities in Russia ("Russian business") of $215
million was recognized during fiscal year 2023. The carrying value of the Russian business had previously been impaired by
$90 million in the fourth quarter of fiscal year 2022, following the Company's approved plan to sell its Russian operations. For
further information, refer to Note 5, "Acquisitions and Divestitures," and Note 6, "Held for Sale."
Impairment expenses of $138 million were incurred in the fourth quarter of fiscal year 2022 as a result of the Russia-
Ukraine Conflict. In addition to the impairment charge on Russian business mentioned above, the Company recognized other
expenses of $48 million, given the expectation that certain assets not held for sale in the conflict region will not be recoverable.
The Company's manufacturing plant in Ukraine ceased operations in February 2022 and has not resumed operations given the
ongoing conflict in the region has displaced the Company's employees, destroyed nearby manufacturing facilities, and impaired
the region's supporting infrastructure. Other asset impairment expenses in the last three fiscal years were not material and were
primarily reported in restructuring and related expenses, net.
Refer to Note 7, "Restructuring," for information on restructuring and related expenses, net.
On August 1, 2022, the Company completed the acquisition of 100% equity interest in a Czech Republic company that
operates a world-class flexible packaging manufacturing plant. The purchase consideration of $59 million included a deferred
portion of $5 million that was paid in the first quarter of fiscal year 2024. The acquisition is part of the Company's Flexibles
reportable segment and resulted in the recognition of acquired identifiable net assets of $36 million and goodwill of
$23 million. Goodwill is not deductible for tax purposes. The fair values of the identifiable net assets acquired and goodwill are
based on the Company's best estimate as of June 30, 2023.
On March 17, 2023, the Company completed the acquisition of 100% equity interest in a medical device packaging
manufacturing site in Shanghai, China. The purchase consideration of $60 million is subject to customary post-closing
adjustments. The consideration includes contingent consideration of $20 million, to be earned and paid in cash over the three
years following the acquisition date, subject to meeting certain performance targets. The acquisition is part of the Company's
Flexibles reportable segment and resulted in the recognition of acquired identifiable net assets of $21 million and goodwill of
$39 million. Goodwill is not deductible for tax purposes. The fair values of the contingent consideration, identifiable net assets
acquired, and goodwill are based on the Company's best estimate as of June 30, 2023, and are considered preliminary. The
Company aims to complete the purchase price allocation as soon as practicable but no later than one year from the date of the
acquisition.
acquisition.
On May 31, 2023, the Company completed the acquisition of a New Zealand based leading manufacturer of state-of-
the-art, automated protein packaging machines. The purchase consideration of $45 million is subject to customary post-closing
adjustments. The consideration includes contingent consideration of $13 million, to be earned and paid in cash over the two
years following the acquisition date, subject to meeting certain performance targets. The acquisition is part of the Company's
Flexibles reportable segment and resulted in the recognition of acquired identifiable net assets of $9 million and goodwill of
$36 million. Goodwill is deductible for tax purposes. The fair values of the contingent consideration, identifiable net assets
acquired, and goodwill are based on the Company's best estimate as of June 30, 2023, and are considered preliminary. The
Company aims to complete the purchase price allocation as soon as practicable but no later than one year from the date of the
The fair value estimates for all three acquisitions were based on income, market, and cost valuation methods. Pro
forma information related to these acquisitions has not been presented, as the effect of the acquisitions on the Company's
consolidated financial statements was not material.
Disposal of Russian business
On December 23, 2022, the Company completed the sale of its Russian business after receiving all necessary
regulatory approvals and cash proceeds, including receipt of closing cash balances. The sale follows the Company’s previously
announced plan to pursue the orderly sale of its Russian business. The total net cash consideration received, excluding disposed
cash and items settled net, was $365 million and resulted in a pre-tax net gain of $215 million. The carrying value of the
Russian business had previously been impaired by $90 million in the quarter ended June 30, 2022. The impairment charge was
based on the Company's best estimate of the fair value of its Russian business, which considered the wide range of indicative
bids received and uncertain regulatory environment. The net pre-tax gain on disposal of the Russian business has been recorded
as restructuring, impairment, and other related activities, net within the consolidated statements of income. The Russian
business had a net carrying value of $252 million, including allocated goodwill of $46 million and accumulated other
comprehensive losses of $73 million, primarily attributed to foreign currency translation adjustments.
Year ended June 30, 2022
During the third quarter of fiscal year 2022, the Company completed the disposal of non-core assets in the Flexibles
reporting segment. The Company recorded an expense of $10 million during the fiscal year ended June 30, 2022, to adjust the
long-lived assets to their fair value less cost to sell.
63
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Amcor Annual Report 2023
FINAL
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Form10-K
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Form10-K
78
Note 4 - Restructuring, Impairment, and Other Related Activities, Net
Note 5 - Acquisitions and Divestitures
Restructuring, impairment, and other related activities, net as reported on the consolidated statements of income are
Year ended June 30, 2023
summarized as follows:
($ in millions)
Gain on disposal of Russian business, net
$
Restructuring and related expenses, net
Russia-Ukraine impairment expenses
Restructuring, impairment, and other related activities, net
$
104 $
Years ended June 30,
2023
2022
2021
215 $
(111)
—
— $
(96)
(138)
(234) $
—
(94)
—
(94)
A pre-tax net gain on disposal of the Company's three manufacturing facilities in Russia ("Russian business") of $215
million was recognized during fiscal year 2023. The carrying value of the Russian business had previously been impaired by
$90 million in the fourth quarter of fiscal year 2022, following the Company's approved plan to sell its Russian operations. For
further information, refer to Note 5, "Acquisitions and Divestitures," and Note 6, "Held for Sale."
Impairment expenses of $138 million were incurred in the fourth quarter of fiscal year 2022 as a result of the Russia-
Ukraine Conflict. In addition to the impairment charge on Russian business mentioned above, the Company recognized other
expenses of $48 million, given the expectation that certain assets not held for sale in the conflict region will not be recoverable.
The Company's manufacturing plant in Ukraine ceased operations in February 2022 and has not resumed operations given the
ongoing conflict in the region has displaced the Company's employees, destroyed nearby manufacturing facilities, and impaired
the region's supporting infrastructure. Other asset impairment expenses in the last three fiscal years were not material and were
primarily reported in restructuring and related expenses, net.
Refer to Note 7, "Restructuring," for information on restructuring and related expenses, net.
Acquisitions
On August 1, 2022, the Company completed the acquisition of 100% equity interest in a Czech Republic company that
operates a world-class flexible packaging manufacturing plant. The purchase consideration of $59 million included a deferred
portion of $5 million that was paid in the first quarter of fiscal year 2024. The acquisition is part of the Company's Flexibles
reportable segment and resulted in the recognition of acquired identifiable net assets of $36 million and goodwill of
$23 million. Goodwill is not deductible for tax purposes. The fair values of the identifiable net assets acquired and goodwill are
based on the Company's best estimate as of June 30, 2023.
On March 17, 2023, the Company completed the acquisition of 100% equity interest in a medical device packaging
manufacturing site in Shanghai, China. The purchase consideration of $60 million is subject to customary post-closing
adjustments. The consideration includes contingent consideration of $20 million, to be earned and paid in cash over the three
years following the acquisition date, subject to meeting certain performance targets. The acquisition is part of the Company's
Flexibles reportable segment and resulted in the recognition of acquired identifiable net assets of $21 million and goodwill of
$39 million. Goodwill is not deductible for tax purposes. The fair values of the contingent consideration, identifiable net assets
acquired, and goodwill are based on the Company's best estimate as of June 30, 2023, and are considered preliminary. The
Company aims to complete the purchase price allocation as soon as practicable but no later than one year from the date of the
acquisition.
On May 31, 2023, the Company completed the acquisition of a New Zealand based leading manufacturer of state-of-
the-art, automated protein packaging machines. The purchase consideration of $45 million is subject to customary post-closing
adjustments. The consideration includes contingent consideration of $13 million, to be earned and paid in cash over the two
years following the acquisition date, subject to meeting certain performance targets. The acquisition is part of the Company's
Flexibles reportable segment and resulted in the recognition of acquired identifiable net assets of $9 million and goodwill of
$36 million. Goodwill is deductible for tax purposes. The fair values of the contingent consideration, identifiable net assets
acquired, and goodwill are based on the Company's best estimate as of June 30, 2023, and are considered preliminary. The
Company aims to complete the purchase price allocation as soon as practicable but no later than one year from the date of the
acquisition.
The fair value estimates for all three acquisitions were based on income, market, and cost valuation methods. Pro
forma information related to these acquisitions has not been presented, as the effect of the acquisitions on the Company's
consolidated financial statements was not material.
Disposal of Russian business
On December 23, 2022, the Company completed the sale of its Russian business after receiving all necessary
regulatory approvals and cash proceeds, including receipt of closing cash balances. The sale follows the Company’s previously
announced plan to pursue the orderly sale of its Russian business. The total net cash consideration received, excluding disposed
cash and items settled net, was $365 million and resulted in a pre-tax net gain of $215 million. The carrying value of the
Russian business had previously been impaired by $90 million in the quarter ended June 30, 2022. The impairment charge was
based on the Company's best estimate of the fair value of its Russian business, which considered the wide range of indicative
bids received and uncertain regulatory environment. The net pre-tax gain on disposal of the Russian business has been recorded
as restructuring, impairment, and other related activities, net within the consolidated statements of income. The Russian
business had a net carrying value of $252 million, including allocated goodwill of $46 million and accumulated other
comprehensive losses of $73 million, primarily attributed to foreign currency translation adjustments.
Year ended June 30, 2022
During the third quarter of fiscal year 2022, the Company completed the disposal of non-core assets in the Flexibles
reporting segment. The Company recorded an expense of $10 million during the fiscal year ended June 30, 2022, to adjust the
long-lived assets to their fair value less cost to sell.
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FINAL
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79
Year ended June 30, 2021
Note 6 - Held for Sale
As part of optimizing its portfolio under the 2019 Bemis Integration Plan, the Company completed the disposal of a
During the fourth quarter of fiscal year 2022, the Company classified the assets and liabilities of its Russian operations
non-core European hospital supplies business, which was part of the Flexibles reportable segment. The resulting gain from the
sale has been recorded in the line restructuring, impairment, and other related activities, net, in the consolidated statements of
income. Refer to Note 7, "Restructuring."
The Company also completed the disposal of two non-core businesses in India and Argentina in the Flexibles
reportable segment during the first quarter of fiscal year 2021, recording a loss on sale of $6 million recorded in the line other
income, net, in the consolidated statements of income, which was primarily driven by the reclassification of cumulative
translation adjustments through the income statements that had previously been recorded in other comprehensive income/(loss).
The Company sold its equity investment in AMVIG Holdings Limited ("AMVIG") in the first quarter of fiscal year
2021. Refer to Note 8, "Equity Method and Other Investments."
as held for sale as a result of the Company's decision to sell its Russian business and recorded an impairment of $90 million. On
December 23, 2022, the Company completed the sale of the Russian business and derecognized the assets and liabilities
previously classified as held for sale. The disposal did not represent a strategic shift that had a major effect on the Company's
operations and financial results, and therefore did not qualify for reporting as a discontinued operation. The Russian business
was part of the Company’s Flexibles reportable segment. For further information, refer to Note 5, "Acquisitions and
Divestitures."
Major classes of assets and liabilities of the Russian business classified as held for sale were as follows:
($ in millions)
Cash and cash equivalents
Trade receivables, net
Inventories, net
Prepaid expenses and other current assets
Property, plant, and equipment, net
Goodwill
Total assets held for sale
Less accumulated impairment (1)
Total assets held for sale, net
Trade payables
Total current liabilities held for sale
June 30, 2023
June 30, 2022
$
— $
—
—
—
—
—
—
—
— $
—
— $
75
66
40
36
49
16
282
(90)
192
65
65
$
$
(1) Inclusive of accumulated other comprehensive loss related to the Russian business.
This table excludes other non-material assets and liabilities that are held for sale but not part of the Russian business.
65
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Amcor Annual Report 2023
Year ended June 30, 2021
Note 6 - Held for Sale
FINAL
FINAL
Form10-K
79
Form10-K
80
As part of optimizing its portfolio under the 2019 Bemis Integration Plan, the Company completed the disposal of a
non-core European hospital supplies business, which was part of the Flexibles reportable segment. The resulting gain from the
sale has been recorded in the line restructuring, impairment, and other related activities, net, in the consolidated statements of
income. Refer to Note 7, "Restructuring."
The Company also completed the disposal of two non-core businesses in India and Argentina in the Flexibles
reportable segment during the first quarter of fiscal year 2021, recording a loss on sale of $6 million recorded in the line other
income, net, in the consolidated statements of income, which was primarily driven by the reclassification of cumulative
translation adjustments through the income statements that had previously been recorded in other comprehensive income/(loss).
The Company sold its equity investment in AMVIG Holdings Limited ("AMVIG") in the first quarter of fiscal year
2021. Refer to Note 8, "Equity Method and Other Investments."
During the fourth quarter of fiscal year 2022, the Company classified the assets and liabilities of its Russian operations
as held for sale as a result of the Company's decision to sell its Russian business and recorded an impairment of $90 million. On
December 23, 2022, the Company completed the sale of the Russian business and derecognized the assets and liabilities
previously classified as held for sale. The disposal did not represent a strategic shift that had a major effect on the Company's
operations and financial results, and therefore did not qualify for reporting as a discontinued operation. The Russian business
was part of the Company’s Flexibles reportable segment. For further information, refer to Note 5, "Acquisitions and
Divestitures."
Major classes of assets and liabilities of the Russian business classified as held for sale were as follows:
($ in millions)
Cash and cash equivalents
Trade receivables, net
Inventories, net
Prepaid expenses and other current assets
Property, plant, and equipment, net
Goodwill
Total assets held for sale
Less accumulated impairment (1)
Total assets held for sale, net
Trade payables
Total current liabilities held for sale
June 30, 2023
June 30, 2022
$
— $
—
—
—
—
—
—
—
— $
—
— $
$
$
75
66
40
36
49
16
282
(90)
192
65
65
(1) Inclusive of accumulated other comprehensive loss related to the Russian business.
This table excludes other non-material assets and liabilities that are held for sale but not part of the Russian business.
65
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Amcor Annual Report 2023
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FINAL
Form10-K
81
Note 7 - Restructuring
The 2018 Rigid Packaging Restructuring Plan was completed by June 30, 2021, with total pre-tax restructuring costs
of $121 million, of which $78 million resulted in cash expenditures, with the main component being the cost to exit
Restructuring and related expenses, net were $111 million, $96 million, and $94 million for the fiscal years ended June
manufacturing facilities and employee related costs.
30, 2023, 2022, and 2021 respectively. The net expenses related to restructuring activities have been presented on the
consolidated statements of income as part of restructuring, impairment, and other related activities, net. The Company's
restructuring activities for the fiscal year ended June 30, 2023, primarily comprised of restructuring activities related to the
2023 Restructuring Plan (as defined below). The Company's restructuring activities for the fiscal year ended June 30, 2022,
included expenses triggered by the Russia-Ukraine conflict to help mitigate the impact of the Russian sale and expenses related
to the Company's 2019 plan from the integration of the acquired Bemis operations ("2019 Bemis Integration Plan"), which was
substantially completed at the end of fiscal year 2022. The Company's restructuring activities for the fiscal year ended June 30,
2021, were mainly comprised of expenses related to the 2019 Bemis Integration Plan.
Other Restructuring Plans
The Company has entered into other restructuring plans ("Other Restructuring Plans"). The Company's restructuring
charges related to these plans were $17 million, $59 million, and $6 million for the fiscal years ended June 30, 2023, 2022, and
2021, respectively. During fiscal year 2023, the Company recorded $17 million in restructuring and related expenses classified
within Other Restructuring Plans of which $3 million relate to employee related expenses, $5 million to fixed asset related
expenses, $5 million to other restructuring expenses, and $4 million to restructuring related expenses. During fiscal year 2022,
the Company recorded $57 million in restructuring and related expenses classified within Other Restructuring Plans triggered
Restructuring related expenses are directly attributable to restructuring activities; however, they do not qualify for
by the Russia-Ukraine conflict to help mitigate the impact of disposed earnings from the Russian sale.
special accounting treatment as exit or disposal activities. The Company believes the disclosure of restructuring related costs
provides more information on its restructuring activities.
Consolidated Amcor Restructuring Plans
2023 Restructuring Plan
The total expenses incurred from the beginning of the Company's material restructuring plans are as follows:
On February 7, 2023, the Company announced that it will allocate approximately $110 million to $130 million of the
sale proceeds from the Russian business to various cost saving initiatives to partly help offset divested earnings from the
Russian business (the "2023 Restructuring Plan" or the "Plan"). The Company expects the total Plan cash and non-cash net
expenses to total $200 million to $220 million. The Company has initiated by the end of fiscal year 2023 projects with an
expected net cost of approximately $150 million, of which $65 million relates to employee related expenses, $15 million to
fixed asset related expenses (net of expected gains on asset disposals), $55 million to other restructuring expenses, and
$15 million to restructuring related expenses. The projects initiated in fiscal year 2023 are expected to result in $80 million of
net cash expenditures. The Plan includes both the Flexibles and Rigid Packaging reportable segments and is expected to be
largely completed by the end of fiscal year 2024.
During fiscal year 2023, the Company has incurred $65 million in employee related expenses, $13 million in fixed
asset related expenses, $10 million in other restructuring, and $6 million in restructuring related expenses, with $86 million
incurred in the Flexibles reportable segment and $8 million incurred in the Rigid Packaging reportable segment related to this
Plan. In fiscal year 2023, the Plan resulted in net cash outflows of approximately $25 million.
The restructuring related costs relate primarily to the closure of facilities and include startup and training costs after
Integration Plan.
relocation of equipment, and other costs incidental to the Plan.
2019 Bemis Integration Plan
In connection with the acquisition of Bemis Company, Inc. ("Bemis"), the Company initiated restructuring activities in
($ in millions)
the fourth quarter of 2019 aimed at integrating and optimizing the combined organization.
The 2019 Bemis Integration Plan was completed by June 30, 2022, with a final pre-tax integration cost amounting to
$253 million. The total 2019 Bemis Integration Plan cost included $213 million of restructuring and related expenses, net, and
$40 million of general integration expenses. The net cash expenditures for the plan, including disposal proceeds, were $170
million, of which $40 million related to general integration expenses. As part of this Plan, the Company incurred $144 million
in employee related expenses, $36 million in fixed asset related expenses, $39 million in other restructuring and $45 million in
restructuring related expenses, partially offset by a gain on disposal of a business of $51 million.
The restructuring related costs relate primarily to the closure of facilities and include costs to replace graphics, train
new employees on relocated equipment, and losses on sale of closed facilities.
2018 Rigid Packaging Restructuring Plan
On August 21, 2018, the Company announced a restructuring plan in Amcor Rigid Packaging ("2018 Rigid Packaging
Restructuring Plan") aimed at reducing structural costs and optimizing the footprint. The Plan included the closures of
manufacturing facilities and headcount reductions to achieve manufacturing footprint optimization and productivity
improvements as well as overhead cost reductions.
($ in millions)
Fiscal year 2019
Fiscal year 2020
Fiscal year 2021
Fiscal year 2022
Fiscal year 2023
2018 Rigid
Packaging
2019 Bemis
Plan
(3)
2023
Plan (1)
Other
Plans (2)
Total
Restructuring
and Related
Expenses, Net
Restructuring
Integration Plan
Restructuring
Restructuring
$
64 $
48 $
— $
19 $
37
20
—
—
60
68
37
—
—
—
—
94
18
6
59
17
131
115
94
96
111
547
Net expenses incurred
$
121 $
213 $
94 $
119 $
(1) Fiscal year 2023 includes restructuring related costs from the 2023 Restructuring Plan of $6 million.
(2) Fiscal year 2023 includes restructuring related costs of $4 million that pertain to "Other Restructuring Plans." Fiscal year 2022
includes $55 million in restructuring expenses and $2 million of restructuring related expenses that pertain to the Russia-Ukraine
conflict as discussed above in section "Other Restructuring Plans."
(3) Fiscal years 2022 and 2021 include $17 million and $13 million, respectively, of restructuring related costs from the 2019 Bemis
An analysis of the restructuring expenses by type incurred follows:
Employee related expenses
Fixed asset related expenses
Other expenses
Gain on sale of business
Total restructuring expenses, net
101 $
77 $
Years ended June 30,
2023
2022
2021
68 $
58 $
18
15
—
4
15
—
76
23
34
(51)
82
$
$
67
68
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
81
Form10-K
82
Note 7 - Restructuring
Restructuring and related expenses, net were $111 million, $96 million, and $94 million for the fiscal years ended June
30, 2023, 2022, and 2021 respectively. The net expenses related to restructuring activities have been presented on the
consolidated statements of income as part of restructuring, impairment, and other related activities, net. The Company's
restructuring activities for the fiscal year ended June 30, 2023, primarily comprised of restructuring activities related to the
2023 Restructuring Plan (as defined below). The Company's restructuring activities for the fiscal year ended June 30, 2022,
included expenses triggered by the Russia-Ukraine conflict to help mitigate the impact of the Russian sale and expenses related
to the Company's 2019 plan from the integration of the acquired Bemis operations ("2019 Bemis Integration Plan"), which was
substantially completed at the end of fiscal year 2022. The Company's restructuring activities for the fiscal year ended June 30,
2021, were mainly comprised of expenses related to the 2019 Bemis Integration Plan.
Restructuring related expenses are directly attributable to restructuring activities; however, they do not qualify for
special accounting treatment as exit or disposal activities. The Company believes the disclosure of restructuring related costs
provides more information on its restructuring activities.
2023 Restructuring Plan
On February 7, 2023, the Company announced that it will allocate approximately $110 million to $130 million of the
sale proceeds from the Russian business to various cost saving initiatives to partly help offset divested earnings from the
Russian business (the "2023 Restructuring Plan" or the "Plan"). The Company expects the total Plan cash and non-cash net
expenses to total $200 million to $220 million. The Company has initiated by the end of fiscal year 2023 projects with an
expected net cost of approximately $150 million, of which $65 million relates to employee related expenses, $15 million to
fixed asset related expenses (net of expected gains on asset disposals), $55 million to other restructuring expenses, and
$15 million to restructuring related expenses. The projects initiated in fiscal year 2023 are expected to result in $80 million of
net cash expenditures. The Plan includes both the Flexibles and Rigid Packaging reportable segments and is expected to be
largely completed by the end of fiscal year 2024.
During fiscal year 2023, the Company has incurred $65 million in employee related expenses, $13 million in fixed
asset related expenses, $10 million in other restructuring, and $6 million in restructuring related expenses, with $86 million
incurred in the Flexibles reportable segment and $8 million incurred in the Rigid Packaging reportable segment related to this
Plan. In fiscal year 2023, the Plan resulted in net cash outflows of approximately $25 million.
The 2018 Rigid Packaging Restructuring Plan was completed by June 30, 2021, with total pre-tax restructuring costs
of $121 million, of which $78 million resulted in cash expenditures, with the main component being the cost to exit
manufacturing facilities and employee related costs.
Other Restructuring Plans
The Company has entered into other restructuring plans ("Other Restructuring Plans"). The Company's restructuring
charges related to these plans were $17 million, $59 million, and $6 million for the fiscal years ended June 30, 2023, 2022, and
2021, respectively. During fiscal year 2023, the Company recorded $17 million in restructuring and related expenses classified
within Other Restructuring Plans of which $3 million relate to employee related expenses, $5 million to fixed asset related
expenses, $5 million to other restructuring expenses, and $4 million to restructuring related expenses. During fiscal year 2022,
the Company recorded $57 million in restructuring and related expenses classified within Other Restructuring Plans triggered
by the Russia-Ukraine conflict to help mitigate the impact of disposed earnings from the Russian sale.
Consolidated Amcor Restructuring Plans
The total expenses incurred from the beginning of the Company's material restructuring plans are as follows:
($ in millions)
Fiscal year 2019
Fiscal year 2020
Fiscal year 2021
Fiscal year 2022
Fiscal year 2023
Net expenses incurred
2018 Rigid
Packaging
Restructuring
Plan
2019 Bemis
Integration Plan
(3)
2023
Restructuring
Plan (1)
Other
Restructuring
Plans (2)
Total
Restructuring
and Related
Expenses, Net
$
$
64 $
48 $
— $
19 $
37
20
—
—
121 $
60
68
37
—
213 $
—
—
—
94
94 $
18
6
59
17
119 $
131
115
94
96
111
547
(1) Fiscal year 2023 includes restructuring related costs from the 2023 Restructuring Plan of $6 million.
(2) Fiscal year 2023 includes restructuring related costs of $4 million that pertain to "Other Restructuring Plans." Fiscal year 2022
includes $55 million in restructuring expenses and $2 million of restructuring related expenses that pertain to the Russia-Ukraine
conflict as discussed above in section "Other Restructuring Plans."
(3) Fiscal years 2022 and 2021 include $17 million and $13 million, respectively, of restructuring related costs from the 2019 Bemis
The restructuring related costs relate primarily to the closure of facilities and include startup and training costs after
Integration Plan.
An analysis of the restructuring expenses by type incurred follows:
relocation of equipment, and other costs incidental to the Plan.
2019 Bemis Integration Plan
In connection with the acquisition of Bemis Company, Inc. ("Bemis"), the Company initiated restructuring activities in
($ in millions)
the fourth quarter of 2019 aimed at integrating and optimizing the combined organization.
The 2019 Bemis Integration Plan was completed by June 30, 2022, with a final pre-tax integration cost amounting to
$253 million. The total 2019 Bemis Integration Plan cost included $213 million of restructuring and related expenses, net, and
$40 million of general integration expenses. The net cash expenditures for the plan, including disposal proceeds, were $170
million, of which $40 million related to general integration expenses. As part of this Plan, the Company incurred $144 million
in employee related expenses, $36 million in fixed asset related expenses, $39 million in other restructuring and $45 million in
restructuring related expenses, partially offset by a gain on disposal of a business of $51 million.
The restructuring related costs relate primarily to the closure of facilities and include costs to replace graphics, train
new employees on relocated equipment, and losses on sale of closed facilities.
2018 Rigid Packaging Restructuring Plan
On August 21, 2018, the Company announced a restructuring plan in Amcor Rigid Packaging ("2018 Rigid Packaging
Restructuring Plan") aimed at reducing structural costs and optimizing the footprint. The Plan included the closures of
manufacturing facilities and headcount reductions to achieve manufacturing footprint optimization and productivity
improvements as well as overhead cost reductions.
Employee related expenses
Fixed asset related expenses
Other expenses
Gain on sale of business
Total restructuring expenses, net
67
68
Years ended June 30,
2022
2021
2023
68 $
58 $
18
15
—
101 $
4
15
—
77 $
76
23
34
(51)
82
$
$
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
83
An analysis of the Company's restructuring plan liability, not including restructuring related liabilities, is as follows:
Note 8 - Equity Method and Other Investments
($ in millions)
Liability balance at June 30, 2020
$
Net charges to earnings
Cash paid
Non-cash and other
Foreign currency translation
Liability balance at June 30, 2021
Net charges to earnings
Cash (paid)/received, net
Non-cash and other
Foreign currency translation
Liability balance at June 30, 2022
Net charges to earnings
Cash paid
Non-cash and other
Foreign currency translation
Employee
Costs
Fixed Asset
Related Costs Other Costs
Total
Restructuring
Costs
70 $
76
(61)
(9)
2
78
58
(27)
(3)
(9)
97
68
(42)
—
3
3 $
23
(5)
(23)
2
—
4
4
(5)
—
3
18
—
(18)
—
3 $
12 $
34
(30)
—
1
17
15
(14)
—
—
18
15
(13)
—
1
21 $
85
133
(96)
(32)
5
95
77
(37)
(8)
(9)
118
101
(55)
(18)
4
150
Liability balance at June 30, 2023
$
126 $
As of June 30, 2023, and 2022, the Company has invested $89 million and $22 million, respectively, in multiple equity
and other investments. All of the investments are individually immaterial, with the Company's largest equity investment of
$33 million in ePac Holdings, LLC ("ePac") representing an ownership of 18.9%. The Company's investment in ePac is
accounted for under the equity method. All investments are included in other non-current assets in the Company's consolidated
balance sheets. While immaterial in fiscal year 2023, the Company accounts for its share in ePac's net income in equity in
income of affiliated companies, net of tax in the consolidated statements of income, with a three month lag due to the
availability of financial information. The Company received no dividends from its equity method investments in the fiscal years
ended June 30, 2023, and 2022. In fiscal year 2021, the Company received dividends of $4 million from its equity method
investments.
The Company sold its equity method investment in AMVIG Holdings Limited ("AMVIG"), where it had held a 47.6%
interest, on September 30, 2020, realizing a net gain of $15 million, which was recorded in equity in income of affiliated
companies, net of tax in the consolidated statements of income.
The Company expects the majority of the liability for employee, fixed assets related, and other costs as of June 30,
2023, to be paid within the next twelve months. The accruals related to restructuring activities have been recorded on the
consolidated balance sheets under other current liabilities and other non-current liabilities.
69
70
Amcor Annual Report 2023
An analysis of the Company's restructuring plan liability, not including restructuring related liabilities, is as follows:
Note 8 - Equity Method and Other Investments
FINAL
FINAL
Form10-K
83
Form10-K
84
As of June 30, 2023, and 2022, the Company has invested $89 million and $22 million, respectively, in multiple equity
and other investments. All of the investments are individually immaterial, with the Company's largest equity investment of
$33 million in ePac Holdings, LLC ("ePac") representing an ownership of 18.9%. The Company's investment in ePac is
accounted for under the equity method. All investments are included in other non-current assets in the Company's consolidated
balance sheets. While immaterial in fiscal year 2023, the Company accounts for its share in ePac's net income in equity in
income of affiliated companies, net of tax in the consolidated statements of income, with a three month lag due to the
availability of financial information. The Company received no dividends from its equity method investments in the fiscal years
ended June 30, 2023, and 2022. In fiscal year 2021, the Company received dividends of $4 million from its equity method
investments.
The Company sold its equity method investment in AMVIG Holdings Limited ("AMVIG"), where it had held a 47.6%
interest, on September 30, 2020, realizing a net gain of $15 million, which was recorded in equity in income of affiliated
companies, net of tax in the consolidated statements of income.
Liability balance at June 30, 2020
$
3 $
12 $
Employee
Costs
Fixed Asset
Related Costs Other Costs
Restructuring
Total
Costs
($ in millions)
Net charges to earnings
Cash paid
Non-cash and other
Foreign currency translation
Liability balance at June 30, 2021
Net charges to earnings
Cash (paid)/received, net
Non-cash and other
Foreign currency translation
Liability balance at June 30, 2022
Net charges to earnings
Cash paid
Non-cash and other
Foreign currency translation
70 $
76
(61)
(9)
2
78
58
97
68
—
3
(27)
(3)
(9)
(42)
23
(5)
(23)
(5)
2
—
4
4
—
3
18
—
—
(18)
(30)
34
—
1
17
15
—
—
18
15
—
1
(14)
(13)
85
133
(96)
(32)
5
95
77
(37)
(8)
(9)
118
101
(55)
(18)
4
150
Liability balance at June 30, 2023
$
126 $
3 $
21 $
The Company expects the majority of the liability for employee, fixed assets related, and other costs as of June 30,
2023, to be paid within the next twelve months. The accruals related to restructuring activities have been recorded on the
consolidated balance sheets under other current liabilities and other non-current liabilities.
69
70
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FINAL
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85
Note 9 - Property, Plant, and Equipment, Net
Note 10 - Goodwill and Other Intangible Assets
The components of property, plant, and equipment, net, were as follows:
Changes in the carrying amount of goodwill attributable to each reportable segment were as follows:
($ in millions)
Land and land improvements
Buildings and improvements
Plant and equipment
Total property, plant, and equipment
Accumulated depreciation
Accumulated impairment
June 30, 2023
June 30, 2022
$
203 $
1,483
6,084
7,770
(3,963)
(45)
201
1,323
5,797
7,321
(3,617)
(58)
Total property, plant, and equipment, net
$
3,762 $
3,646
Depreciation expense amounted to $395 million, $398 million, and $389 million for fiscal years 2023, 2022, and 2021,
respectively. Amortization of assets under finance leases is included in depreciation expense.
($ in millions)
Balance as of June 30, 2021
Held for sale reclassification (1)
Foreign currency translation
Balance as of June 30, 2022
Disposals (1)
Foreign currency translation
Balance as of June 30, 2023
Acquisitions and acquisition adjustments (2)
Flexibles
Segment
$
4,437 $
Rigid
Packaging
Segment
Total
(16)
(114)
4,307
98
(30)
16
$
4,391 $
982 $
—
(4)
978
—
—
(3)
975 $
5,419
(16)
(118)
5,285
98
(30)
13
5,366
(1) As of June 30, 2022, $16 million of goodwill attributable to the Russian business was classified as assets held for sale, net. When
the business was disposed on December 23, 2022, an additional $30 million of goodwill was allocated and disposed of. For further
information, refer to Note 5, "Acquisitions and Divestitures," and Note 6, "Held for Sale."
(2) Acquisitions and acquisition adjustments are detailed in Note 5, "Acquisitions and Divestitures."
Other Intangible Assets, Net
Other intangible assets, net is comprised of the following:
($ in millions)
Customer relationships
Computer software
Other (2)
Total other intangible assets
($ in millions)
Customer relationships
Computer software
Other (2)
Total other intangible assets
Gross Carrying
Amount
Net Carrying
Amount
June 30, 2023
Accumulated
Amortization and
Impairment (1)
$
$
$
$
Gross Carrying
Amount
Net Carrying
Amount
June 30, 2022
Accumulated
Amortization and
Impairment (1)
1,987 $
261
327
2,575 $
1,970 $
235
323
2,528 $
(660) $
(185)
(206)
(1,051) $
(529) $
(162)
(180)
(871) $
1,327
76
121
1,524
1,441
73
143
1,657
(1) Accumulated amortization and impairment included $34 million and $33 million for June 30, 2023, and 2022, respectively, of
accumulated impairment in the Other category.
(2) Other included $17 million and $16 million for June 30, 2023, and 2022, respectively, of acquired intellectual property assets not
yet being amortized as the related research and development projects have not yet been completed.
Amortization expense for intangible assets during the fiscal years 2023, 2022, and 2021 was $174 million, $180
million, and $182 million, respectively. During the last three fiscal years, there were no impairment charges recorded on
intangible assets.
71
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Amcor Annual Report 2023
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Form10-K
86
Note 9 - Property, Plant, and Equipment, Net
Note 10 - Goodwill and Other Intangible Assets
The components of property, plant, and equipment, net, were as follows:
Changes in the carrying amount of goodwill attributable to each reportable segment were as follows:
($ in millions)
Land and land improvements
Buildings and improvements
Plant and equipment
Total property, plant, and equipment
Accumulated depreciation
Accumulated impairment
June 30, 2023
June 30, 2022
$
203 $
1,483
6,084
7,770
(3,963)
(45)
201
1,323
5,797
7,321
(3,617)
(58)
Total property, plant, and equipment, net
$
3,762 $
3,646
Depreciation expense amounted to $395 million, $398 million, and $389 million for fiscal years 2023, 2022, and 2021,
respectively. Amortization of assets under finance leases is included in depreciation expense.
($ in millions)
Balance as of June 30, 2021
Held for sale reclassification (1)
Foreign currency translation
Balance as of June 30, 2022
Acquisitions and acquisition adjustments (2)
Disposals (1)
Foreign currency translation
Balance as of June 30, 2023
Flexibles
Segment
$
4,437 $
(16)
(114)
4,307
98
(30)
16
4,391 $
$
Rigid
Packaging
Segment
Total
982 $
—
(4)
978
—
—
(3)
975 $
5,419
(16)
(118)
5,285
98
(30)
13
5,366
(1) As of June 30, 2022, $16 million of goodwill attributable to the Russian business was classified as assets held for sale, net. When
the business was disposed on December 23, 2022, an additional $30 million of goodwill was allocated and disposed of. For further
information, refer to Note 5, "Acquisitions and Divestitures," and Note 6, "Held for Sale."
(2) Acquisitions and acquisition adjustments are detailed in Note 5, "Acquisitions and Divestitures."
Other Intangible Assets, Net
Other intangible assets, net is comprised of the following:
($ in millions)
Customer relationships
Computer software
Other (2)
Total other intangible assets
($ in millions)
Customer relationships
Computer software
Other (2)
Total other intangible assets
Gross Carrying
Amount
June 30, 2023
Accumulated
Amortization and
Impairment (1)
Net Carrying
Amount
1,987 $
261
327
2,575 $
(660) $
(185)
(206)
(1,051) $
1,327
76
121
1,524
Gross Carrying
Amount
June 30, 2022
Accumulated
Amortization and
Impairment (1)
Net Carrying
Amount
1,970 $
235
323
2,528 $
(529) $
(162)
(180)
(871) $
1,441
73
143
1,657
$
$
$
$
(1) Accumulated amortization and impairment included $34 million and $33 million for June 30, 2023, and 2022, respectively, of
accumulated impairment in the Other category.
(2) Other included $17 million and $16 million for June 30, 2023, and 2022, respectively, of acquired intellectual property assets not
yet being amortized as the related research and development projects have not yet been completed.
Amortization expense for intangible assets during the fiscal years 2023, 2022, and 2021 was $174 million, $180
million, and $182 million, respectively. During the last three fiscal years, there were no impairment charges recorded on
intangible assets.
71
72
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87
Estimated future amortization expense for intangible assets is as follows:
Note 11 - Fair Value Measurements
($ in millions)
Fiscal year 2024
Fiscal year 2025
Fiscal year 2026
Fiscal year 2027
Fiscal year 2028
Amortization
$
173
159
156
141
141
The fair values of the Company's financial assets and financial liabilities listed below reflect the amounts that would be
received to sell the assets or paid to transfer the liabilities in an orderly transaction between market participants at the
measurement date (exit price).
The Company's non-derivative financial instruments primarily include cash and cash equivalents, trade receivables,
trade payables, short-term debt, and long-term debt. At June 30, 2023, and 2022, the carrying value of these financial
instruments, excluding long-term debt, approximated fair value because of the short-term nature of these instruments.
Fair value disclosures are classified based on the fair value hierarchy. See Note 2, "Significant Accounting Policies,"
for information about the Company's fair value hierarchy.
The carrying value of long-term debt with variable interest rates approximates its fair value. The fair value of the
Company's long-term debt with fixed interest rates is based on market prices, if available, or expected future cash flows
discounted at the current interest rate for financial liabilities with similar risk profiles.
The carrying values and estimated fair values of long-term debt with fixed interest rates (excluding the fair value of
designated receive-fixed/pay variable rate swaps) were as follows:
($ in millions)
Total long-term debt with fixed interest rates (excluding
commercial paper (1) and finance leases)
June 30, 2023
June 30, 2022
Carrying
Value
Fair Value
(Level 2)
Carrying
Value
Fair Value
(Level 2)
$
4,123 $
3,844 $
3,952 $
3,694
(1) As of June 30, 2023, and 2022, the Company has entered into interest rate swap contracts for a total notional amount of commercial
paper equal to $1.2 billion and nil, respectively. These contracts are considered to be economic hedges and the related $1.2 billion
notional amount of commercial paper is also excluded from the total long-term debt with fixed interest rates.
Assets and Liabilities Measured and Recorded at Fair Value on a Recurring Basis
Additionally, the Company measures and records certain assets and liabilities, including derivative instruments and
contingent purchase consideration liabilities, at fair value. The following table summarizes the fair value of these instruments,
which are measured at fair value on a recurring basis, by level, within the fair value hierarchy:
($ in millions)
Assets
Forward exchange contracts
Interest rate swaps
Liabilities
Commodity contracts
Forward exchange contracts
Interest rate swaps
Total assets measured at fair value
— $
19 $
— $
Contingent purchase consideration liabilities
— $
— $
46 $
Level 1
Level 2
Level 3
Total
June 30, 2023
—
—
—
—
—
$
$
$
3
16
2
5
96
—
—
—
—
—
3
16
19
46
2
5
96
149
Total liabilities measured at fair value
— $
103 $
46 $
73
74
Amcor Annual Report 2023
Estimated future amortization expense for intangible assets is as follows:
Note 11 - Fair Value Measurements
FINAL
FINAL
Form10-K
87
Form10-K
88
($ in millions)
Fiscal year 2024
Fiscal year 2025
Fiscal year 2026
Fiscal year 2027
Fiscal year 2028
Amortization
$
173
159
156
141
141
The fair values of the Company's financial assets and financial liabilities listed below reflect the amounts that would be
received to sell the assets or paid to transfer the liabilities in an orderly transaction between market participants at the
measurement date (exit price).
The Company's non-derivative financial instruments primarily include cash and cash equivalents, trade receivables,
trade payables, short-term debt, and long-term debt. At June 30, 2023, and 2022, the carrying value of these financial
instruments, excluding long-term debt, approximated fair value because of the short-term nature of these instruments.
Fair value disclosures are classified based on the fair value hierarchy. See Note 2, "Significant Accounting Policies,"
for information about the Company's fair value hierarchy.
The carrying value of long-term debt with variable interest rates approximates its fair value. The fair value of the
Company's long-term debt with fixed interest rates is based on market prices, if available, or expected future cash flows
discounted at the current interest rate for financial liabilities with similar risk profiles.
The carrying values and estimated fair values of long-term debt with fixed interest rates (excluding the fair value of
designated receive-fixed/pay variable rate swaps) were as follows:
($ in millions)
Total long-term debt with fixed interest rates (excluding
commercial paper (1) and finance leases)
June 30, 2023
June 30, 2022
Carrying
Value
Fair Value
(Level 2)
Carrying
Value
Fair Value
(Level 2)
$
4,123 $
3,844 $
3,952 $
3,694
(1) As of June 30, 2023, and 2022, the Company has entered into interest rate swap contracts for a total notional amount of commercial
paper equal to $1.2 billion and nil, respectively. These contracts are considered to be economic hedges and the related $1.2 billion
notional amount of commercial paper is also excluded from the total long-term debt with fixed interest rates.
Assets and Liabilities Measured and Recorded at Fair Value on a Recurring Basis
Additionally, the Company measures and records certain assets and liabilities, including derivative instruments and
contingent purchase consideration liabilities, at fair value. The following table summarizes the fair value of these instruments,
which are measured at fair value on a recurring basis, by level, within the fair value hierarchy:
($ in millions)
Assets
Forward exchange contracts
Interest rate swaps
Total assets measured at fair value
Liabilities
Contingent purchase consideration liabilities
Commodity contracts
Forward exchange contracts
Interest rate swaps
Total liabilities measured at fair value
$
$
$
Level 1
Level 2
Level 3
Total
June 30, 2023
—
—
3
16
—
—
— $
19 $
— $
— $
— $
46 $
—
—
—
2
5
96
—
—
—
— $
103 $
46 $
3
16
19
46
2
5
96
149
73
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Amcor Annual Report 2023
FINAL
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89
($ in millions)
Assets
Commodity contracts
Forward exchange contracts
Total assets measured at fair value
Liabilities
Contingent purchase consideration liabilities
Commodity contracts
Forward exchange contracts
Interest rate swaps
Total liabilities measured at fair value
$
$
$
$
Level 1
Level 2
Level 3
Total
June 30, 2022
available, and may include quoted market prices, market comparables, and discounted cash flow projections. These
nonrecurring fair value measurements are considered to be Level 3 in the fair value hierarchy.
— $
—
— $
6 $
7
13 $
— $
—
— $
— $
— $
16 $
—
—
—
3
17
69
—
—
—
— $
89 $
16 $
6
7
13
16
3
17
69
105
As further discussed in Note 6, “Held for Sale,” during the fourth quarter of fiscal year 2022, the Company met the
criteria to recognize the related assets and liabilities of its Russian operations as held for sale which resulted in the Company
remeasuring the disposal group at its fair value, less cost to sell, which is considered a Level 3 fair value measurement.
In addition, resulting from the effective disposal of non-core businesses during the fiscal year ended June 30, 2022, the
Company recorded a total loss of $34 million, predominantly to adjust the long-lived assets to their fair value less cost to sell.
Of these losses, $24 million are included within restructuring, impairment, and other related activities, net as relating to the
Russia-Ukraine conflict with the balance recorded in other income, net in the consolidated statements of income. During the
fiscal year ended June 30, 2022, further long-lived assets with a carrying value of $12 million were written down to a fair value
of zero as the Company's Durban, South Africa, manufacturing facility was destroyed in a fire as the result of general civil
unrest. In addition, during the fiscal year ended June 30, 2022, other long-lived assets in South Africa, with a carrying amount
of $8 million, were written down to their estimated fair value of $4 million using level 3 inputs. These expenses are included
within other income, net in the consolidated statements of income.
The fair value of the commodity contracts was determined using a discounted cash flow analysis based on the terms of
the contracts and observed market forward prices discounted at a currency specific rate. Forward exchange contract fair values
were determined based on quoted prices for similar assets and liabilities in active markets using inputs such as currency rates
and forward points. The fair value of the interest rate swaps was determined using a discounted cash flow method based on
market-based swap yield curves, taking into account current interest rates.
Contingent purchase consideration liabilities arise from business acquisitions and other investments. As of June 30,
2023, the Company has contingent purchase consideration liabilities of $46 million, mainly consisting of $33 million of
contingent consideration relating to current period acquisitions (refer to Note 5, "Acquisitions and Divestitures") and a
$10 million liability that is contingent on future royalty income generated by Discma AG, a subsidiary acquired in March 2017.
The fair value of the contingent purchase consideration liabilities was determined for each arrangement individually. The fair
value was determined using an income approach with significant inputs that are not observable in the market. Key assumptions
include the selection of discount rates consistent with the level of risk of achievement and probability adjusted financial
projections. The expected outcomes are recorded at net present value, which require adjustment over the life for changes in
risks and probabilities. Changes arising from modifications in forecasts related to contingent consideration are expected to be
immaterial.
The fair value of contingent purchase consideration liabilities is included in other current liabilities and other non-
current liabilities in the consolidated balance sheets. The change in fair value of the contingent purchase consideration
liabilities, which was included in other income, net is due to the passage of time and changes in the probability of achievement
used to develop the estimate.
The following table sets forth a summary of changes in the value of the Company's Level 3 financial liabilities:
($ in millions)
Fair value at the beginning of the year
Additions due to acquisitions
Change in fair value of Level 3 liabilities
Payments
Foreign currency translation
Fair value at the end of the year
June 30,
2023
2022
$
$
16 $
33
(2)
—
(1)
46 $
18
—
—
(1)
(1)
16
Assets and Liabilities Measured and Recorded at Fair Value on a Nonrecurring Basis
In addition to assets and liabilities that are recorded at fair value on a recurring basis, the Company records certain
assets at fair value on a nonrecurring basis, generally when events or changes in circumstances indicate the carrying value may
not be recoverable, or when they are deemed to be other than temporarily impaired. These assets include goodwill and other
intangible assets, equity method and other investments, long-lived assets and disposal groups held for sale, and other long-lived
assets. The fair values of these assets are determined, when applicable, based on valuation techniques using the best information
75
76
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
89
Form10-K
90
($ in millions)
Assets
Commodity contracts
Forward exchange contracts
Total assets measured at fair value
Liabilities
Commodity contracts
Forward exchange contracts
Interest rate swaps
Level 1
Level 2
Level 3
Total
June 30, 2022
available, and may include quoted market prices, market comparables, and discounted cash flow projections. These
nonrecurring fair value measurements are considered to be Level 3 in the fair value hierarchy.
$
$
$
$
— $
—
— $
6 $
7
13 $
— $
—
— $
—
—
—
3
17
69
—
—
—
6
7
13
16
3
17
69
105
As further discussed in Note 6, “Held for Sale,” during the fourth quarter of fiscal year 2022, the Company met the
criteria to recognize the related assets and liabilities of its Russian operations as held for sale which resulted in the Company
remeasuring the disposal group at its fair value, less cost to sell, which is considered a Level 3 fair value measurement.
In addition, resulting from the effective disposal of non-core businesses during the fiscal year ended June 30, 2022, the
Company recorded a total loss of $34 million, predominantly to adjust the long-lived assets to their fair value less cost to sell.
Of these losses, $24 million are included within restructuring, impairment, and other related activities, net as relating to the
Russia-Ukraine conflict with the balance recorded in other income, net in the consolidated statements of income. During the
fiscal year ended June 30, 2022, further long-lived assets with a carrying value of $12 million were written down to a fair value
of zero as the Company's Durban, South Africa, manufacturing facility was destroyed in a fire as the result of general civil
unrest. In addition, during the fiscal year ended June 30, 2022, other long-lived assets in South Africa, with a carrying amount
of $8 million, were written down to their estimated fair value of $4 million using level 3 inputs. These expenses are included
within other income, net in the consolidated statements of income.
Contingent purchase consideration liabilities
— $
— $
16 $
Total liabilities measured at fair value
— $
89 $
16 $
The fair value of the commodity contracts was determined using a discounted cash flow analysis based on the terms of
the contracts and observed market forward prices discounted at a currency specific rate. Forward exchange contract fair values
were determined based on quoted prices for similar assets and liabilities in active markets using inputs such as currency rates
and forward points. The fair value of the interest rate swaps was determined using a discounted cash flow method based on
market-based swap yield curves, taking into account current interest rates.
Contingent purchase consideration liabilities arise from business acquisitions and other investments. As of June 30,
2023, the Company has contingent purchase consideration liabilities of $46 million, mainly consisting of $33 million of
contingent consideration relating to current period acquisitions (refer to Note 5, "Acquisitions and Divestitures") and a
$10 million liability that is contingent on future royalty income generated by Discma AG, a subsidiary acquired in March 2017.
The fair value of the contingent purchase consideration liabilities was determined for each arrangement individually. The fair
value was determined using an income approach with significant inputs that are not observable in the market. Key assumptions
include the selection of discount rates consistent with the level of risk of achievement and probability adjusted financial
projections. The expected outcomes are recorded at net present value, which require adjustment over the life for changes in
risks and probabilities. Changes arising from modifications in forecasts related to contingent consideration are expected to be
immaterial.
The fair value of contingent purchase consideration liabilities is included in other current liabilities and other non-
current liabilities in the consolidated balance sheets. The change in fair value of the contingent purchase consideration
liabilities, which was included in other income, net is due to the passage of time and changes in the probability of achievement
used to develop the estimate.
The following table sets forth a summary of changes in the value of the Company's Level 3 financial liabilities:
($ in millions)
Fair value at the beginning of the year
Additions due to acquisitions
Change in fair value of Level 3 liabilities
Payments
Foreign currency translation
Fair value at the end of the year
June 30,
2023
2022
$
$
16 $
33
(2)
—
(1)
46 $
18
—
—
(1)
(1)
16
Assets and Liabilities Measured and Recorded at Fair Value on a Nonrecurring Basis
In addition to assets and liabilities that are recorded at fair value on a recurring basis, the Company records certain
assets at fair value on a nonrecurring basis, generally when events or changes in circumstances indicate the carrying value may
not be recoverable, or when they are deemed to be other than temporarily impaired. These assets include goodwill and other
intangible assets, equity method and other investments, long-lived assets and disposal groups held for sale, and other long-lived
assets. The fair values of these assets are determined, when applicable, based on valuation techniques using the best information
75
76
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
91
Note 12 - Derivative Instruments
The Company periodically uses derivatives and other financial instruments to hedge exposures to interest rate,
benefit is passed through to customers. Information about commodity price exposure is derived from supply forecasts submitted
commodity price, and currency risks. The Company does not hold or issue derivative instruments for speculative or trading
purposes. For hedges that meet the hedge accounting criteria, the Company, at inception, formally designates and documents
the instruments as a fair value hedge or a cash flow hedge of a specific underlying exposure. On an ongoing basis, the Company
assesses and documents that its hedges have been and are expected to continue to be highly effective.
Interest Rate Risk
The Company's policy is to manage exposure to interest rate risk by maintaining a mixture of fixed-rate and variable-
rate debt, monitoring global interest rates, and, where appropriate, hedging floating interest rate exposure or debt at fixed
interest rates through various interest rate derivative instruments, including, but not limited to, interest rate swaps, cross-
currency interest rate swaps, and interest rate locks. For interest rate swaps that are accounted for as fair value hedges, the gains
and losses related to the changes in the fair value of the interest rate swaps are included in interest expense and offset changes in
the fair value of the hedged portion of the underlying debt that are attributable to the changes in market interest rates. Changes
in the fair value of interest rate swaps that have not been designated as hedging instruments are reported in the accompanying
consolidated statements of income in other income, net.
In October 2022, the Company entered into interest rate swap contracts for a total notional amount of $1.25 billion.
Under the terms of the contracts, the Company paid a weighted-average fixed rate of interest of 4.53% and received a variable
rate of interest, based on compound overnight SOFR, for the period from November 2022 through June 2023, settled monthly.
In March 2023, the Company entered into interest rate swap contracts for a total notional amount of $1.2 billion. Under the
terms of the contracts, the Company will pay a weighted-average fixed interest rate of 3.88% and receives a variable rate of
interest, based on 1-month Term SOFR, from July 2023 through June 2024, settled monthly. As of June 30, 2023, the Company
had no other receive-variable/pay-fixed interest rate swaps than those listed above. As of June 30, 2022, the Company had no
receive-variable/pay-fixed interest rate swaps. Although the Company is not applying hedge accounting, the Company believes
that these economic hedging instruments are effective in protecting the Company against the risks of changes in the variable
interest rate on a portion of its forecasted commercial paper issuances.
As of June 30, 2023, and 2022, the total notional amount of the Company's receive-fixed/pay-variable interest rate
swaps was $650 million.
Foreign Currency Risk
The Company manufactures and sells its products and finances operations in a number of countries throughout the
world and, as a result, is exposed to movements in foreign currency exchange rates. The purpose of the Company's foreign
currency hedging program is to manage the volatility associated with the changes in exchange rates.
To manage this exchange rate risk, the Company utilizes forward contracts. Contracts that qualify for hedge
accounting are designated as cash flow hedges of certain forecasted transactions denominated in foreign currencies. The
effective portion of the changes in fair value of these instruments is reported in accumulated other comprehensive loss
("AOCI") and reclassified into earnings in the same financial statement line item and in the same period or periods during
which the related hedged transactions affect earnings. The ineffective portion is recognized in earnings over the life of the
hedging relationship in the same consolidated statements of income line item as the underlying hedged item. Changes in the fair
value of forward contracts that have not been designated as hedging instruments are reported in the accompanying consolidated
statements of income.
As of June 30, 2023, and 2022, the notional amount of the outstanding forward contracts was $0.5 billion and $1.0
billion, respectively.
Commodity Risk
Certain raw materials used in the Company's production processes are subject to price volatility caused by weather,
supply conditions, political and economic variables, and other unpredictable factors. The Company's policy is to minimize
exposure to price volatility by passing through the commodity price risk to customers, including through the use of fixed price
swaps.
77
78
In some cases, the Company purchases, on behalf of customers, fixed price commodity swaps to offset the exposure of
price volatility on the underlying sales contracts. These instruments are cash closed out on maturity and the related cost or
by customers and these exposures are hedged by central treasury units. Changes in the fair value of commodity hedges are
recognized in AOCI. The cumulative amount of the hedge is recognized in the consolidated statements of income when the
forecasted transaction is realized.
The Company had the following outstanding commodity contracts to hedge forecasted purchases:
June 30, 2023
June 30, 2022
Volume
Volume
14,325 tons
17,040 tons
0 lbs.
16,886,520 lbs.
The following table provides the location of derivative instruments in the consolidated balance sheets:
Balance Sheet Location
June 30, 2023
June 30, 2022
Commodity
Aluminum
PET resin
($ in millions)
Assets
Derivatives in cash flow hedging relationships:
Commodity contracts
Forward exchange contracts
Forward exchange contracts
Derivatives not designated as hedging instruments:
Forward exchange contracts
Interest rate swaps
Total current derivative contracts
Total non-current derivative contracts
Total derivative asset contracts
Liabilities
Derivatives in cash flow hedging relationships:
Commodity contracts
Forward exchange contracts
Derivatives not designated as hedging instruments:
Forward exchange contracts
Total current derivative contracts
Derivatives in cash flow hedging relationships:
Other current assets
$
— $
Other current assets
Assets held for sale, net
Other current assets
Other current assets
$
19 $
Other current liabilities
$
2 $
Other current liabilities
Other current liabilities
2
—
1
16
19
—
3
1
6
1
96
97
6
3
3
1
—
13
—
13
3
5
11
19
1
69
70
89
Forward exchange contracts
Other non-current liabilities
Derivatives in fair value hedging relationships:
Interest rate swaps
Other non-current liabilities
Total non-current derivative contracts
Total derivative liability contracts
$
103 $
Certain derivative financial instruments are subject to netting arrangements and are eligible for offset. The Company
has made an accounting policy election not to offset the fair values of these instruments within the consolidated balance sheets.
Amcor Annual Report 2023
Note 12 - Derivative Instruments
The Company periodically uses derivatives and other financial instruments to hedge exposures to interest rate,
commodity price, and currency risks. The Company does not hold or issue derivative instruments for speculative or trading
purposes. For hedges that meet the hedge accounting criteria, the Company, at inception, formally designates and documents
the instruments as a fair value hedge or a cash flow hedge of a specific underlying exposure. On an ongoing basis, the Company
assesses and documents that its hedges have been and are expected to continue to be highly effective.
Interest Rate Risk
The Company's policy is to manage exposure to interest rate risk by maintaining a mixture of fixed-rate and variable-
rate debt, monitoring global interest rates, and, where appropriate, hedging floating interest rate exposure or debt at fixed
interest rates through various interest rate derivative instruments, including, but not limited to, interest rate swaps, cross-
currency interest rate swaps, and interest rate locks. For interest rate swaps that are accounted for as fair value hedges, the gains
and losses related to the changes in the fair value of the interest rate swaps are included in interest expense and offset changes in
the fair value of the hedged portion of the underlying debt that are attributable to the changes in market interest rates. Changes
in the fair value of interest rate swaps that have not been designated as hedging instruments are reported in the accompanying
consolidated statements of income in other income, net.
In October 2022, the Company entered into interest rate swap contracts for a total notional amount of $1.25 billion.
Under the terms of the contracts, the Company paid a weighted-average fixed rate of interest of 4.53% and received a variable
rate of interest, based on compound overnight SOFR, for the period from November 2022 through June 2023, settled monthly.
In March 2023, the Company entered into interest rate swap contracts for a total notional amount of $1.2 billion. Under the
terms of the contracts, the Company will pay a weighted-average fixed interest rate of 3.88% and receives a variable rate of
interest, based on 1-month Term SOFR, from July 2023 through June 2024, settled monthly. As of June 30, 2023, the Company
had no other receive-variable/pay-fixed interest rate swaps than those listed above. As of June 30, 2022, the Company had no
receive-variable/pay-fixed interest rate swaps. Although the Company is not applying hedge accounting, the Company believes
that these economic hedging instruments are effective in protecting the Company against the risks of changes in the variable
interest rate on a portion of its forecasted commercial paper issuances.
As of June 30, 2023, and 2022, the total notional amount of the Company's receive-fixed/pay-variable interest rate
swaps was $650 million.
Foreign Currency Risk
The Company manufactures and sells its products and finances operations in a number of countries throughout the
world and, as a result, is exposed to movements in foreign currency exchange rates. The purpose of the Company's foreign
currency hedging program is to manage the volatility associated with the changes in exchange rates.
To manage this exchange rate risk, the Company utilizes forward contracts. Contracts that qualify for hedge
accounting are designated as cash flow hedges of certain forecasted transactions denominated in foreign currencies. The
effective portion of the changes in fair value of these instruments is reported in accumulated other comprehensive loss
("AOCI") and reclassified into earnings in the same financial statement line item and in the same period or periods during
which the related hedged transactions affect earnings. The ineffective portion is recognized in earnings over the life of the
hedging relationship in the same consolidated statements of income line item as the underlying hedged item. Changes in the fair
value of forward contracts that have not been designated as hedging instruments are reported in the accompanying consolidated
As of June 30, 2023, and 2022, the notional amount of the outstanding forward contracts was $0.5 billion and $1.0
Certain raw materials used in the Company's production processes are subject to price volatility caused by weather,
supply conditions, political and economic variables, and other unpredictable factors. The Company's policy is to minimize
exposure to price volatility by passing through the commodity price risk to customers, including through the use of fixed price
statements of income.
billion, respectively.
Commodity Risk
swaps.
FINAL
FINAL
Form10-K
91
Form10-K
92
In some cases, the Company purchases, on behalf of customers, fixed price commodity swaps to offset the exposure of
price volatility on the underlying sales contracts. These instruments are cash closed out on maturity and the related cost or
benefit is passed through to customers. Information about commodity price exposure is derived from supply forecasts submitted
by customers and these exposures are hedged by central treasury units. Changes in the fair value of commodity hedges are
recognized in AOCI. The cumulative amount of the hedge is recognized in the consolidated statements of income when the
forecasted transaction is realized.
The Company had the following outstanding commodity contracts to hedge forecasted purchases:
Commodity
Aluminum
PET resin
June 30, 2023
Volume
June 30, 2022
Volume
14,325 tons
17,040 tons
0 lbs.
16,886,520 lbs.
The following table provides the location of derivative instruments in the consolidated balance sheets:
Balance Sheet Location
June 30, 2023
June 30, 2022
($ in millions)
Assets
Derivatives in cash flow hedging relationships:
Commodity contracts
Forward exchange contracts
Forward exchange contracts
Derivatives not designated as hedging instruments:
Forward exchange contracts
Interest rate swaps
Total current derivative contracts
Total non-current derivative contracts
Total derivative asset contracts
Liabilities
Derivatives in cash flow hedging relationships:
Commodity contracts
Forward exchange contracts
Derivatives not designated as hedging instruments:
Forward exchange contracts
Total current derivative contracts
Derivatives in cash flow hedging relationships:
Other current assets
Other current assets
Assets held for sale, net
Other current assets
Other current assets
$
— $
2
—
1
16
19
—
$
19 $
Other current liabilities
$
2 $
Other current liabilities
Other current liabilities
3
1
6
1
96
97
$
103 $
6
3
3
1
—
13
—
13
3
5
11
19
1
69
70
89
Forward exchange contracts
Other non-current liabilities
Derivatives in fair value hedging relationships:
Interest rate swaps
Other non-current liabilities
Total non-current derivative contracts
Total derivative liability contracts
Certain derivative financial instruments are subject to netting arrangements and are eligible for offset. The Company
has made an accounting policy election not to offset the fair values of these instruments within the consolidated balance sheets.
77
78
Amcor Annual Report 2023
The Company sponsors both funded and unfunded defined benefit pension plans that include a statutory and mandated
benefit provision in various countries as well as voluntary plans (generally closed to new joiners). During fiscal year 2023, the
Company maintained approximately 20 statutory and mandated defined benefit arrangements and approximately 50 voluntary
defined benefit plans. The Company’s principal defined benefit plans are in the United States, Switzerland, United Kingdom,
and Germany. The majority of the principal defined benefit plans are closed to new entrants and future accruals, and the
majority of these plans are funded.
During the fourth quarter of fiscal year 2023, Amcor announced a plan termination date of July 31, 2023, for one of
the Company's closed principal defined benefit plans in the United States (the "U.S. Plan"). Benefit obligations related to the
U.S. Plan of $265 million are expected to be distributed through a combination of lump sum payments to eligible plan
participants who elect such payments, and through the purchase of group annuity contracts for the remaining participants. The
U.S. Plan's benefit obligations as of June 30, 2023 were determined on a plan termination basis, assuming that a portion of
eligible active and deferred vested participants will elect lump sum payments. The U.S. Plan is expected to have sufficient plan
assets to satisfy the majority of the transaction obligations. Distributions are expected to begin in fiscal year 2025, which will
likely trigger settlement accounting.
During the second quarter of fiscal year 2022, the Company contracted with Pacific Life Insurance Company to
purchase a group annuity contract and transfer $186 million of its pension plan assets and related benefit obligations related to
three principal defined benefit plans in the United States. This transaction required a remeasurement of the pension plan assets
and obligations and resulted in the recognition of a $3 million non-cash pension settlement loss in fiscal year 2022.
Net periodic benefit cost for benefit plans includes the following components:
($ in millions)
Service cost
Interest cost
Expected return on plan assets
Amortization of net loss
Amortization of prior service credit
Curtailment credit
Settlement costs
Net periodic benefit cost
Years ended June 30,
2023
2022
2021
$
13 $
24 $
49
(55)
2
(3)
—
5
39
(61)
5
(3)
—
8
$
11 $
12 $
27
40
(60)
8
(2)
(1)
3
15
FINAL
FINAL
Form10-K
93
The following tables provide the effects of derivative instruments on AOCI and in the consolidated statements of
Note 13 - Pension Plans
income:
($ in millions)
Derivatives in cash flow hedging relationships
Commodity contracts
Forward exchange contracts
Treasury locks
Total
($ in millions)
Derivatives not designated as hedging instruments
Forward exchange contracts
Interest rate swaps
Cross currency interest rate swaps
Total
Location of Gain /
(Loss) Reclassified
from AOCI into
Income (Effective
Portion)
Cost of sales
Net sales
Interest expense
Location of Gain /
(Loss) Recognized
in the Consolidated
Income Statements
Gain / (Loss) Reclassified from AOCI
into Income (Effective Portion)
Years ended June 30,
2022
2023
2021
$
$
2 $
(2)
(3)
(3) $
20 $
—
(3)
17 $
1
—
(2)
(1)
Gain / (Loss) Recognized in Income for
Derivatives not Designated as Hedging
Instruments
Years ended June 30,
2022
2023
2021
Other income, net
$
(7) $
(45) $
Other income, net
Other income, net
16
—
—
—
$
9 $
(45) $
11
—
(4)
7
($ in millions)
Derivatives in fair value hedging relationships
Interest rate swaps
Forward exchange contracts
Total
Location of Loss
Recognized in the
Consolidated
Income Statements
Interest expense
Other income, net
The changes in AOCI for effective derivatives were as follows:
($ in millions)
Amounts reclassified into earnings
Commodity contracts
Forward exchange contracts
Treasury locks
Change in fair value
Commodity contracts
Forward exchange contracts
Tax effect
Total
Loss Recognized in Income for
Derivatives in Fair Value Hedging
Relationships
Years ended June 30,
2022
2023
2021
$
$
(27) $
—
(27) $
(75) $
(11)
(86) $
(14)
—
(14)
Years ended June 30,
2022
2021
2023
$
(2) $
(20) $
2
3
(2)
(3)
1
(1) $
—
3
9
(1)
2
(7) $
$
(1)
—
2
22
3
—
26
79
80
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
93
Form10-K
94
The following tables provide the effects of derivative instruments on AOCI and in the consolidated statements of
Note 13 - Pension Plans
income:
The Company sponsors both funded and unfunded defined benefit pension plans that include a statutory and mandated
benefit provision in various countries as well as voluntary plans (generally closed to new joiners). During fiscal year 2023, the
Company maintained approximately 20 statutory and mandated defined benefit arrangements and approximately 50 voluntary
defined benefit plans. The Company’s principal defined benefit plans are in the United States, Switzerland, United Kingdom,
and Germany. The majority of the principal defined benefit plans are closed to new entrants and future accruals, and the
majority of these plans are funded.
During the fourth quarter of fiscal year 2023, Amcor announced a plan termination date of July 31, 2023, for one of
the Company's closed principal defined benefit plans in the United States (the "U.S. Plan"). Benefit obligations related to the
U.S. Plan of $265 million are expected to be distributed through a combination of lump sum payments to eligible plan
participants who elect such payments, and through the purchase of group annuity contracts for the remaining participants. The
U.S. Plan's benefit obligations as of June 30, 2023 were determined on a plan termination basis, assuming that a portion of
eligible active and deferred vested participants will elect lump sum payments. The U.S. Plan is expected to have sufficient plan
assets to satisfy the majority of the transaction obligations. Distributions are expected to begin in fiscal year 2025, which will
likely trigger settlement accounting.
During the second quarter of fiscal year 2022, the Company contracted with Pacific Life Insurance Company to
purchase a group annuity contract and transfer $186 million of its pension plan assets and related benefit obligations related to
three principal defined benefit plans in the United States. This transaction required a remeasurement of the pension plan assets
and obligations and resulted in the recognition of a $3 million non-cash pension settlement loss in fiscal year 2022.
Net periodic benefit cost for benefit plans includes the following components:
($ in millions)
Service cost
Interest cost
Expected return on plan assets
Amortization of net loss
Amortization of prior service credit
Curtailment credit
Settlement costs
Net periodic benefit cost
Years ended June 30,
2022
2021
2023
$
13 $
24 $
49
(55)
2
(3)
—
5
39
(61)
5
(3)
—
8
$
11 $
12 $
27
40
(60)
8
(2)
(1)
3
15
($ in millions)
Derivatives in cash flow hedging relationships
Commodity contracts
Forward exchange contracts
Treasury locks
Total
($ in millions)
Derivatives not designated as hedging instruments
Forward exchange contracts
Interest rate swaps
Cross currency interest rate swaps
Total
($ in millions)
Derivatives in fair value hedging relationships
Interest rate swaps
Forward exchange contracts
Total
The changes in AOCI for effective derivatives were as follows:
($ in millions)
Amounts reclassified into earnings
Commodity contracts
Forward exchange contracts
Treasury locks
Change in fair value
Commodity contracts
Forward exchange contracts
Tax effect
Total
Location of Gain /
(Loss) Reclassified
from AOCI into
Income (Effective
Portion)
Gain / (Loss) Reclassified from AOCI
into Income (Effective Portion)
Years ended June 30,
2023
2022
2021
Cost of sales
Net sales
Interest expense
$
$
2 $
(2)
(3)
(3) $
20 $
—
(3)
17 $
1
—
(2)
(1)
Location of Gain /
(Loss) Recognized
in the Consolidated
Income Statements
Gain / (Loss) Recognized in Income for
Derivatives not Designated as Hedging
Instruments
Years ended June 30,
2023
2022
2021
Other income, net
$
(7) $
(45) $
Other income, net
Other income, net
16
—
—
—
$
9 $
(45) $
11
—
(4)
7
Location of Loss
Recognized in the
Consolidated
Income Statements
Interest expense
Other income, net
Loss Recognized in Income for
Derivatives in Fair Value Hedging
Relationships
Years ended June 30,
2023
2022
2021
$
$
(27) $
—
(27) $
(75) $
(11)
(86) $
(14)
—
(14)
Years ended June 30,
2023
2022
2021
$
(2) $
(20) $
2
3
(2)
(3)
1
(1) $
—
3
(1)
9
2
(7) $
$
(1)
—
2
22
3
—
26
79
80
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
95
Changes in benefit obligations and plan assets were as follows:
($ in millions)
Change in benefit obligation:
June 30, 2023
June 30, 2022
The following table provides information as to how the funded status is recognized in the consolidated balance sheets:
Benefit obligation at the beginning of the year
$
1,314 $
2,022
Service cost
Interest cost
Participant contributions
Actuarial gain
Settlements
Benefits paid
Administrative expenses
Plan amendments
Divestitures
Other
Foreign currency translation
Benefit obligation at the end of the year
Accumulated benefit obligation at the end of the year
Change in plan assets:
Fair value of plan assets at the beginning of the year
Actual return on plan assets
Employer contributions
Participant contributions
Benefits paid
Settlements
Administrative expenses
Foreign currency translation
13
49
6
(90)
(27)
(62)
(4)
(4)
—
(2)
31
1,224 $
1,186 $
1,195 $
(100)
26
6
(62)
(27)
(4)
27
$
$
$
Fair value of plan assets at the end of the year
Funded status at the end of the year
$
$
1,061 $
(163) $
24
39
6
(341)
(244)
(70)
(6)
1
(4)
—
(113)
1,314
1,269
1,759
(189)
35
6
(70)
(244)
(6)
(96)
1,195
(119)
Actuarial gains resulting in a decrease of the benefit obligation were primarily due to a weighted average increase in
discount rates for the Company's pension plans of 0.5% and 1.7% for the fiscal years ended June 30, 2023, and June 30, 2022,
respectively. Settlement impact for the fiscal year ended June 30, 2022, is attributed to group annuity contracts, primarily a
$186 million contract with Pacific Life Insurance Company, and other lump sum transfers and payments.
The following table provides information for defined benefit plans with a projected benefit obligation in excess of plan
assets:
($ in millions)
Projected benefit obligation
Fair value of plan assets
June 30, 2023
June 30, 2022
$
832 $
601
398
189
Weighted-average assumptions used to determine net periodic benefit cost for the fiscal years ended were:
The following table provides information for defined benefit plans with an accumulated benefit obligation in excess of
plan assets:
($ in millions)
Accumulated benefit obligation
Fair value of plan assets
June 30, 2023
June 30, 2022
$
799 $
589
357
177
81
82
($ in millions)
Non-current assets - Employee benefit assets
Current liabilities - Other current liabilities
Non-current liabilities - Employee benefit obligations
Funded status
June 30, 2023
June 30, 2022
$
$
67 $
(6)
(224)
(163) $
89
(7)
(201)
(119)
Amounts recognized in other comprehensive (income)/loss for the fiscal years ended are as follows:
($ in millions)
Changes in plan assets and benefit obligations recognized in other
comprehensive (income)/loss:
Net actuarial loss/(gain) occurring during the year
Net prior service loss/(gain) occurring during the year
Amortization of actuarial loss
Gain recognized due to settlement/curtailment
Amortization of prior service credit
Acquisition/disposal loss
Foreign currency translation
Tax effect
Total recognized in other comprehensive (income)/loss
(94) $
(52)
Amounts in AOCI that have not yet been recognized as net periodic benefit cost, as of fiscal year-ends, are as follows:
($ in millions)
Net prior service credit
Net actuarial loss
Accumulated other comprehensive loss at the end of the year
Weighted-average assumptions used to determine benefit obligations at fiscal year-ends were:
$
$
$
Years ended June 30,
2023
2022
2021
$
65 $
(91) $
(4)
(2)
(4)
3
—
3
(11)
50 $
1
(5)
(8)
3
(1)
(14)
21
(58)
(16)
(8)
(2)
2
—
16
14
2023
2021
June 30,
2022
(17) $
128
111 $
(15) $
65
50 $
(20)
185
165
2023
4.3 %
1.9 %
June 30,
2022
3.8 %
2.3 %
2021
2.1 %
1.7 %
2023
3.8 %
2.3 %
4.4 %
June 30,
2022
2.1 %
1.7 %
3.8 %
2021
2.0 %
1.9 %
3.5 %
Discount rate
Rate of compensation increase
Discount rate
Rate of compensation increase
Expected long-term rate of return on plan assets
Where funded, the Company and, in some countries, the employees make cash contributions into the pension fund. In
the case of unfunded plans, the Company is responsible for benefit payments as they fall due. Plan funding requirements are
generally determined by local regulation and/or best practice and differ between countries. The local statutory funding positions
are not necessarily consistent with the funded status disclosed on the consolidated balance sheets. For any funded plans in
deficit (as measured under local country guidelines), the Company agrees with the trustees and plan fiduciaries to undertake
Amcor Annual Report 2023
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Changes in benefit obligations and plan assets were as follows:
June 30, 2023
June 30, 2022
The following table provides information as to how the funded status is recognized in the consolidated balance sheets:
13
49
6
(90)
(27)
(62)
(4)
(4)
—
(2)
31
1,224 $
1,186 $
1,195 $
(100)
26
6
(62)
(27)
(4)
27
24
39
6
(341)
(244)
(70)
(6)
1
(4)
—
(113)
1,314
1,269
1,759
(189)
35
6
(70)
(244)
(6)
(96)
1,195
(119)
June 30, 2023
June 30, 2022
832 $
601
398
189
June 30, 2023
June 30, 2022
799 $
589
357
177
$
$
$
$
$
($ in millions)
Non-current assets - Employee benefit assets
Current liabilities - Other current liabilities
Non-current liabilities - Employee benefit obligations
Funded status
June 30, 2023
June 30, 2022
$
$
67 $
(6)
(224)
(163) $
89
(7)
(201)
(119)
Amounts recognized in other comprehensive (income)/loss for the fiscal years ended are as follows:
($ in millions)
Changes in plan assets and benefit obligations recognized in other
comprehensive (income)/loss:
Net actuarial loss/(gain) occurring during the year
Net prior service loss/(gain) occurring during the year
Amortization of actuarial loss
Gain recognized due to settlement/curtailment
Amortization of prior service credit
Acquisition/disposal loss
Foreign currency translation
Tax effect
Total recognized in other comprehensive (income)/loss
Years ended June 30,
2022
2021
2023
$
65 $
(91) $
(4)
(2)
(4)
3
—
3
(11)
50 $
$
1
(5)
(8)
3
(1)
(14)
21
(94) $
(58)
(16)
(8)
(2)
2
—
16
14
(52)
Amounts in AOCI that have not yet been recognized as net periodic benefit cost, as of fiscal year-ends, are as follows:
($ in millions)
Net prior service credit
Net actuarial loss
Accumulated other comprehensive loss at the end of the year
2023
$
$
(17) $
128
111 $
June 30,
2022
2021
(15) $
65
50 $
(20)
185
165
Weighted-average assumptions used to determine benefit obligations at fiscal year-ends were:
Discount rate
Rate of compensation increase
2023
4.3 %
1.9 %
June 30,
2022
3.8 %
2.3 %
2021
2.1 %
1.7 %
Weighted-average assumptions used to determine net periodic benefit cost for the fiscal years ended were:
Discount rate
Rate of compensation increase
Expected long-term rate of return on plan assets
2023
3.8 %
2.3 %
4.4 %
June 30,
2022
2.1 %
1.7 %
3.8 %
2021
2.0 %
1.9 %
3.5 %
Where funded, the Company and, in some countries, the employees make cash contributions into the pension fund. In
the case of unfunded plans, the Company is responsible for benefit payments as they fall due. Plan funding requirements are
generally determined by local regulation and/or best practice and differ between countries. The local statutory funding positions
are not necessarily consistent with the funded status disclosed on the consolidated balance sheets. For any funded plans in
deficit (as measured under local country guidelines), the Company agrees with the trustees and plan fiduciaries to undertake
81
82
Benefit obligation at the beginning of the year
$
1,314 $
2,022
Foreign currency translation
Benefit obligation at the end of the year
Accumulated benefit obligation at the end of the year
Change in plan assets:
Fair value of plan assets at the beginning of the year
($ in millions)
Change in benefit obligation:
Participant contributions
Service cost
Interest cost
Actuarial gain
Settlements
Benefits paid
Administrative expenses
Plan amendments
Divestitures
Other
Actual return on plan assets
Employer contributions
Participant contributions
Benefits paid
Settlements
Administrative expenses
Foreign currency translation
assets:
($ in millions)
Projected benefit obligation
Fair value of plan assets
plan assets:
($ in millions)
Accumulated benefit obligation
Fair value of plan assets
Fair value of plan assets at the end of the year
Funded status at the end of the year
$
$
1,061 $
(163) $
Actuarial gains resulting in a decrease of the benefit obligation were primarily due to a weighted average increase in
discount rates for the Company's pension plans of 0.5% and 1.7% for the fiscal years ended June 30, 2023, and June 30, 2022,
respectively. Settlement impact for the fiscal year ended June 30, 2022, is attributed to group annuity contracts, primarily a
$186 million contract with Pacific Life Insurance Company, and other lump sum transfers and payments.
The following table provides information for defined benefit plans with a projected benefit obligation in excess of plan
The following table provides information for defined benefit plans with an accumulated benefit obligation in excess of
Amcor Annual Report 2023
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suitable funding programs to provide additional contributions over time in accordance with local country requirements.
Contributions to the Company's defined benefit pension plans, not including unfunded plans, are expected to be $29 million
over the next fiscal year.
Debt securities: Consists of government and corporate debt securities. Valued at the closing prices reported in the active
market in which the individual securities are traded (Level 1); or based on observable inputs such as fund values provided by
independent fund administrators, pricing of similar agency issues, reported trades, broker/dealer quotes, issuer spread, live
trading feeds from several vendors, and benchmark yields (Level 2). Inputs may be prioritized differently at certain times based
The following benefit payments for the succeeding five fiscal years and thereafter, which reflect expected future
on market conditions.
service, as appropriate, are expected to be paid:
($ in millions)
2024
2025
2026
2027
2028
2029-2033
Real estate: Valued at the closing prices reported in the active market in which the individual securities are traded (Level 1); or
based on observable inputs such as fund values provided by independent fund administrators (Level 2).
Insurance contracts: Valued based on the present value of the underlying insured liabilities (Level 3).
Cash and cash equivalents: Consist of cash on deposit with brokers and short-term money market funds and are shown net of
receivables and payables for securities traded at period end but not yet settled (Level 1) and cash indirectly held across
investment funds (Level 2). All cash and cash equivalents are stated at cost, which approximates fair value.
$
72
320
56
56
58
308
Other:
The fiscal year 2025 benefit payments include the expected distributions associated with the plan termination
announced for the U.S. Plan.
Level 1: Derivatives valued as closing prices reported in the active market.
The ERISA Benefit Plan Committee in the United States, the Pension Plan Committee in Switzerland, and the Trustees
of the pension plans in UK establish investment policies, investment strategies, allocation strategies, and investment risk
profiles for the Company's pension plan assets and are required to consult with the Company on changes to their investment
policy. In developing the expected long-term rate of return on plan assets at each measurement date, the Company considers the
plan assets' historical returns, asset allocations, and the anticipated future economic environment and long-term performance of
the asset classes. While appropriate consideration is given to recent and historical investment performance, the assumption
represents management's best estimate of the long-term prospective return.
The pension plan assets measured at fair value were as follows:
Level 2: Assets held in diversified growth funds, pooled funds, financing funds, and derivatives, where the values of
the assets are determined by the investment managers or other independent third parties, based on observable inputs.
Level 3: Indemnified plan assets and pooled funds (equity, credit, macro-orientated, multi-strategy, cash, and other).
The values of indemnified plan assets are determined based on the value of the liabilities that the assets cover. The
value of the pooled funds is calculated by the investment managers based on the net asset values of the underlying
portfolios.
The following table sets forth a summary of changes in the value of the Company's Level 3 assets:
($ in millions)
Balance as of June 30, 2022
Actual return on plan assets
Purchases, sales, and settlements
Transfer out of Level 3 (1)
Foreign currency translation
Balance as of June 30, 2023
$
$
352
(51)
(8)
(93)
1
201
(1)
In preparation for a buy-in policy contract that was executed in July 2023, the Company transferred certain Level 3 assets into Level
1 assets and Level 2 assets in fiscal year 2023. Refer to Note 24, "Subsequent Events," for further information.
($ in millions)
Equity securities
Debt securities
Real estate
Insurance contracts
Cash and cash equivalents
Other
Total
($ in millions)
Equity securities
Debt securities (1)
Real estate
Insurance contracts
Cash and cash equivalents
Other
Total
June 30, 2023
Level 1
Level 2
Level 3
Total
$
114 $
54 $
— $
77
7
—
58
5
405
105
—
13
22
—
—
192
—
9
168
482
112
192
71
36
$
$
261 $
599 $
201 $
1,061
June 30, 2022
Level 1
Level 2
Level 3
Total
111 $
98 $
— $
73
7
—
21
5
378
121
—
3
26
—
2
216
—
134
209
451
130
216
24
165
$
217 $
626 $
352 $
1,195
(1) Certain prior year amounts were reclassified to conform to current year presentation.
Equity securities: Valued primarily at the closing prices reported in the active market in which the individual securities are
traded (Level 1); or based on significant observable inputs such as fund values provided by the independent fund administrators
(Level 2).
83
84
Amcor Annual Report 2023
FINAL
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Form10-K
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suitable funding programs to provide additional contributions over time in accordance with local country requirements.
Contributions to the Company's defined benefit pension plans, not including unfunded plans, are expected to be $29 million
over the next fiscal year.
The following benefit payments for the succeeding five fiscal years and thereafter, which reflect expected future
service, as appropriate, are expected to be paid:
Debt securities: Consists of government and corporate debt securities. Valued at the closing prices reported in the active
market in which the individual securities are traded (Level 1); or based on observable inputs such as fund values provided by
independent fund administrators, pricing of similar agency issues, reported trades, broker/dealer quotes, issuer spread, live
trading feeds from several vendors, and benchmark yields (Level 2). Inputs may be prioritized differently at certain times based
on market conditions.
Real estate: Valued at the closing prices reported in the active market in which the individual securities are traded (Level 1); or
based on observable inputs such as fund values provided by independent fund administrators (Level 2).
Insurance contracts: Valued based on the present value of the underlying insured liabilities (Level 3).
Cash and cash equivalents: Consist of cash on deposit with brokers and short-term money market funds and are shown net of
receivables and payables for securities traded at period end but not yet settled (Level 1) and cash indirectly held across
investment funds (Level 2). All cash and cash equivalents are stated at cost, which approximates fair value.
Other:
$
72
320
56
56
58
308
The fiscal year 2025 benefit payments include the expected distributions associated with the plan termination
announced for the U.S. Plan.
Level 1: Derivatives valued as closing prices reported in the active market.
The ERISA Benefit Plan Committee in the United States, the Pension Plan Committee in Switzerland, and the Trustees
of the pension plans in UK establish investment policies, investment strategies, allocation strategies, and investment risk
profiles for the Company's pension plan assets and are required to consult with the Company on changes to their investment
policy. In developing the expected long-term rate of return on plan assets at each measurement date, the Company considers the
plan assets' historical returns, asset allocations, and the anticipated future economic environment and long-term performance of
the asset classes. While appropriate consideration is given to recent and historical investment performance, the assumption
represents management's best estimate of the long-term prospective return.
The pension plan assets measured at fair value were as follows:
Level 2: Assets held in diversified growth funds, pooled funds, financing funds, and derivatives, where the values of
the assets are determined by the investment managers or other independent third parties, based on observable inputs.
Level 3: Indemnified plan assets and pooled funds (equity, credit, macro-orientated, multi-strategy, cash, and other).
The values of indemnified plan assets are determined based on the value of the liabilities that the assets cover. The
value of the pooled funds is calculated by the investment managers based on the net asset values of the underlying
portfolios.
The following table sets forth a summary of changes in the value of the Company's Level 3 assets:
($ in millions)
Balance as of June 30, 2022
Actual return on plan assets
Purchases, sales, and settlements
Transfer out of Level 3 (1)
Foreign currency translation
Balance as of June 30, 2023
$
$
352
(51)
(8)
(93)
1
201
(1)
In preparation for a buy-in policy contract that was executed in July 2023, the Company transferred certain Level 3 assets into Level
1 assets and Level 2 assets in fiscal year 2023. Refer to Note 24, "Subsequent Events," for further information.
($ in millions)
2024
2025
2026
2027
2028
2029-2033
($ in millions)
Equity securities
Debt securities
Real estate
Insurance contracts
Cash and cash equivalents
Other
Total
($ in millions)
Equity securities
Debt securities (1)
Real estate
Insurance contracts
Cash and cash equivalents
Other
Total
(Level 2).
June 30, 2023
Level 1
Level 2
Level 3
Total
$
114 $
54 $
— $
$
$
261 $
599 $
201 $
1,061
June 30, 2022
Level 1
Level 2
Level 3
Total
111 $
98 $
— $
77
7
—
58
5
73
7
—
21
5
405
105
—
13
22
378
121
—
3
26
—
—
192
—
9
—
2
216
—
134
168
482
112
192
71
36
209
451
130
216
24
165
(1) Certain prior year amounts were reclassified to conform to current year presentation.
$
217 $
626 $
352 $
1,195
Equity securities: Valued primarily at the closing prices reported in the active market in which the individual securities are
traded (Level 1); or based on significant observable inputs such as fund values provided by the independent fund administrators
83
84
Amcor Annual Report 2023
FINAL
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Note 14 - Debt
Long-Term Debt
The following table summarizes the carrying value of long-term debt as of June 30, 2023, and 2022, respectively:
June 30,
Maturities
Interest rates
2023
2022
and the revolving tranches have two 12-month options available to extend the maturity date.
($ in millions)
Term debt
Euro bonds, €300 million (1)(3)
U.S. dollar notes, $500 million
U.S. dollar notes, $600 million
U.S. dollar notes, $300 million
Euro bonds, €500 million
U.S. dollar notes, $500 million
U.S. dollar notes, $500 million
U.S. dollar notes, $800 million
U.S. dollar notes, $500 million (4)
Total term debt
Bank loans
Commercial paper (1)
Other loans (2)
Finance lease obligations
Mar 2023
May 2025
Apr 2026
Sep 2026
Jun 2027
May 2028
Jun 2030
May 2031
May 2033
2.75 % $
— $
4.00 %
3.63 %
3.10 %
1.13 %
4.50 %
2.63 %
2.69 %
5.63 %
500
600
300
543
500
500
800
500
4,243
22
2,445
33
50
Fair value hedge accounting adjustments (5)
Unamortized discounts and debt issuance costs
Total debt
Less: current portion
Total long-term debt
(96)
(31)
6,666
(13)
6,653 $
$
313
500
600
300
522
500
500
800
—
4,035
22
2,310
18
62
(69)
(24)
6,354
(14)
6,340
(1)
(2)
Indicates debt which has been classified as long-term liabilities in accordance with the Company’s ability and intent to refinance
such obligations on a long-term basis.
Includes other loans of $12 million and nil for June 30, 2023, and 2022, respectively, which have been classified as long-term
liabilities in accordance with the Company’s ability and intent to refinance such obligations on a long-term basis.
(3) On March 22, 2023, the Company redeemed Euro bonds of €300 million at maturity. The redemption was funded with commercial
paper.
(4) On May 26, 2023, the Company issued U.S. dollar notes with an aggregate principal amount of $500 million and a contractual
maturity in May 2033. The notes pay a coupon of 5.63% per annum, payable semi-annually in arrears. The notes are unsecured
senior obligations of the Company and are fully and unconditionally guaranteed by the Company and certain of its subsidiaries.
(5) Relates to fair value hedge basis adjustments relating to interest rate hedging.
The following table summarizes the contractual maturities of the Company's long-term debt, including current
maturities (excluding payments for finance leases) as of June 30, 2023, for the succeeding five fiscal years:
($ in millions)
2024
2025 (1)
2026
2027 (2)
2028
$
3
1,933
600
1,867
504
(1) Commercial paper denominated in U.S. dollars is classified as maturing in 2025, supported by the 3-year syndicated facility, with a
1-year option to extend.
(2) Commercial paper denominated in Euros is classified as maturing in 2027, supported by the 5-year syndicated facility, with a 1-year
option to extend.
85
86
Bank and other loans
The Company has entered into syndicated and bilateral multi-currency credit facilities with financial institutions. On
April 26, 2022, the Company entered into three- and five-year syndicated facility agreements that each provide a revolving
credit facility of $1.9 billion or $3.8 billion in total. The facilities are unsecured and have contractual maturities in April 2025
and April 2027, respectively. The agreements include customary terms and conditions for a syndicated facility of this nature,
Interest charged on borrowings under the credit facilities is based on the applicable market rate plus the applicable
margin. As of June 30, 2023, and 2022, the Company's credit facilities amounted to $3.8 billion.
As of June 30, 2023, and 2022, the Company has $1.3 billion and $1.4 billion of undrawn commitments, respectively.
The Company incurs facility fees of 0.125% on the undrawn commitments. Such facility fees incurred were immaterial in the
fiscal years ended June 30, 2023, 2022, and 2021, respectively.
As of June 30, 2023, and 2022, land and buildings with a carrying value of $38 million have been pledged as security
for bank and other loans.
Redemption of term debt
The Company may redeem its long-term debt, in whole or in part, at any time or from time to time prior to its maturity.
The redemption prices typically represent 100% of the principal amount of the relevant debt plus any accrued and unpaid
interest. In addition, for notes that are redeemed by the Company before their stated permitted redemption date, a make-whole
premium is payable.
On March 22, 2023, the Company redeemed Euro bonds of €300 million (equivalent to $322 million) at maturity. The
redemption was funded with commercial paper. The notes carried an interest rate of 2.75%.
Priority, Guarantees, and Financial Covenants
All the notes are general unsecured senior obligations of the Company and are fully and unconditionally guaranteed on
a joint and several basis by certain existing subsidiaries that guarantee its other indebtedness.
The Company's primary bank debt facilities and notes are unsecured and subject to negative pledge arrangements
limiting the amount of secured indebtedness the Company can incur to 10.0% of total tangible assets, subject to some
exceptions and variations by facility. The Company is required to satisfy certain financial covenants pursuant to its bank debt
facilities, which are tested as of the last day of each quarterly and annual financial period. The covenants require the Company
to maintain a leverage ratio of not higher than 3.9 times, which is calculated as total net debt divided by Adjusted EBITDA. As
of June 30, 2023, and 2022, the Company was in compliance with all debt covenants.
Amcor Annual Report 2023
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The following table summarizes the carrying value of long-term debt as of June 30, 2023, and 2022, respectively:
Maturities
Interest rates
2023
2022
June 30,
Bank and other loans
The Company has entered into syndicated and bilateral multi-currency credit facilities with financial institutions. On
April 26, 2022, the Company entered into three- and five-year syndicated facility agreements that each provide a revolving
credit facility of $1.9 billion or $3.8 billion in total. The facilities are unsecured and have contractual maturities in April 2025
and April 2027, respectively. The agreements include customary terms and conditions for a syndicated facility of this nature,
and the revolving tranches have two 12-month options available to extend the maturity date.
2.75 % $
— $
Interest charged on borrowings under the credit facilities is based on the applicable market rate plus the applicable
margin. As of June 30, 2023, and 2022, the Company's credit facilities amounted to $3.8 billion.
As of June 30, 2023, and 2022, the Company has $1.3 billion and $1.4 billion of undrawn commitments, respectively.
The Company incurs facility fees of 0.125% on the undrawn commitments. Such facility fees incurred were immaterial in the
fiscal years ended June 30, 2023, 2022, and 2021, respectively.
As of June 30, 2023, and 2022, land and buildings with a carrying value of $38 million have been pledged as security
for bank and other loans.
Redemption of term debt
The Company may redeem its long-term debt, in whole or in part, at any time or from time to time prior to its maturity.
The redemption prices typically represent 100% of the principal amount of the relevant debt plus any accrued and unpaid
interest. In addition, for notes that are redeemed by the Company before their stated permitted redemption date, a make-whole
premium is payable.
On March 22, 2023, the Company redeemed Euro bonds of €300 million (equivalent to $322 million) at maturity. The
redemption was funded with commercial paper. The notes carried an interest rate of 2.75%.
Priority, Guarantees, and Financial Covenants
All the notes are general unsecured senior obligations of the Company and are fully and unconditionally guaranteed on
a joint and several basis by certain existing subsidiaries that guarantee its other indebtedness.
The Company's primary bank debt facilities and notes are unsecured and subject to negative pledge arrangements
limiting the amount of secured indebtedness the Company can incur to 10.0% of total tangible assets, subject to some
exceptions and variations by facility. The Company is required to satisfy certain financial covenants pursuant to its bank debt
facilities, which are tested as of the last day of each quarterly and annual financial period. The covenants require the Company
to maintain a leverage ratio of not higher than 3.9 times, which is calculated as total net debt divided by Adjusted EBITDA. As
of June 30, 2023, and 2022, the Company was in compliance with all debt covenants.
Note 14 - Debt
Long-Term Debt
($ in millions)
Term debt
Euro bonds, €300 million (1)(3)
U.S. dollar notes, $500 million
U.S. dollar notes, $600 million
U.S. dollar notes, $300 million
Euro bonds, €500 million
U.S. dollar notes, $500 million
U.S. dollar notes, $500 million
U.S. dollar notes, $800 million
U.S. dollar notes, $500 million (4)
Total term debt
Bank loans
Commercial paper (1)
Other loans (2)
Finance lease obligations
Total debt
Less: current portion
Total long-term debt
Fair value hedge accounting adjustments (5)
Unamortized discounts and debt issuance costs
Mar 2023
May 2025
Apr 2026
Sep 2026
Jun 2027
May 2028
Jun 2030
May 2031
May 2033
4.00 %
3.63 %
3.10 %
1.13 %
4.50 %
2.63 %
2.69 %
5.63 %
500
600
300
543
500
500
800
500
4,243
22
2,445
33
50
(96)
(31)
6,666
(13)
6,653 $
$
313
500
600
300
522
500
500
800
—
4,035
22
2,310
18
62
(69)
(24)
6,354
(14)
6,340
(1)
Indicates debt which has been classified as long-term liabilities in accordance with the Company’s ability and intent to refinance
such obligations on a long-term basis.
(2)
Includes other loans of $12 million and nil for June 30, 2023, and 2022, respectively, which have been classified as long-term
liabilities in accordance with the Company’s ability and intent to refinance such obligations on a long-term basis.
(3) On March 22, 2023, the Company redeemed Euro bonds of €300 million at maturity. The redemption was funded with commercial
paper.
(4) On May 26, 2023, the Company issued U.S. dollar notes with an aggregate principal amount of $500 million and a contractual
maturity in May 2033. The notes pay a coupon of 5.63% per annum, payable semi-annually in arrears. The notes are unsecured
senior obligations of the Company and are fully and unconditionally guaranteed by the Company and certain of its subsidiaries.
(5) Relates to fair value hedge basis adjustments relating to interest rate hedging.
The following table summarizes the contractual maturities of the Company's long-term debt, including current
maturities (excluding payments for finance leases) as of June 30, 2023, for the succeeding five fiscal years:
($ in millions)
2024
2025 (1)
2026
2027 (2)
2028
$
3
1,933
600
1,867
504
(1) Commercial paper denominated in U.S. dollars is classified as maturing in 2025, supported by the 3-year syndicated facility, with a
(2) Commercial paper denominated in Euros is classified as maturing in 2027, supported by the 5-year syndicated facility, with a 1-year
1-year option to extend.
option to extend.
85
86
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
101
Short-Term Debt
Note 15 - Leases
Short-term debt is generally used to fund working capital requirements. The Company has classified commercial paper
as long-term as of June 30, 2023, in accordance with the Company’s ability and intent to refinance such obligations on a long-
term basis.
The following table summarizes the carrying value of short-term debt as of June 30, 2023, and 2022, respectively:
($ in millions)
Bank loans
Bank overdrafts
Total short-term debt
June 30,
2023
2022
$
$
13 $
67
80 $
32
104
136
As of June 30, 2023, the Company paid a weighted-average interest rate of 3.98% per annum on short-term debt,
payable at maturity. As of June 30, 2022, the Company paid a weighted-average interest rate of 1.40% per annum, payable at
maturity.
The components of lease expense are as follows:
($ in millions)
Operating lease expense (1)
Short-term and variable lease expense (2)
Finance lease expense
Amortization of right-of-use assets (2)
Interest on lease liabilities (3)
Years ended June 30,
2023
2022
2021
$
127 $
21
130 $
17
4
2
2
1
Total lease expense
$
154 $
150 $
136
Included in both cost of sales and selling, general, and administrative expenses
(1)
(2)
(3)
Included primarily in cost of sales
Included in interest expense
The Company's leases do not contain any material residual value guarantees or material restrictive covenants. As of
June 30, 2023, the Company does not have material lease commitments that have not commenced.
Supplemental balance sheet information related to leases:
Balance Sheet Location
2023
2022
June 30,
Operating lease right-of-use assets, net
Operating lease assets
Property, plant, and equipment, net
Current operating lease liabilities
Other current liabilities
Non-current operating lease liabilities
Operating lease liabilities
Current finance lease liabilities
Current portion of long-term debt
Non-current finance lease liabilities
Long-term debt, less current portion
(1) Finance lease assets are recorded net of accumulated amortization of $12 million and $9 million as of June 30, 2023 and 2022,
$
$
$
$
533 $
57
590 $
101 $
463
10
40
614 $
($ in millions)
Assets
Finance lease assets (1)
Total lease assets
Liabilities
Operating leases:
Finance leases:
Total lease liabilities
respectively.
113
20
2
1
560
62
622
101
493
10
52
656
87
88
Amcor Annual Report 2023
Short-Term Debt
term basis.
($ in millions)
Bank loans
Bank overdrafts
Total short-term debt
maturity.
As of June 30, 2023, the Company paid a weighted-average interest rate of 3.98% per annum on short-term debt,
payable at maturity. As of June 30, 2022, the Company paid a weighted-average interest rate of 1.40% per annum, payable at
Form10-K
101
Form10-K
102
FINAL
FINAL
Short-term debt is generally used to fund working capital requirements. The Company has classified commercial paper
as long-term as of June 30, 2023, in accordance with the Company’s ability and intent to refinance such obligations on a long-
The components of lease expense are as follows:
Note 15 - Leases
The following table summarizes the carrying value of short-term debt as of June 30, 2023, and 2022, respectively:
June 30,
2023
2022
$
$
13 $
67
80 $
32
104
136
($ in millions)
Operating lease expense (1)
Short-term and variable lease expense (2)
Finance lease expense
Amortization of right-of-use assets (2)
Interest on lease liabilities (3)
2023
$
Years ended June 30,
2022
2021
127 $
21
130 $
17
4
2
2
1
113
20
2
1
Total lease expense
$
154 $
150 $
136
(1)
(2)
(3)
Included in both cost of sales and selling, general, and administrative expenses
Included primarily in cost of sales
Included in interest expense
The Company's leases do not contain any material residual value guarantees or material restrictive covenants. As of
June 30, 2023, the Company does not have material lease commitments that have not commenced.
Supplemental balance sheet information related to leases:
($ in millions)
Assets
Balance Sheet Location
2023
2022
June 30,
Operating lease right-of-use assets, net
Operating lease assets
Finance lease assets (1)
Total lease assets
Liabilities
Operating leases:
Property, plant, and equipment, net
Current operating lease liabilities
Other current liabilities
Non-current operating lease liabilities
Operating lease liabilities
Finance leases:
Current finance lease liabilities
Current portion of long-term debt
Non-current finance lease liabilities
Long-term debt, less current portion
Total lease liabilities
$
$
$
$
533 $
57
590 $
101 $
463
10
40
614 $
560
62
622
101
493
10
52
656
(1) Finance lease assets are recorded net of accumulated amortization of $12 million and $9 million as of June 30, 2023 and 2022,
respectively.
87
88
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
103
Supplemental cash flow information related to leases:
Note 16 - Shareholders' Equity
($ in millions)
Cash paid for amounts included in the measurement of lease liabilities:
Years ended June 30,
2022
2021
2023
Operating cash flows from operating leases
Operating cash flows from finance leases
Financing cash flows from finance leases
$
118 $
122 $
2
11
1
5
Lease assets obtained in exchange for new lease obligations:
Operating leases
Finance leases
Other non-cash modifications to lease assets:
Operating leases
$
26 $
55 $
—
33
34
88
111
1
2
55
1
56
The following table presents the maturities of the Company's lease liabilities recorded on the consolidated balance
The changes in ordinary and treasury shares during fiscal years 2023, 2022, and 2021, were as follows:
(shares and $ in millions)
Balance as of June 30, 2020
Share buyback/cancellations
Options exercised and shares vested
Purchase of treasury shares
Balance as of June 30, 2021
Share buyback/cancellations
Options exercised and shares vested
Purchase of treasury shares
Balance as of June 30, 2022
Share buyback/cancellations
Options exercised and shares vested
Purchase of treasury shares
Balance as of June 30, 2023
Ordinary Shares
Treasury Shares
Number of
Shares
Amount
Number of
Shares
Amount
1,569 $
(31)
16
(1)
1,538
(49)
1,489
(41)
—
—
—
—
—
—
1,448 $
—
—
15
—
—
—
15
—
—
14
(1)
7 $
—
(5)
(13)
1
3
—
12
2
—
18
(19)
1 $
(67)
—
46
(8)
(29)
—
154
(143)
(18)
—
227
(221)
(12)
Operating Leases
Finance Leases
sheets as of June 30, 2023:
($ in millions)
Fiscal year 2024
Fiscal year 2025
Fiscal year 2026
Fiscal year 2027
Fiscal year 2028
Thereafter
Total lease payments
Less: imputed interest
Total lease liabilities
$
115 $
99
89
74
63
218
658
(94)
564 $
$
11
11
6
2
2
26
58
(8)
50
9.0
10.1
3.3 %
2.9 %
The weighted-average remaining lease term and discount rate are as follows:
June 30,
2023
2022
Weighted-average remaining lease term (in years):
Operating leases
Finance leases
Weighted-average discount rate:
Operating Leases
Finance leases
8.0
10.3
3.6 %
3.0 %
89
90
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
103
Form10-K
104
Supplemental cash flow information related to leases:
Note 16 - Shareholders' Equity
The changes in ordinary and treasury shares during fiscal years 2023, 2022, and 2021, were as follows:
(shares and $ in millions)
Balance as of June 30, 2020
Share buyback/cancellations
Options exercised and shares vested
Purchase of treasury shares
Balance as of June 30, 2021
Share buyback/cancellations
Options exercised and shares vested
Purchase of treasury shares
Balance as of June 30, 2022
Share buyback/cancellations
Options exercised and shares vested
Purchase of treasury shares
Balance as of June 30, 2023
Ordinary Shares
Treasury Shares
Number of
Shares
Amount
Number of
Shares
Amount
1,569 $
(31)
—
—
1,538
(49)
—
—
1,489
(41)
—
—
1,448 $
16
(1)
—
—
15
—
—
—
15
(1)
—
—
14
7 $
—
(5)
1
3
—
(13)
12
2
—
(19)
18
1 $
(67)
—
46
(8)
(29)
—
154
(143)
(18)
—
227
(221)
(12)
Years ended June 30,
2023
2022
2021
$
118 $
122 $
($ in millions)
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases
Operating cash flows from finance leases
Financing cash flows from finance leases
Lease assets obtained in exchange for new lease obligations:
Operating leases
Finance leases
Operating leases
Other non-cash modifications to lease assets:
2
11
—
33
$
26 $
55 $
The following table presents the maturities of the Company's lease liabilities recorded on the consolidated balance
Operating Leases
Finance Leases
$
115 $
sheets as of June 30, 2023:
($ in millions)
Fiscal year 2024
Fiscal year 2025
Fiscal year 2026
Fiscal year 2027
Fiscal year 2028
Thereafter
Total lease payments
Less: imputed interest
Total lease liabilities
The weighted-average remaining lease term and discount rate are as follows:
Weighted-average remaining lease term (in years):
Operating leases
Finance leases
Weighted-average discount rate:
Operating Leases
Finance leases
$
June 30,
2023
2022
8.0
10.3
3.6 %
3.0 %
1
5
34
88
99
89
74
63
218
658
(94)
564 $
111
1
2
55
1
56
11
11
6
2
2
26
58
(8)
50
9.0
10.1
3.3 %
2.9 %
89
90
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
105
The changes in the components of accumulated other comprehensive loss during the fiscal years ended June 30, 2023,
The following tables provide details of amounts reclassified from accumulated other comprehensive loss:
2022, and 2021 were as follows:
($ in millions)
Balance as of June 30, 2020
Other comprehensive income before
reclassifications
Amounts reclassified from
accumulated other comprehensive
loss
Net current period other
comprehensive income
Balance as of June 30, 2021
Other comprehensive income / (loss)
before reclassifications
Amounts reclassified from
accumulated other comprehensive
loss
Net current period other
comprehensive income / (loss)
Balance as of June 30, 2022
Other comprehensive loss before
reclassifications
Amounts reclassified from
accumulated other comprehensive
loss
Net current period other
comprehensive income/(loss)
Balance as of June 30, 2023
Foreign
Currency
Translation
(Net of Tax)
$
179
26
205
(691)
(220)
19
(201)
(892)
(9)
78
69
(823) $
$
Net
Investment
Hedge
(Net of Tax)
Pension
(Net of Tax)
Effective
Derivatives
(Net of Tax)
Total Accumulated
Other
Comprehensive
Loss
(896) $
(13) $
(106) $
(34) $
(1,049)
($ in millions)
Amortization of pension:
Amortization of prior service credit
Amortization of actuarial loss
Acquisition/disposal loss
Effect of pension settlement/curtailment
Total before tax effect
Tax effect on amounts reclassified into earnings
Total net of tax
(Gains)/losses on cash flow hedges:
Commodity contracts
Forward exchange contracts
Treasury locks
Total before tax effect
Tax effect on amounts reclassified into earnings
Total net of tax
Losses on foreign currency translation:
Foreign currency translation adjustment (1)
Total before tax effect
Tax effect on amounts reclassified into earnings
Total net of tax
For the years ended June 30,
2023
2022
2021
$
(3) $
(3) $
2
—
4
3
—
2
3
3
—
78
—
5
1
8
11
(2)
9 $
—
3
4
(17)
19
—
3 $
(2) $
(20) $
3 $
(13) $
78 $
19 $
78 $
19 $
$
$
$
$
$
(2)
8
—
2
8
—
8
(1)
—
2
1
—
1
26
26
—
26
(1) During the fiscal year ended June 30, 2023, the Company disposed of its Russian business and certain non-core operations and
transferred $73 million and $5 million, respectively, of accumulated foreign currency translation from accumulated other
comprehensive loss to earnings. During the fiscal year ended June 30, 2022, the Company effectively disposed of a non-core
business and transferred $19 million of accumulated foreign currency translation from accumulated other comprehensive loss to
earnings. During the fiscal year ended June 30, 2021, the Company recorded a gain on disposal of AMVIG and other non-core
businesses. Upon completion of the transactions, $26 million of accumulated foreign currency translation was transferred from
accumulated other comprehensive loss to earnings. Refer to Note 5, "Acquisitions and Divestitures," and Note 8, "Equity Method
and Other Investments," for further information.
Forward contracts to purchase own shares
The Company's employee share plans require the delivery of shares to employees in the future when rights vest or
vested options are exercised. The Company currently acquires shares on the open market to deliver shares to employees to
satisfy vesting or exercising commitments. This exposes the Company to market price risk.
To manage the market price risk, the Company has entered into forward contracts for the purchase of its ordinary
shares. As of June 30, 2023, the Company has entered into forward contracts that mature between September 2023 and
November 2023 to purchase 9 million shares at a weighted average price of $12.39. As of June 30, 2022, the Company had
outstanding forward contracts for 14 million shares at a weighted average price of $12.67 that matured between November
2022 and June 2023.
The forward contracts to purchase the Company's own shares are classified as a current liability. Equity is reduced by
an amount equal to the fair value of the shares at inception. The carrying value of the forward contracts at each reporting period
was determined based on the present value of the cost required to settle the contracts.
—
—
44
8
—
(13)
52
(54)
85
9
94
40
(53)
—
—
—
(13)
—
—
25
1
26
(8)
6
(13)
(7)
(15)
(4)
3
3
—
(13) $
(50)
(10) $
(1)
(16) $
248
35
283
(766)
(129)
15
(114)
(880)
(66)
84
18
(862)
91
92
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
105
Form10-K
106
The changes in the components of accumulated other comprehensive loss during the fiscal years ended June 30, 2023,
The following tables provide details of amounts reclassified from accumulated other comprehensive loss:
2022, and 2021 were as follows:
($ in millions)
(Net of Tax)
(Net of Tax)
(Net of Tax)
(Net of Tax)
Balance as of June 30, 2020
$
(896) $
(13) $
(106) $
(34) $
(1,049)
Foreign
Currency
Translation
Net
Investment
Hedge
Pension
Effective
Derivatives
Total Accumulated
Comprehensive
Other
Loss
Other comprehensive income before
reclassifications
Amounts reclassified from
accumulated other comprehensive
loss
Net current period other
comprehensive income
Balance as of June 30, 2021
Other comprehensive income / (loss)
before reclassifications
Amounts reclassified from
accumulated other comprehensive
loss
Net current period other
comprehensive income / (loss)
Balance as of June 30, 2022
Other comprehensive loss before
reclassifications
Amounts reclassified from
accumulated other comprehensive
loss
Net current period other
comprehensive income/(loss)
179
26
205
(691)
(220)
19
(201)
(892)
(9)
78
69
44
8
52
85
9
94
40
(13)
(54)
(13)
(53)
—
—
—
—
—
—
—
—
—
25
1
26
(8)
6
(13)
(7)
(15)
(4)
3
3
(50)
(10) $
(1)
(16) $
248
35
283
(766)
(129)
15
(114)
(880)
(66)
84
18
(862)
Balance as of June 30, 2023
$
(823) $
(13) $
($ in millions)
Amortization of pension:
Amortization of prior service credit
Amortization of actuarial loss
Acquisition/disposal loss
Effect of pension settlement/curtailment
Total before tax effect
Tax effect on amounts reclassified into earnings
Total net of tax
(Gains)/losses on cash flow hedges:
Commodity contracts
Forward exchange contracts
Treasury locks
Total before tax effect
Tax effect on amounts reclassified into earnings
Total net of tax
Losses on foreign currency translation:
Foreign currency translation adjustment (1)
Total before tax effect
Tax effect on amounts reclassified into earnings
Total net of tax
For the years ended June 30,
2022
2021
2023
$
(3) $
(3) $
2
—
4
3
—
3 $
5
1
8
11
(2)
9 $
(2) $
(20) $
2
3
3
—
3 $
—
3
(17)
4
(13) $
78 $
19 $
78
—
19
—
78 $
19 $
$
$
$
$
$
(2)
8
—
2
8
—
8
(1)
—
2
1
—
1
26
26
—
26
(1) During the fiscal year ended June 30, 2023, the Company disposed of its Russian business and certain non-core operations and
transferred $73 million and $5 million, respectively, of accumulated foreign currency translation from accumulated other
comprehensive loss to earnings. During the fiscal year ended June 30, 2022, the Company effectively disposed of a non-core
business and transferred $19 million of accumulated foreign currency translation from accumulated other comprehensive loss to
earnings. During the fiscal year ended June 30, 2021, the Company recorded a gain on disposal of AMVIG and other non-core
businesses. Upon completion of the transactions, $26 million of accumulated foreign currency translation was transferred from
accumulated other comprehensive loss to earnings. Refer to Note 5, "Acquisitions and Divestitures," and Note 8, "Equity Method
and Other Investments," for further information.
Forward contracts to purchase own shares
The Company's employee share plans require the delivery of shares to employees in the future when rights vest or
vested options are exercised. The Company currently acquires shares on the open market to deliver shares to employees to
satisfy vesting or exercising commitments. This exposes the Company to market price risk.
To manage the market price risk, the Company has entered into forward contracts for the purchase of its ordinary
shares. As of June 30, 2023, the Company has entered into forward contracts that mature between September 2023 and
November 2023 to purchase 9 million shares at a weighted average price of $12.39. As of June 30, 2022, the Company had
outstanding forward contracts for 14 million shares at a weighted average price of $12.67 that matured between November
2022 and June 2023.
The forward contracts to purchase the Company's own shares are classified as a current liability. Equity is reduced by
an amount equal to the fair value of the shares at inception. The carrying value of the forward contracts at each reporting period
was determined based on the present value of the cost required to settle the contracts.
91
92
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
107
Note 17 - Income Taxes
Amcor plc is a tax resident of the United Kingdom of Great Britain and Northern Ireland ("UK").
The components of income before income taxes and equity in income of affiliated companies were as follows:
Significant components of deferred tax assets and liabilities are as follows:
($ in millions)
Domestic (UK)
Foreign
Total income before income taxes and equity in income of affiliated
companies
Income tax expense consisted of the following:
($ in millions)
Current tax
Domestic (UK)
Foreign
Total current tax
Deferred tax
Domestic (UK)
Foreign
Total deferred tax
Income tax expense
Years ended June 30,
2022
2021
2023
$
82 $
(58) $
1,169
1,173
(25)
1,218
$
1,251 $
1,115 $
1,193
Years ended June 30,
2022
2021
2023
$
3 $
2 $
247
250
(6)
(51)
(57)
331
333
(10)
(23)
(33)
11
246
257
(1)
5
4
$
193 $
300 $
261
The following is a reconciliation of income tax computed at the UK statutory tax rate of 20.5%, 19.0%, and 19.0% for
fiscal years 2023, 2022, and 2021, respectively, to income tax expense.
($ in millions)
Income tax expense at statutory rate
Foreign tax rate differential
Capital gain on the sale of the Russian business
Non-deductible expenses, non-taxable items, net
Change in valuation allowance
Uncertain tax positions, net
Other (1)
Income tax expense
Years ended June 30,
2022
2021
2023
$
256 $
212 $
227
54
(63)
16
(7)
(39)
(24)
$
193 $
43
—
(2)
4
62
(19)
300 $
18
—
2
40
32
(58)
261
(1)
In fiscal year 2023, Other is comprised of effects of foreign currency exchange of $25 million, adjustments to prior year,
movement in deferred tax positions, changes in tax rate, and other individually immaterial items. In fiscal year 2022, Other is
comprised of adjustments to prior year, movements in deferred tax positions of $13 million, changes in tax rates, and other
individually immaterial items. In fiscal year 2021, Other is comprised of adjustments to prior fiscal year, including one related to
the crystallization of benefits from business restructuring of $45 million, changes in tax rate, and other individually immaterial
items.
Amcor operates in over forty different jurisdictions with a wide range of statutory tax rates. The tax expense from
operating in non-UK jurisdictions in excess of the UK statutory tax rate is included in the line "Foreign tax rate differential" in
the above tax rate reconciliation table. For fiscal year 2023, the Company's effective tax rate was 15.4% as compared to the
effective tax rates of 26.9% and 21.9% for fiscal years 2022 and 2021, respectively. The lower effective tax rate for fiscal year
2023 is largely attributable to the non-taxable gain on the disposal of the Russian business and the release of provisions for
uncertain tax positions related to the disposed Russian business. The increase in fiscal year 2022 compared to fiscal year 2021
was predominantly attributable to an increase in tax provisions for uncertain tax positions.
93
94
($ in millions)
Deferred tax assets
Inventories
Accrued employee benefits
Provisions
Net operating loss carryforwards
Tax credit carryforwards
Accruals and other
Total deferred tax assets
Valuation allowance
Net deferred tax assets
Deferred tax liabilities
Property, plant, and equipment
Other intangible assets
Derivatives and other financial instruments
Undistributed foreign earnings
Total deferred tax liabilities
Net deferred tax liability
Balance sheet location:
Deferred tax assets
Deferred tax liabilities
Net deferred tax liability
June 30,
2023
2022
$
20 $
70
4
332
37
46
509
(400)
109
(294)
(259)
(25)
(13)
(591)
(482)
134
(616)
(482) $
$
15
62
18
325
39
48
507
(407)
100
(319)
(304)
(4)
(20)
(647)
(547)
130
(677)
(547)
The Company maintains a valuation allowance on net operating losses and other deferred tax assets in jurisdictions for
which it does not believe it is more likely than not to realize those deferred tax assets based upon all available positive and
negative evidence, including historical operating performance, carry-back periods, reversal of taxable temporary differences,
tax planning strategies, and earnings expectations. The Company's valuation allowance decreased by $7 million, increased by
$4 million, and increased by $40 million for fiscal years 2023, 2022, and 2021, respectively.
As of June 30, 2023, and 2022, the Company had total net operating loss carry forwards, including capital losses, in
the amount of $1.3 billion and $1.2 billion, respectively, and tax credits of $37 million and $39 million, respectively. The vast
majority of the losses and tax credits do not expire.
The Company considers the following factors, among others, in evaluating its plans for indefinite reinvestment of its
subsidiaries' earnings: (i) the forecasts, budgets, and financial requirements of the Company and its subsidiaries, both for the
long-term and for the short-term; and (ii) the tax consequences of any decision to repatriate or reinvest earnings of any
subsidiary. As of June 30, 2023, the Company has not provided deferred taxes on approximately $1.3 billion of earnings in
certain foreign subsidiaries because such earnings are indefinitely reinvested in its international operations. Upon distribution of
such earnings in the form of dividends or otherwise, the Company may be subject to incremental foreign tax. It is not
practicable to estimate the amount of foreign tax that might be payable. As of June 30, 2023, a cumulative deferred tax liability
of $13 million has been recorded attributable to undistributed earnings that the Company has deemed are not indefinitely
reinvested. The remaining undistributed earnings of the Company's subsidiaries are not deemed to be indefinitely reinvested
and can be repatriated at no tax cost. Accordingly, there is no provision for income or withholding taxes on these earnings.
The Company accounts for its uncertain tax positions in accordance with ASC 740, "Income Taxes." At June 30, 2023,
and 2022, unrecognized tax benefits totaled $155 million and $195 million, respectively, all of which would favorably impact
the effective tax rate if recognized.
The Company recognizes interest and penalties accrued related to unrecognized tax benefits in income tax expense. As
of June 30, 2023, 2022, and 2021, the Company's accrual for interest and penalties for these uncertain tax positions was $13
Amcor Annual Report 2023
Amcor plc is a tax resident of the United Kingdom of Great Britain and Northern Ireland ("UK").
The components of income before income taxes and equity in income of affiliated companies were as follows:
Total income before income taxes and equity in income of affiliated
Income tax expense consisted of the following:
Note 17 - Income Taxes
($ in millions)
Domestic (UK)
Foreign
companies
($ in millions)
Current tax
Domestic (UK)
Foreign
Total current tax
Deferred tax
Domestic (UK)
Foreign
Total deferred tax
Income tax expense
($ in millions)
Income tax expense at statutory rate
Foreign tax rate differential
Capital gain on the sale of the Russian business
Non-deductible expenses, non-taxable items, net
Change in valuation allowance
Uncertain tax positions, net
Other (1)
Income tax expense
Years ended June 30,
2023
2022
2021
$
82 $
(58) $
1,169
1,173
(25)
1,218
$
1,251 $
1,115 $
1,193
Years ended June 30,
2023
2022
2021
$
3 $
2 $
247
250
(6)
(51)
(57)
331
333
(10)
(23)
(33)
$
193 $
300 $
261
Years ended June 30,
2023
2022
2021
$
256 $
212 $
227
(63)
54
16
(7)
(39)
(24)
43
—
4
62
(2)
(19)
300 $
$
193 $
11
246
257
(1)
5
4
18
—
2
40
32
(58)
261
The following is a reconciliation of income tax computed at the UK statutory tax rate of 20.5%, 19.0%, and 19.0% for
fiscal years 2023, 2022, and 2021, respectively, to income tax expense.
(1)
In fiscal year 2023, Other is comprised of effects of foreign currency exchange of $25 million, adjustments to prior year,
movement in deferred tax positions, changes in tax rate, and other individually immaterial items. In fiscal year 2022, Other is
comprised of adjustments to prior year, movements in deferred tax positions of $13 million, changes in tax rates, and other
individually immaterial items. In fiscal year 2021, Other is comprised of adjustments to prior fiscal year, including one related to
the crystallization of benefits from business restructuring of $45 million, changes in tax rate, and other individually immaterial
items.
Amcor operates in over forty different jurisdictions with a wide range of statutory tax rates. The tax expense from
operating in non-UK jurisdictions in excess of the UK statutory tax rate is included in the line "Foreign tax rate differential" in
the above tax rate reconciliation table. For fiscal year 2023, the Company's effective tax rate was 15.4% as compared to the
effective tax rates of 26.9% and 21.9% for fiscal years 2022 and 2021, respectively. The lower effective tax rate for fiscal year
2023 is largely attributable to the non-taxable gain on the disposal of the Russian business and the release of provisions for
uncertain tax positions related to the disposed Russian business. The increase in fiscal year 2022 compared to fiscal year 2021
was predominantly attributable to an increase in tax provisions for uncertain tax positions.
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Significant components of deferred tax assets and liabilities are as follows:
($ in millions)
Deferred tax assets
Inventories
Accrued employee benefits
Provisions
Net operating loss carryforwards
Tax credit carryforwards
Accruals and other
Total deferred tax assets
Valuation allowance
Net deferred tax assets
Deferred tax liabilities
Property, plant, and equipment
Other intangible assets
Derivatives and other financial instruments
Undistributed foreign earnings
Total deferred tax liabilities
Net deferred tax liability
Balance sheet location:
Deferred tax assets
Deferred tax liabilities
Net deferred tax liability
June 30,
2023
2022
$
20 $
70
4
332
37
46
509
(400)
109
(294)
(259)
(25)
(13)
(591)
(482)
134
(616)
(482) $
$
15
62
18
325
39
48
507
(407)
100
(319)
(304)
(4)
(20)
(647)
(547)
130
(677)
(547)
The Company maintains a valuation allowance on net operating losses and other deferred tax assets in jurisdictions for
which it does not believe it is more likely than not to realize those deferred tax assets based upon all available positive and
negative evidence, including historical operating performance, carry-back periods, reversal of taxable temporary differences,
tax planning strategies, and earnings expectations. The Company's valuation allowance decreased by $7 million, increased by
$4 million, and increased by $40 million for fiscal years 2023, 2022, and 2021, respectively.
As of June 30, 2023, and 2022, the Company had total net operating loss carry forwards, including capital losses, in
the amount of $1.3 billion and $1.2 billion, respectively, and tax credits of $37 million and $39 million, respectively. The vast
majority of the losses and tax credits do not expire.
The Company considers the following factors, among others, in evaluating its plans for indefinite reinvestment of its
subsidiaries' earnings: (i) the forecasts, budgets, and financial requirements of the Company and its subsidiaries, both for the
long-term and for the short-term; and (ii) the tax consequences of any decision to repatriate or reinvest earnings of any
subsidiary. As of June 30, 2023, the Company has not provided deferred taxes on approximately $1.3 billion of earnings in
certain foreign subsidiaries because such earnings are indefinitely reinvested in its international operations. Upon distribution of
such earnings in the form of dividends or otherwise, the Company may be subject to incremental foreign tax. It is not
practicable to estimate the amount of foreign tax that might be payable. As of June 30, 2023, a cumulative deferred tax liability
of $13 million has been recorded attributable to undistributed earnings that the Company has deemed are not indefinitely
reinvested. The remaining undistributed earnings of the Company's subsidiaries are not deemed to be indefinitely reinvested
and can be repatriated at no tax cost. Accordingly, there is no provision for income or withholding taxes on these earnings.
The Company accounts for its uncertain tax positions in accordance with ASC 740, "Income Taxes." At June 30, 2023,
and 2022, unrecognized tax benefits totaled $155 million and $195 million, respectively, all of which would favorably impact
the effective tax rate if recognized.
The Company recognizes interest and penalties accrued related to unrecognized tax benefits in income tax expense. As
of June 30, 2023, 2022, and 2021, the Company's accrual for interest and penalties for these uncertain tax positions was $13
93
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million, $12 million, and $12 million, respectively. The Company does not currently anticipate that the total amount of
unrecognized tax benefits will result in material changes to its financial position within the next 12 months.
Note 18 - Share-based Compensation
A reconciliation of the beginning and ending amount of unrecognized tax benefits for the fiscal years presented is as
performance rights, and share rights.
The Company's equity incentive plans include grants of share options, restricted share units, performance shares,
follows:
($ in millions)
2023
June 30,
2022
2021
Balance at the beginning of the year
$
195 $
133 $
Additions based on tax positions related to the current year
Additions for tax positions of prior years
Reductions for tax positions from prior years
Reductions for settlements
Reductions due to lapse of statute of limitations
Balance at the end of the year
12
24
(69)
(5)
(2)
50
19
(6)
—
(1)
$
155 $
195 $
101
39
7
(12)
—
(2)
133
The Company conducts business in a number of tax jurisdictions and, as such, is required to file income tax returns in
multiple jurisdictions globally. The fiscal years 2017 through 2022 remain open for examination by the United States Internal
Revenue Service ("IRS"), the fiscal year 2021 remains open for examination by His Majesty’s Revenue & Customs ("HMRC"),
and the fiscal years 2011 through 2022 are currently subject to audit or remain open for examination in various tax jurisdictions.
The Company believes that its income tax reserves are adequately maintained taking into consideration both the
technical merits of its tax return positions and ongoing developments in its income tax audits. However, the final determination
of the Company's tax return positions, if audited, is uncertain and therefore there is a possibility that final resolution of these
matters could have a material impact on the Company's results of operations or cash flows.
In fiscal years 2023, 2022, and 2021, share options and performance rights or performance shares (awarded to U.S.
participants in place of performance rights) were granted to officers and employees. The exercise price for share options was set
at the time of grant. The requisite service period for outstanding share options, performance rights, or performance shares
ranges from two to three years. The awards are also subject to performance and market conditions. At vesting, share options can
be exercised and converted to ordinary shares on a one-for-one basis, subject to payment of the exercise price. The contractual
term of the share options ranges from five to six years from the grant date. At vesting, performance rights can be exercised and
converted to ordinary shares on a one-for-one basis. Performance shares vest automatically and convert to ordinary shares on a
one-for-one basis.
date.
Restricted share units may be granted to directors, officers, and employees of the Company and vest on terms as
described in the award. The restrictions prevent the participant from disposing of the restricted share units during the vesting
period. The fair value of restricted share units is determined based on the closing price of the Company's shares on the grant
Share rights may be granted to directors, officers, and employees of the Company and vest on terms as described in the
award. The restrictions prevent the participant from disposing of the share rights during the vesting period. The fair value of
share rights is determined based on the closing price of the Company's shares on the grant date, adjusted for dividend yield.
As of June 30, 2023, 41 million shares were reserved for future grants. The Company uses treasury shares to settle
share-based compensation obligations. Treasury shares are acquired through market purchases throughout the fiscal year for the
required number of shares.
Share-based compensation expense was primarily recorded in selling, general, and administrative expenses in the
consolidated statements of income. The total share-based compensation expense in fiscal years 2023, 2022, and 2021 amounted
to $54 million, $63 million, and $58 million,
As of June 30, 2023, there was $71 million of total unrecognized compensation cost related to all unvested share
options and other equity incentive plans. That cost is expected to be recognized over a weighted-average period of 1.8 years.
The weighted-average grant date fair values by type of equity incentive plan for awards granted in fiscal years 2023,
2022, and 2021 were as follows:
(in $ per unit of award)
Share options (1)
Restricted share units
Performance rights/shares (2)
Share rights
For the years ended June 30,
2023
2022
2021
1.66
11.91
8.18
10.90
1.29
11.62
9.40
11.44
1.08
11.06
7.22
10.22
(1) The fair value of share options was determined using Black-Scholes option pricing model with the following key assumptions for
the fiscal years ended June 30, 2023, 2022, and 2021, respectively: risk-free interest rate of 3.4% (2022: 1.0%, 2021: 0.2%),
expected share-price volatility of 23.0% (2022: 22.0%, 2021: 25.0%), expected dividend yield of 4.0% (2022: 4.1%, 2021: 4.7%),
and expected life of options of 6.1 years (2022: 6.1 years, 2021: 6.1 years).
(2) The fair value of performance rights/shares was determined using a combination of Black-Scholes option pricing model and Monte
Carlo simulation. The key assumptions for the fiscal years ended June 30, 2023, 2022, and 2021, respectively, were: risk-free
interest rate of 3.5% (2022: 0.4%, 2021: 0.2%), expected share-price volatility of 23.0% (2022: 22.0%, 2021: 25.0%), and expected
dividend yield of 4.0% (2022: 4.1%, 2021: 4.7%).
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million, $12 million, and $12 million, respectively. The Company does not currently anticipate that the total amount of
Note 18 - Share-based Compensation
unrecognized tax benefits will result in material changes to its financial position within the next 12 months.
A reconciliation of the beginning and ending amount of unrecognized tax benefits for the fiscal years presented is as
performance rights, and share rights.
The Company's equity incentive plans include grants of share options, restricted share units, performance shares,
follows:
($ in millions)
Balance at the beginning of the year
Additions based on tax positions related to the current year
Additions for tax positions of prior years
Reductions for tax positions from prior years
Reductions for settlements
Reductions due to lapse of statute of limitations
Balance at the end of the year
2023
2021
June 30,
2022
$
195 $
133 $
12
24
(69)
(5)
(2)
50
19
(6)
—
(1)
$
155 $
195 $
101
39
7
(12)
—
(2)
133
The Company conducts business in a number of tax jurisdictions and, as such, is required to file income tax returns in
multiple jurisdictions globally. The fiscal years 2017 through 2022 remain open for examination by the United States Internal
Revenue Service ("IRS"), the fiscal year 2021 remains open for examination by His Majesty’s Revenue & Customs ("HMRC"),
and the fiscal years 2011 through 2022 are currently subject to audit or remain open for examination in various tax jurisdictions.
The Company believes that its income tax reserves are adequately maintained taking into consideration both the
technical merits of its tax return positions and ongoing developments in its income tax audits. However, the final determination
of the Company's tax return positions, if audited, is uncertain and therefore there is a possibility that final resolution of these
matters could have a material impact on the Company's results of operations or cash flows.
In fiscal years 2023, 2022, and 2021, share options and performance rights or performance shares (awarded to U.S.
participants in place of performance rights) were granted to officers and employees. The exercise price for share options was set
at the time of grant. The requisite service period for outstanding share options, performance rights, or performance shares
ranges from two to three years. The awards are also subject to performance and market conditions. At vesting, share options can
be exercised and converted to ordinary shares on a one-for-one basis, subject to payment of the exercise price. The contractual
term of the share options ranges from five to six years from the grant date. At vesting, performance rights can be exercised and
converted to ordinary shares on a one-for-one basis. Performance shares vest automatically and convert to ordinary shares on a
one-for-one basis.
Restricted share units may be granted to directors, officers, and employees of the Company and vest on terms as
described in the award. The restrictions prevent the participant from disposing of the restricted share units during the vesting
period. The fair value of restricted share units is determined based on the closing price of the Company's shares on the grant
date.
Share rights may be granted to directors, officers, and employees of the Company and vest on terms as described in the
award. The restrictions prevent the participant from disposing of the share rights during the vesting period. The fair value of
share rights is determined based on the closing price of the Company's shares on the grant date, adjusted for dividend yield.
As of June 30, 2023, 41 million shares were reserved for future grants. The Company uses treasury shares to settle
share-based compensation obligations. Treasury shares are acquired through market purchases throughout the fiscal year for the
required number of shares.
Share-based compensation expense was primarily recorded in selling, general, and administrative expenses in the
consolidated statements of income. The total share-based compensation expense in fiscal years 2023, 2022, and 2021 amounted
to $54 million, $63 million, and $58 million,
As of June 30, 2023, there was $71 million of total unrecognized compensation cost related to all unvested share
options and other equity incentive plans. That cost is expected to be recognized over a weighted-average period of 1.8 years.
The weighted-average grant date fair values by type of equity incentive plan for awards granted in fiscal years 2023,
2022, and 2021 were as follows:
(in $ per unit of award)
Share options (1)
Restricted share units
Performance rights/shares (2)
Share rights
For the years ended June 30,
2022
2021
2023
1.66
11.91
8.18
10.90
1.29
11.62
9.40
11.44
1.08
11.06
7.22
10.22
(1) The fair value of share options was determined using Black-Scholes option pricing model with the following key assumptions for
the fiscal years ended June 30, 2023, 2022, and 2021, respectively: risk-free interest rate of 3.4% (2022: 1.0%, 2021: 0.2%),
expected share-price volatility of 23.0% (2022: 22.0%, 2021: 25.0%), expected dividend yield of 4.0% (2022: 4.1%, 2021: 4.7%),
and expected life of options of 6.1 years (2022: 6.1 years, 2021: 6.1 years).
(2) The fair value of performance rights/shares was determined using a combination of Black-Scholes option pricing model and Monte
Carlo simulation. The key assumptions for the fiscal years ended June 30, 2023, 2022, and 2021, respectively, were: risk-free
interest rate of 3.5% (2022: 0.4%, 2021: 0.2%), expected share-price volatility of 23.0% (2022: 22.0%, 2021: 25.0%), and expected
dividend yield of 4.0% (2022: 4.1%, 2021: 4.7%).
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Changes in outstanding share options were as follows:
Share options outstanding at June 30, 2022
Granted
Exercised
Forfeited
Share options outstanding at June 30, 2023
Vested and exercisable at June 30, 2023
Share options
Number
(in millions)
Weighted-
average
Exercise Price
45 $
7
(13)
(6)
33
9 $
10.66
11.79
9.88
10.24
11.29
10.06
As of June 30, 2023, the share options outstanding have an intrinsic value of $1 million and a remaining weighted
average contractual life of 3.7 years. As of June 30, 2023, the share options that have vested and are exercisable have an
intrinsic value of $1 million and a remaining weighted average contractual life of 2.1 years.
The Company received $134 million, $114 million, and $30 million on the exercise of stock options during the fiscal
years ended June 30, 2023, 2022, and 2021, respectively. During the fiscal years ended June 30, 2023, 2022, and 2021, the
intrinsic value associated with the exercise of share options was $31 million, $15 million, and $6 million, respectively. The
grant date fair value of share options vested was $15 million, $13 million, and $2 million for fiscal years ended June 30, 2023,
2022, and 2021, respectively.
Changes in outstanding other equity incentive plans and the fair values vested are presented below:
Restricted share units
Performance rights/shares
Share rights
Number
(in millions)
Weighted-
average
Grant Date
Fair Value
Number
(in millions)
Weighted-
average
Grant Date
Fair Value
Number
(in millions)
Weighted-
average
Grant Date
Fair Value
Outstanding at June 30, 2022
Granted
Exercised
Forfeited
1 $
1
(1)
—
11.41
11.91
11.16
—
Outstanding at June 30, 2023
1 $
11.67
11 $
4
(3)
(1)
11 $
7.79
8.18
6.65
7.46
8.20
4 $
2
(2)
—
10.90
10.90
10.26
—
4 $
11.22
Fair value vested
($ in millions)
Restricted share units
Performance rights/shares
Share rights
Year Ended June 30, 2023
$
Year Ended June 30, 2022
Year Ended June 30, 2021
2
3
3
$
16
8
3
$
20
7
5
Note 19 - Earnings Per Share Computations
The Company applies the two-class method when computing its earnings per share ("EPS"), which requires that net
income per share for each class of share be calculated assuming all of the Company's net income is distributed as dividends to
each class of share based on their contractual rights.
Basic EPS is computed by dividing net income available to ordinary shareholders by the weighted-average number of
ordinary shares outstanding after excluding the ordinary shares to be repurchased using forward contracts. Diluted EPS includes
the effects of share options, restricted share units, performance rights, performance shares, and share rights, if dilutive.
($ in millions, except per share amounts)
Numerator
Net income attributable to Amcor plc
Distributed and undistributed earnings attributable to shares to be repurchased
Net income available to ordinary shareholders of Amcor plc—basic and diluted
Years ended June 30,
2023
2022
2021
$
$
1,048 $
805 $
(7)
(3)
1,041 $
802 $
939
(2)
937
Denominator
Weighted-average ordinary shares outstanding
Weighted-average ordinary shares to be repurchased by Amcor plc
Weighted-average ordinary shares outstanding for EPS—basic
Effect of dilutive shares
Weighted-average ordinary shares outstanding for EPS—diluted
Per ordinary share income
Basic earnings per ordinary share
Diluted earnings per ordinary share
1,478
1,514
(10)
(5)
1,468
8
1,476
1,509
6
1,516
1,553
(2)
1,551
5
1,556
$
$
0.709 $
0.705 $
0.532 $
0.529 $
0.604
0.602
Certain stock awards outstanding were not included in the computation of diluted earnings per share above because
they would not have had a dilutive effect. The excluded stock awards represented an aggregate of 16 million, 7 million, and 6
million shares at June 30, 2023, 2022, and 2021, respectively. Basic and diluted weighted average ordinary shares outstanding
have decreased in fiscal years 2023, 2022, and 2021 due to share repurchases.
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Note 19 - Earnings Per Share Computations
The Company applies the two-class method when computing its earnings per share ("EPS"), which requires that net
income per share for each class of share be calculated assuming all of the Company's net income is distributed as dividends to
each class of share based on their contractual rights.
Basic EPS is computed by dividing net income available to ordinary shareholders by the weighted-average number of
ordinary shares outstanding after excluding the ordinary shares to be repurchased using forward contracts. Diluted EPS includes
the effects of share options, restricted share units, performance rights, performance shares, and share rights, if dilutive.
As of June 30, 2023, the share options outstanding have an intrinsic value of $1 million and a remaining weighted
Distributed and undistributed earnings attributable to shares to be repurchased
average contractual life of 3.7 years. As of June 30, 2023, the share options that have vested and are exercisable have an
Net income available to ordinary shareholders of Amcor plc—basic and diluted
intrinsic value of $1 million and a remaining weighted average contractual life of 2.1 years.
($ in millions, except per share amounts)
Numerator
Net income attributable to Amcor plc
Denominator
Weighted-average ordinary shares outstanding
Weighted-average ordinary shares to be repurchased by Amcor plc
Weighted-average ordinary shares outstanding for EPS—basic
Effect of dilutive shares
Weighted-average ordinary shares outstanding for EPS—diluted
Per ordinary share income
Basic earnings per ordinary share
Diluted earnings per ordinary share
Years ended June 30,
2022
2021
2023
$
$
1,048 $
805 $
(7)
(3)
1,041 $
802 $
939
(2)
937
1,478
1,514
(10)
(5)
1,468
8
1,476
1,509
6
1,516
1,553
(2)
1,551
5
1,556
$
$
0.709 $
0.705 $
0.532 $
0.529 $
0.604
0.602
Certain stock awards outstanding were not included in the computation of diluted earnings per share above because
they would not have had a dilutive effect. The excluded stock awards represented an aggregate of 16 million, 7 million, and 6
million shares at June 30, 2023, 2022, and 2021, respectively. Basic and diluted weighted average ordinary shares outstanding
have decreased in fiscal years 2023, 2022, and 2021 due to share repurchases.
Changes in outstanding share options were as follows:
Share options outstanding at June 30, 2022
Granted
Exercised
Forfeited
Share options outstanding at June 30, 2023
Vested and exercisable at June 30, 2023
Share options
Number
Weighted-
average
(in millions)
Exercise Price
45 $
7
(13)
(6)
33
9 $
10.66
11.79
9.88
10.24
11.29
10.06
The Company received $134 million, $114 million, and $30 million on the exercise of stock options during the fiscal
years ended June 30, 2023, 2022, and 2021, respectively. During the fiscal years ended June 30, 2023, 2022, and 2021, the
intrinsic value associated with the exercise of share options was $31 million, $15 million, and $6 million, respectively. The
grant date fair value of share options vested was $15 million, $13 million, and $2 million for fiscal years ended June 30, 2023,
2022, and 2021, respectively.
Changes in outstanding other equity incentive plans and the fair values vested are presented below:
Restricted share units
Performance rights/shares
Share rights
Number
(in millions)
Weighted-
average
Grant Date
Fair Value
Number
(in millions)
Weighted-
average
Grant Date
Fair Value
Number
(in millions)
Weighted-
average
Grant Date
Fair Value
Outstanding at June 30, 2022
Granted
Exercised
Forfeited
1 $
1
(1)
—
11.41
11.91
11.16
—
Outstanding at June 30, 2023
1 $
11.67
7.79
8.18
6.65
7.46
8.20
4 $
2
(2)
—
10.90
10.90
10.26
—
4 $
11.22
Year Ended June 30, 2023
$
$
$
Restricted share units
Performance rights/shares
Share rights
Fair value vested
($ in millions)
Year Ended June 30, 2022
Year Ended June 30, 2021
2
3
3
20
7
5
11 $
4
(3)
(1)
11 $
16
8
3
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Note 20 - Contingencies and Legal Proceedings
Contingencies - Brazil
Note 21 - Segments
The Company's business is organized and presented in the two reportable segments outlined below:
The Company's operations in Brazil are involved in various governmental assessments and litigation, principally
Flexibles: Consists of operations that manufacture flexible and film packaging in the food and beverage, medical and
related to claims for excise and income taxes. The Company vigorously defends its positions and believes it will prevail on
most, if not all, of these matters. The Company does not believe that the ultimate resolution of these matters will materially
impact the Company's consolidated results of operations, financial position, or cash flows. Under customary local regulations,
the Company's Brazilian subsidiaries may need to post cash or other collateral if a challenge to any administrative assessment
proceeds to the Brazilian court system; however, the level of cash or collateral already pledged or potentially required to be
pledged would not significantly impact the Company's liquidity. At June 30, 2023, the Company has recorded accruals of $14
million, included in other non-current liabilities in the consolidated balance sheets. The Company has estimated a reasonably
possible loss exposure in excess of the accrual of $26 million as of June 30, 2023. The litigation process is subject to many
uncertainties and the outcome of individual matters cannot be accurately predicted. The Company routinely assesses these
matters as to the probability of ultimately incurring a liability and records the best estimate of the ultimate loss in situations
where the likelihood of an ultimate loss is probable. The Company's assessments are based on its knowledge and experience,
but the ultimate outcome of any of these matters may differ from the Company's estimates.
As of June 30, 2023, the Company provided letters of credit of $16 million, judicial insurance of $2 million, and
similarity in economic characteristics and future prospects, similarity in the products they offer, their production technologies,
deposited cash of $14 million with the courts to continue to defend the cases referenced above.
the customers they serve, the nature of their service delivery models, and their regulatory environments.
Contingencies - Environmental Matters
The Company, along with others, has been identified as a potentially responsible party ("PRP") at several waste
that the Company does not consider indicative of its ongoing operating performance and to include equity in income of
disposal sites under U.S. federal and related state environmental statutes and regulations and may face potentially material
environmental remediation obligations. While the Company benefits from various forms of insurance policies, actual coverage
may not, or only partially, cover the total potential exposures. As of June 30, 2023, the Company has recorded aggregate
accruals of $9 million for its share of estimated future remediation costs at these sites.
In addition to the matters described above, as of June 30, 2023, the Company has also recorded aggregate accruals of
$54 million for potential liabilities for remediation obligations at various worldwide locations that are owned or operated by the
Company or were formerly owned or operated.
The SEC requires the Company to disclose certain information about proceedings arising under federal, state, or local
environmental provisions if the Company reasonably believes that such proceeding may result in monetary sanctions above a
stated threshold. Pursuant to SEC regulations, the Company uses a threshold of $1 million or more for purposes of determining
whether disclosure of any such proceedings is required. Applying this threshold, there are no environmental matters required to
be disclosed for the fiscal year ended June 30, 2023.
While the Company believes that its accruals are adequate to cover its future obligations, there can be no assurance
that the ultimate payments will not exceed the accrued amounts. Nevertheless, based on the available information, the Company
does not believe that its potential environmental obligations will have a material adverse effect upon its liquidity, results of
operations, or financial condition.
Other Matters
In the normal course of business, the Company is subject to legal proceedings, lawsuits, and other claims. While the
potential financial impact with respect to these ordinary course matters is subject to many factors and uncertainties,
management believes that any financial impact to the Company from these matters, individually and in the aggregate, would not
have a material adverse effect on the Company's financial position or results of operation.
pharmaceutical, fresh produce, snack food, personal care, and other industries. The Russian business results through the date of
disposal are included in the Flexibles reportable segment.
Rigid Packaging: Consists of operations that manufacture rigid containers for a broad range of predominantly beverage and
food products, including carbonated soft drinks, water, juices, sports drinks, milk-based beverages, spirits and beer, sauces,
dressings, spreads and personal care items, and plastic caps for a wide variety of applications.
Other consists of the Company's undistributed corporate expenses including executive and functional compensation
costs, equity method and other investments, intercompany eliminations, and other business activities.
Operating segments are organized along the Company's product lines and geographical areas. The Company's five
Flexibles operating segments (Flexibles Europe, Middle East and Africa; Flexibles North America; Flexibles Latin America;
Flexibles Asia Pacific; and Specialty Cartons) have been aggregated in the Flexibles reportable segment as they exhibit
The Company evaluates performance and allocates resources based on adjusted earnings before interest and taxes
("Adjusted EBIT"). The Company defines Adjusted EBIT as operating income adjusted to eliminate the impact of certain items
affiliated companies, net of tax.
The accounting policies of the reportable segments are the same as those in the consolidated financial statements.
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Form10-K
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Note 21 - Segments
The Company's business is organized and presented in the two reportable segments outlined below:
Flexibles: Consists of operations that manufacture flexible and film packaging in the food and beverage, medical and
pharmaceutical, fresh produce, snack food, personal care, and other industries. The Russian business results through the date of
disposal are included in the Flexibles reportable segment.
Rigid Packaging: Consists of operations that manufacture rigid containers for a broad range of predominantly beverage and
food products, including carbonated soft drinks, water, juices, sports drinks, milk-based beverages, spirits and beer, sauces,
dressings, spreads and personal care items, and plastic caps for a wide variety of applications.
Other consists of the Company's undistributed corporate expenses including executive and functional compensation
costs, equity method and other investments, intercompany eliminations, and other business activities.
Operating segments are organized along the Company's product lines and geographical areas. The Company's five
Flexibles operating segments (Flexibles Europe, Middle East and Africa; Flexibles North America; Flexibles Latin America;
Flexibles Asia Pacific; and Specialty Cartons) have been aggregated in the Flexibles reportable segment as they exhibit
similarity in economic characteristics and future prospects, similarity in the products they offer, their production technologies,
the customers they serve, the nature of their service delivery models, and their regulatory environments.
The Company evaluates performance and allocates resources based on adjusted earnings before interest and taxes
("Adjusted EBIT"). The Company defines Adjusted EBIT as operating income adjusted to eliminate the impact of certain items
that the Company does not consider indicative of its ongoing operating performance and to include equity in income of
affiliated companies, net of tax.
The accounting policies of the reportable segments are the same as those in the consolidated financial statements.
Note 20 - Contingencies and Legal Proceedings
Contingencies - Brazil
The Company's operations in Brazil are involved in various governmental assessments and litigation, principally
related to claims for excise and income taxes. The Company vigorously defends its positions and believes it will prevail on
most, if not all, of these matters. The Company does not believe that the ultimate resolution of these matters will materially
impact the Company's consolidated results of operations, financial position, or cash flows. Under customary local regulations,
the Company's Brazilian subsidiaries may need to post cash or other collateral if a challenge to any administrative assessment
proceeds to the Brazilian court system; however, the level of cash or collateral already pledged or potentially required to be
pledged would not significantly impact the Company's liquidity. At June 30, 2023, the Company has recorded accruals of $14
million, included in other non-current liabilities in the consolidated balance sheets. The Company has estimated a reasonably
possible loss exposure in excess of the accrual of $26 million as of June 30, 2023. The litigation process is subject to many
uncertainties and the outcome of individual matters cannot be accurately predicted. The Company routinely assesses these
matters as to the probability of ultimately incurring a liability and records the best estimate of the ultimate loss in situations
where the likelihood of an ultimate loss is probable. The Company's assessments are based on its knowledge and experience,
but the ultimate outcome of any of these matters may differ from the Company's estimates.
As of June 30, 2023, the Company provided letters of credit of $16 million, judicial insurance of $2 million, and
deposited cash of $14 million with the courts to continue to defend the cases referenced above.
Contingencies - Environmental Matters
The Company, along with others, has been identified as a potentially responsible party ("PRP") at several waste
disposal sites under U.S. federal and related state environmental statutes and regulations and may face potentially material
environmental remediation obligations. While the Company benefits from various forms of insurance policies, actual coverage
may not, or only partially, cover the total potential exposures. As of June 30, 2023, the Company has recorded aggregate
accruals of $9 million for its share of estimated future remediation costs at these sites.
In addition to the matters described above, as of June 30, 2023, the Company has also recorded aggregate accruals of
$54 million for potential liabilities for remediation obligations at various worldwide locations that are owned or operated by the
Company or were formerly owned or operated.
The SEC requires the Company to disclose certain information about proceedings arising under federal, state, or local
environmental provisions if the Company reasonably believes that such proceeding may result in monetary sanctions above a
stated threshold. Pursuant to SEC regulations, the Company uses a threshold of $1 million or more for purposes of determining
whether disclosure of any such proceedings is required. Applying this threshold, there are no environmental matters required to
be disclosed for the fiscal year ended June 30, 2023.
While the Company believes that its accruals are adequate to cover its future obligations, there can be no assurance
that the ultimate payments will not exceed the accrued amounts. Nevertheless, based on the available information, the Company
does not believe that its potential environmental obligations will have a material adverse effect upon its liquidity, results of
operations, or financial condition.
Other Matters
In the normal course of business, the Company is subject to legal proceedings, lawsuits, and other claims. While the
potential financial impact with respect to these ordinary course matters is subject to many factors and uncertainties,
management believes that any financial impact to the Company from these matters, individually and in the aggregate, would not
have a material adverse effect on the Company's financial position or results of operation.
99
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Amcor Annual Report 2023
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The following table presents information about reportable segments. Intersegment sales are not material and therefore
The tables below present additional financial information by reportable segments:
are not presented in the table below.
($ in millions)
Flexibles
Rigid Packaging
Other
Net sales
Adjusted earnings before interest and taxes ("Adjusted EBIT")
Flexibles
Rigid Packaging
Other
Adjusted EBIT
Less: 2018/2019 Restructuring programs (1)
Less: Amortization of acquired intangible assets from business
combinations (2)
Less: Impact of hyperinflation (3)
Less: Pension settlements (4)
Add/(Less): Net gain/(loss) on disposals (5)
Less: Property and other losses, net (6)
Add/(Less): Russia-Ukraine conflict impacts (7)
Add/(Less): Other (8)
Interest income
Interest expense
Years ended June 30,
2022
2021
2023
$
11,154 $
11,151 $
10,038
3,540
—
3,393
—
2,823
—
$
14,694 $
14,544 $
12,861
1,429
265
1,517
289
(86)
(105)
1,608
—
1,701
(37)
(160)
(163)
(24)
(5)
—
(2)
90
3
31
(16)
(8)
(10)
(13)
(200)
(4)
24
1,427
299
(105)
1,621
(88)
(165)
(19)
—
9
—
—
(7)
14
(290)
—
1,251 $
(159)
—
1,115 $
(153)
(19)
1,193
Equity in income of affiliated companies, net of tax
Income before income taxes and equity in income of affiliated companies
$
(1) 2018/2019 Restructuring programs includes restructuring and related expenses for the 2019 Bemis Integration Plan for fiscal year
2022, and 2018 Rigid Packaging Restructuring Plan and the 2019 Bemis Integration Plan for fiscal year 2021. Refer to Note 7,
"Restructuring," for more information.
(2) Amortization of acquired intangible assets from business combinations includes amortization expenses related to all acquired
(3)
intangible assets from past acquisitions.
Impact of hyperinflation includes the adverse impact of highly inflationary accounting for subsidiaries in Argentina where the
functional currency was the Argentine Peso.
(4) Pension settlements in fiscal year 2023 primarily includes the settlement of a small European plan and in fiscal year 2022 the
purchase of group annuity contracts and transfer of pension plan assets and related benefit obligations. Refer to Note 13, "Pension
Plans," for more information.
(5) Net gain/(loss) on disposals, excluding the disposal of the Company's Russian business, includes an expense of $10 million from the
disposal of non-core assets in fiscal year 2022. Refer to Note 11, "Fair Value Measurements," for more information. Fiscal year
2021 includes the gain realized upon the disposal of AMVIG and the loss upon disposal of other non-core businesses not part of
material restructuring programs. Refer to Note 8, "Equity Method and Other Investments," for further information on the disposal of
AMVIG and Note 5, "Acquisitions and Divestitures," for more information regarding the other disposals.
(6) Property and other losses, net in fiscal year 2023 includes property claims and losses of $5 million and $3 million of net insurance
recovery related to the closure of the Company's South African business. Fiscal year 2022 includes business losses primarily
associated with the destruction of the Company's Durban, South Africa facility during general civil unrest in July 2021, net of
insurance recovery.
(7) Russia-Ukraine conflict impacts in fiscal year 2023 includes a pre-tax net gain on the sale of the Company's Russian business of
$215 million, incremental costs of $18 million, and restructuring and related expenses of $107 million incurred in connection with
the conflict. Fiscal year 2022 includes $138 million of impairment charges, $57 million of restructuring and related expenses, and
$5 million of other expenses. Refer to Note 4, "Restructuring, Impairment, and Other Related Activities, Net, " and Note 7,
"Restructuring," for further information.
(8) Other in fiscal year 2023 includes restructuring, acquisition, litigation, and integration expenses of $13 million and fair value gains
of $16 million on economic hedges. Fiscal years 2022 and 2021 include costs associated with the Bemis transaction and fiscal year
2021 also includes a $19 million benefit related to Brazil indirect taxes resulting from a May 2021 Brazil Supreme Court decision.
101
102
Capital expenditures for the acquisition of long-lived assets by reportable segment were:
Total capital expenditures for the acquisition of long-lived assets
526 $
527 $
Depreciation and amortization by reportable segment were:
Years ended June 30,
2023
2022
2021
384 $
376 $
133
9
136
15
Years ended June 30,
2023
2022
2021
436 $
450 $
125
8
120
9
569 $
579 $
336
127
5
468
447
115
10
572
$
$
$
$
($ in millions)
Flexibles
Rigid Packaging
Other
($ in millions)
Flexibles
Rigid Packaging
Other
Total depreciation and amortization
Total assets by segment is not disclosed as the Company's Chief Operating Decision Maker does not use total assets by
segment to evaluate segment performance or allocate resources and capital.
The Company did not have sales to a single customer that exceeded 10% of consolidated net sales for the fiscal years
ended June 30, 2023, 2022, and 2021, respectively.
Sales by major product were:
($ in millions)
Films and other flexible products
Specialty flexible folding cartons
Containers, preforms, and closures
Net sales
Segment
Flexibles
Flexibles
Rigid Packaging
Years ended June 30,
2023
2022
2021
$
10,061 $
10,033 $
1,093
3,540
1,118
3,393
8,934
1,104
2,823
$
14,694 $
14,544 $
12,861
The following table provides long-lived asset information for the major countries in which the Company operates.
Long-lived assets include property, plant, and equipment, net of accumulated depreciation and impairments.
($ in millions)
United States of America
Other countries (1)
Long-lived assets
June 30,
2023
2022
$
$
1,710 $
2,052
3,762 $
1,720
1,926
3,646
(1)
Includes the Company's country of domicile, Jersey. The Company had no long-lived assets in Jersey in any period shown. No
individual country represented more than 10% of the respective totals.
The following tables disaggregate net sales information by geography in which the Company operates based on
manufacturing or selling operations:
Amcor Annual Report 2023
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Form10-K
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The following table presents information about reportable segments. Intersegment sales are not material and therefore
The tables below present additional financial information by reportable segments:
are not presented in the table below.
Capital expenditures for the acquisition of long-lived assets by reportable segment were:
Adjusted earnings before interest and taxes ("Adjusted EBIT")
Total capital expenditures for the acquisition of long-lived assets
($ in millions)
Flexibles
Rigid Packaging
Other
Depreciation and amortization by reportable segment were:
($ in millions)
Flexibles
Rigid Packaging
Other
Total depreciation and amortization
Years ended June 30,
2022
2021
2023
384 $
376 $
133
9
136
15
526 $
527 $
336
127
5
468
Years ended June 30,
2022
2021
2023
436 $
450 $
125
8
120
9
569 $
579 $
447
115
10
572
$
$
$
$
Total assets by segment is not disclosed as the Company's Chief Operating Decision Maker does not use total assets by
segment to evaluate segment performance or allocate resources and capital.
The Company did not have sales to a single customer that exceeded 10% of consolidated net sales for the fiscal years
ended June 30, 2023, 2022, and 2021, respectively.
(290)
(159)
Sales by major product were:
($ in millions)
Films and other flexible products
Specialty flexible folding cartons
Containers, preforms, and closures
Net sales
Segment
Flexibles
Flexibles
Rigid Packaging
Years ended June 30,
2022
2021
2023
$
10,061 $
10,033 $
1,093
1,118
3,540
14,694 $
3,393
14,544 $
$
8,934
1,104
2,823
12,861
(4) Pension settlements in fiscal year 2023 primarily includes the settlement of a small European plan and in fiscal year 2022 the
purchase of group annuity contracts and transfer of pension plan assets and related benefit obligations. Refer to Note 13, "Pension
The following table provides long-lived asset information for the major countries in which the Company operates.
Long-lived assets include property, plant, and equipment, net of accumulated depreciation and impairments.
($ in millions)
United States of America
Other countries (1)
Long-lived assets
June 30,
2023
2022
$
$
1,710 $
2,052
3,762 $
1,720
1,926
3,646
(1)
Includes the Company's country of domicile, Jersey. The Company had no long-lived assets in Jersey in any period shown. No
individual country represented more than 10% of the respective totals.
The following tables disaggregate net sales information by geography in which the Company operates based on
manufacturing or selling operations:
($ in millions)
Flexibles
Rigid Packaging
Other
Net sales
Flexibles
Rigid Packaging
Other
Adjusted EBIT
Less: 2018/2019 Restructuring programs (1)
Less: Amortization of acquired intangible assets from business
combinations (2)
Less: Impact of hyperinflation (3)
Less: Pension settlements (4)
Add/(Less): Net gain/(loss) on disposals (5)
Less: Property and other losses, net (6)
Add/(Less): Russia-Ukraine conflict impacts (7)
Add/(Less): Other (8)
Interest income
Interest expense
Years ended June 30,
2023
2022
2021
$
11,154 $
11,151 $
10,038
$
14,694 $
14,544 $
12,861
(86)
(105)
(160)
(163)
3,540
—
1,429
265
1,608
—
(24)
(5)
—
(2)
90
3
31
—
3,393
—
1,517
289
1,701
(37)
(16)
(8)
(10)
(13)
(200)
(4)
24
—
2,823
—
1,427
299
(105)
1,621
(88)
(165)
(19)
—
9
—
—
(7)
14
(153)
(19)
Equity in income of affiliated companies, net of tax
Income before income taxes and equity in income of affiliated companies
$
1,251 $
1,115 $
1,193
(1) 2018/2019 Restructuring programs includes restructuring and related expenses for the 2019 Bemis Integration Plan for fiscal year
2022, and 2018 Rigid Packaging Restructuring Plan and the 2019 Bemis Integration Plan for fiscal year 2021. Refer to Note 7,
(2) Amortization of acquired intangible assets from business combinations includes amortization expenses related to all acquired
(3)
Impact of hyperinflation includes the adverse impact of highly inflationary accounting for subsidiaries in Argentina where the
"Restructuring," for more information.
intangible assets from past acquisitions.
functional currency was the Argentine Peso.
Plans," for more information.
(5) Net gain/(loss) on disposals, excluding the disposal of the Company's Russian business, includes an expense of $10 million from the
disposal of non-core assets in fiscal year 2022. Refer to Note 11, "Fair Value Measurements," for more information. Fiscal year
2021 includes the gain realized upon the disposal of AMVIG and the loss upon disposal of other non-core businesses not part of
material restructuring programs. Refer to Note 8, "Equity Method and Other Investments," for further information on the disposal of
AMVIG and Note 5, "Acquisitions and Divestitures," for more information regarding the other disposals.
(6) Property and other losses, net in fiscal year 2023 includes property claims and losses of $5 million and $3 million of net insurance
recovery related to the closure of the Company's South African business. Fiscal year 2022 includes business losses primarily
associated with the destruction of the Company's Durban, South Africa facility during general civil unrest in July 2021, net of
insurance recovery.
(7) Russia-Ukraine conflict impacts in fiscal year 2023 includes a pre-tax net gain on the sale of the Company's Russian business of
$215 million, incremental costs of $18 million, and restructuring and related expenses of $107 million incurred in connection with
the conflict. Fiscal year 2022 includes $138 million of impairment charges, $57 million of restructuring and related expenses, and
$5 million of other expenses. Refer to Note 4, "Restructuring, Impairment, and Other Related Activities, Net, " and Note 7,
"Restructuring," for further information.
(8) Other in fiscal year 2023 includes restructuring, acquisition, litigation, and integration expenses of $13 million and fair value gains
of $16 million on economic hedges. Fiscal years 2022 and 2021 include costs associated with the Bemis transaction and fiscal year
2021 also includes a $19 million benefit related to Brazil indirect taxes resulting from a May 2021 Brazil Supreme Court decision.
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Year Ended June 30, 2023
Rigid
Packaging
Total
Flexibles
$
4,411 $
2,745 $
1,114
3,952
1,677
795
—
—
7,156
1,909
3,952
1,677
$
11,154 $
3,540 $
14,694
Amcor Finance Australia Pty Ltd
Amcor Flexibles (Port Melbourne) Pty Ltd
Year Ended June 30, 2022
Rigid
Packaging
Total
Flexibles
$
4,296 $
2,656 $
1,060
4,062
1,733
737
—
—
6,952
1,797
4,062
1,733
$
11,151 $
3,393 $
14,544
Year Ended June 30, 2021
Rigid
Packaging
Total
Flexibles
$
3,719 $
2,319 $
914
3,828
1,577
504
—
—
6,038
1,418
3,828
1,577
$
10,038 $
2,823 $
12,861
Note 22 - Deed of Cross Guarantee
The parent entity, Amcor plc, and its wholly owned subsidiaries listed below are subject to a Deed of Cross Guarantee
dated June 24, 2019 (the "Deed") under which each company guarantees the debts of the others:
Amcor Pty Ltd
Amcor Services Pty Ltd
Amcor Investments Pty Ltd
Amcor Holdings (Australia) Pty Ltd
Amcor Flexibles Group Pty Ltd
Amcor Flexibles (Australia) Pty Ltd
Amcor European Holdings Pty Ltd
Amcor Packaging (Asia) Pty Ltd
ARP North America Holdco Ltd
ARP LATAM Holdco Ltd
The entities above were the only parties to the Deed as of June 30, 2023, and comprise the closed group for the
purposes of the Deed (and also the extended closed group). ARP North America Holdco Ltd and ARP LATAM Holdco Ltd
were newly incorporated entities and were added to the deed on September 25, 2019. By a Revocation Deed, dated September
9, 2021, the Deed was revoked in respect of Amcor Flexibles (Dandenong) Pty Ltd, Packsys Pty Ltd, Packsys Holdings (Aus)
Pty Ltd, and Techni-Chem Australia Pty Ltd. No other parties have been added, removed or the subject to a notice of disposal
since September 9, 2021.
By entering into the Deed, the wholly owned subsidiaries have been relieved from the requirement to prepare a
financial report and directors’ report under ASIC Corporations (Wholly-owned Companies) Instrument 2016/785.
The following consolidated financial statements are additional disclosure items specifically required by ASIC and
represent the consolidated results of the entities subject to the Deed.
($ in millions)
North America
Latin America
Europe (1)
Asia Pacific
Net sales
($ in millions)
North America
Latin America
Europe (1)
Asia Pacific
Net sales
($ in millions)
North America
Latin America
Europe (1)
Asia Pacific
Net sales
(1)
Includes the Company's country of domicile, Jersey. The Company had no sales in Jersey in the periods shown.
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Form10-K
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Note 22 - Deed of Cross Guarantee
The parent entity, Amcor plc, and its wholly owned subsidiaries listed below are subject to a Deed of Cross Guarantee
dated June 24, 2019 (the "Deed") under which each company guarantees the debts of the others:
Amcor Pty Ltd
Amcor Services Pty Ltd
Amcor Investments Pty Ltd
Amcor Holdings (Australia) Pty Ltd
Amcor Flexibles Group Pty Ltd
Amcor Flexibles (Australia) Pty Ltd
$
11,154 $
3,540 $
14,694
Amcor Finance Australia Pty Ltd
Amcor Flexibles (Port Melbourne) Pty Ltd
Amcor European Holdings Pty Ltd
Amcor Packaging (Asia) Pty Ltd
ARP North America Holdco Ltd
ARP LATAM Holdco Ltd
The entities above were the only parties to the Deed as of June 30, 2023, and comprise the closed group for the
purposes of the Deed (and also the extended closed group). ARP North America Holdco Ltd and ARP LATAM Holdco Ltd
were newly incorporated entities and were added to the deed on September 25, 2019. By a Revocation Deed, dated September
9, 2021, the Deed was revoked in respect of Amcor Flexibles (Dandenong) Pty Ltd, Packsys Pty Ltd, Packsys Holdings (Aus)
Pty Ltd, and Techni-Chem Australia Pty Ltd. No other parties have been added, removed or the subject to a notice of disposal
since September 9, 2021.
By entering into the Deed, the wholly owned subsidiaries have been relieved from the requirement to prepare a
financial report and directors’ report under ASIC Corporations (Wholly-owned Companies) Instrument 2016/785.
The following consolidated financial statements are additional disclosure items specifically required by ASIC and
represent the consolidated results of the entities subject to the Deed.
Year Ended June 30, 2023
Flexibles
Rigid
Packaging
Total
$
4,411 $
2,745 $
1,114
3,952
1,677
1,060
4,062
1,733
914
3,828
1,577
Year Ended June 30, 2022
Flexibles
Rigid
Packaging
Total
$
4,296 $
2,656 $
$
11,151 $
3,393 $
14,544
Year Ended June 30, 2021
Flexibles
Rigid
Packaging
Total
$
3,719 $
2,319 $
$
10,038 $
2,823 $
12,861
795
—
—
737
—
—
504
—
—
7,156
1,909
3,952
1,677
6,952
1,797
4,062
1,733
6,038
1,418
3,828
1,577
($ in millions)
North America
Latin America
Europe (1)
Asia Pacific
Net sales
($ in millions)
North America
Latin America
Europe (1)
Asia Pacific
Net sales
($ in millions)
North America
Latin America
Europe (1)
Asia Pacific
Net sales
(1)
Includes the Company's country of domicile, Jersey. The Company had no sales in Jersey in the periods shown.
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Amcor Annual Report 2023
FINAL
FINAL
Form10-K
119
Deed of Cross Guarantee
Consolidated Statements of Income
($ in millions)
Deed of Cross Guarantee
Consolidated Statements of Comprehensive Income
($ in millions)
For the years ended June 30,
2023
2022
For the years ended June 30,
Net sales
Cost of sales
Gross profit
Operating expenses
Other income, net
Operating income
Interest income
Interest expense
Other non-operating income, net
Income before income taxes
Income tax expense
Net income
$
377 $
(319)
58
(1,125)
1,599
391
(337)
54
(1,251)
2,355
532
1,158
15
(38)
—
12
(14)
1
509
1,157
(22)
(4)
$
487 $
1,153
Dividends recognized during the financial period
(717)
(723)
Retained earnings at the end of the financial period
$
6,937 $
7,167
Net income
Other comprehensive income/(loss) (1):
Foreign currency translation adjustments, net of tax
Other comprehensive income/(loss)
Comprehensive income/(loss) attributable to non-controlling interests
Total comprehensive income
2023
2022
487 $
1,153
(10)
(10)
—
(30)
(30)
—
477 $
1,123
$
$
(1) All of the items in other comprehensive income/(loss) may be reclassified subsequently to profit or loss.
Consolidated Statements of Income and Accumulated Losses
Deed of Cross Guarantee
($ in millions)
For the years ended June 30,
Retained earnings, beginning balance
Net income
Retained earnings before distribution
2023
2022
$
7,167 $
487
7,654
6,737
1,153
7,890
105
106
Amcor Annual Report 2023
Form10-K
119
Form10-K
120
FINAL
FINAL
Deed of Cross Guarantee
Consolidated Statements of Income
($ in millions)
Deed of Cross Guarantee
Consolidated Statements of Comprehensive Income
($ in millions)
For the years ended June 30,
2023
2022
For the years ended June 30,
$
Net income
Other comprehensive income/(loss) (1):
Foreign currency translation adjustments, net of tax
Other comprehensive income/(loss)
Comprehensive income/(loss) attributable to non-controlling interests
Total comprehensive income
2023
2022
487 $
1,153
(10)
(10)
—
(30)
(30)
—
477 $
1,123
$
$
(1) All of the items in other comprehensive income/(loss) may be reclassified subsequently to profit or loss.
Deed of Cross Guarantee
Consolidated Statements of Income and Accumulated Losses
($ in millions)
For the years ended June 30,
Retained earnings, beginning balance
Net income
Retained earnings before distribution
2023
2022
$
7,167 $
487
7,654
6,737
1,153
7,890
Dividends recognized during the financial period
(717)
(723)
Retained earnings at the end of the financial period
$
6,937 $
7,167
Net sales
Cost of sales
Gross profit
Operating expenses
Other income, net
Operating income
Interest income
Interest expense
Other non-operating income, net
Income before income taxes
Income tax expense
Net income
377 $
(319)
58
(1,125)
1,599
(38)
15
—
391
(337)
54
(1,251)
2,355
12
(14)
1
532
1,158
509
1,157
(22)
(4)
$
487 $
1,153
105
106
Amcor Annual Report 2023
($ in millions)
Supplemental Cash Flow Information:
Interest paid, net of amounts capitalized
Income taxes paid
Non-Cash Investing Activities:
Purchase of property, plant, and equipment accrued, but not paid
71 $
110 $
Contingent and deferred liabilities incurred related to acquired businesses,
but not paid
41
—
For the years ended June 30,
2023
2022
2021
276 $
225
155 $
256
$
$
146
321
76
—
Form10-K
121
FINAL
Deed of Cross Guarantee
Consolidated Balance Sheets
($ in millions)
FINAL
Note 23 - Supplemental Cash Flow Information
Supplemental cash flow information and non-cash investing activities are as follows:
As of June 30,
2023
2022
Assets
Current assets:
Cash and cash equivalents
Receivables, net
Inventories
Prepaid expenses and other current assets
Total current assets
Non-current assets:
Property, plant, and equipment, net
Deferred tax assets
Other intangible assets, net
Goodwill
Other non-current assets
Total non-current assets
Total assets
Liabilities
Current liabilities:
Short-term debt
Payables
Accrued employee costs
Other current liabilities
Total current liabilities
Non-current liabilities:
Long-term debt, less current portion
Other non-current liabilities
Total liabilities
Shareholders' Equity
Issued capital
Additional paid-in capital
Retained earnings
Accumulated other comprehensive income
Total shareholders' equity
Total liabilities and shareholders' equity
$
$
$
$
54 $
342
60
21
477
60
6
13
88
13,308
13,475
13,952 $
826 $
153
23
143
1,145
—
2
1,147
14
4,829
6,937
1,025
12,805
13,952 $
68
662
71
19
820
63
26
12
91
14,039
14,231
15,051
901
162
21
191
1,275
319
2
1,596
15
5,239
7,167
1,034
13,455
15,051
107
108
Amcor Annual Report 2023
Form10-K
121
Form10-K
122
FINAL
Note 23 - Supplemental Cash Flow Information
Supplemental cash flow information and non-cash investing activities are as follows:
($ in millions)
Supplemental Cash Flow Information:
Interest paid, net of amounts capitalized
Income taxes paid
Non-Cash Investing Activities:
Purchase of property, plant, and equipment accrued, but not paid
Contingent and deferred liabilities incurred related to acquired businesses,
but not paid
For the years ended June 30,
2023
2022
2021
$
$
276 $
225
155 $
256
71 $
110 $
41
—
146
321
76
—
FINAL
Deed of Cross Guarantee
Consolidated Balance Sheets
($ in millions)
Assets
As of June 30,
Current assets:
Cash and cash equivalents
Receivables, net
Inventories
Prepaid expenses and other current assets
Total current assets
Non-current assets:
Property, plant, and equipment, net
Deferred tax assets
Other intangible assets, net
Goodwill
Other non-current assets
Total non-current assets
Total assets
Current liabilities:
Short-term debt
Payables
Accrued employee costs
Other current liabilities
Total current liabilities
Non-current liabilities:
Liabilities
Long-term debt, less current portion
Other non-current liabilities
Total liabilities
Issued capital
Additional paid-in capital
Retained earnings
Accumulated other comprehensive income
Total shareholders' equity
Total liabilities and shareholders' equity
Shareholders' Equity
2023
2022
$
54 $
13,308
13,475
13,952 $
14,039
14,231
15,051
$
$
342
60
21
477
60
6
13
88
826 $
153
23
143
1,145
—
2
1,147
14
4,829
6,937
1,025
12,805
68
662
71
19
820
63
26
12
91
901
162
21
191
1,275
319
2
1,596
15
5,239
7,167
1,034
13,455
15,051
$
13,952 $
107
108
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
123
Note 24 - Subsequent Events
Item 9. - Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
In July 2023, the Company executed a buy-in policy contract with a third-party insurance company for a portion of one
None.
of its closed principal defined benefit plans in the United Kingdom. As of June 30, 2023, the plan assets and corresponding
benefit obligations that were part of the buy-in transaction were approximately $60 million.
On August 10, 2023, the Company signed an agreement to acquire a small manufacturer of flexible packaging for
food, home care and personal care applications in India. This acquisition will complement the Company’s existing flexible
packaging footprint in India and enable local production of a broader range of sustainable packaging solutions.
On August 16, 2023, the Company's Board of Directors declared a quarterly cash dividend of $0.1225 per share to be
paid on September 27, 2023, to shareholders of record as of September 7, 2023. Amcor has received a waiver from the
Australian Securities Exchange ("ASX") settlement operating rules, which will allow Amcor to defer processing conversions
between its ordinary share and CHESS Depositary Instrument ("CDI") registers from September 6, 2023, to September 7, 2023,
inclusive.
Item 9A. - Controls and Procedures
Evaluation of Disclosure Controls and Procedures
Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the
effectiveness of our disclosure controls and procedures as of June 30, 2023. The term "disclosure controls and procedures," as
defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), means
controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company
in the reports that it files or submits under the Exchange Act is recorded, processed, summarized, and reported, within the time
periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and
procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits
under the Exchange Act is accumulated and communicated to our management, including its principal executive and financial
officers, as appropriate, to allow timely decisions regarding required disclosure.
Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only
reasonable assurance of achieving their objectives and management necessarily applies its judgment in evaluating the cost-
benefit relationship of possible controls and procedures. Based on this evaluation, the Chief Executive Officer and Chief
Financial Officer have concluded that our disclosure controls and procedures were effective as of June 30, 2023.
Management's Report on Internal Control Over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting.
Internal control over financial reporting is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Our internal
control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and
the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Our
management evaluated the design and operating effectiveness of our internal control over financial reporting based on the
criteria established in the Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations
of the Treadway Commission (the "COSO framework" (2013)). All internal control systems, no matter how well designed, have
inherent limitations. Accordingly, even effective internal controls and procedures can provide only reasonable assurance with
respect to financial statement preparation and presentation.
Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief
Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting as of June 30,
2023. Based on this evaluation, our management concluded that we maintained effective internal control over financial
reporting as of June 30, 2023.
The effectiveness of our internal control over financial reporting as of June 30, 2023, has been audited by
PricewaterhouseCoopers AG, an independent registered public accounting firm, as stated in their report, which appears on
"Item 8. - Financial Statements and Supplementary Data" of this Annual Report on Form 10-K.
Changes in Internal Control Over Financial Reporting
There were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f)
under the Exchange Act) that occurred during the fourth quarter of fiscal year 2023 that have materially affected, or are
reasonably likely to materially affect, our internal control over financial reporting.
During the three months ended June 30, 2023, no director or Section 16 officer of the Company adopted or terminated
a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of
Item 9C. - Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Item 9B. - Other Information
Regulation S-K.
Not applicable.
109
110
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
123
Form10-K
124
Note 24 - Subsequent Events
Item 9. - Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
In July 2023, the Company executed a buy-in policy contract with a third-party insurance company for a portion of one
None.
of its closed principal defined benefit plans in the United Kingdom. As of June 30, 2023, the plan assets and corresponding
benefit obligations that were part of the buy-in transaction were approximately $60 million.
Item 9A. - Controls and Procedures
On August 10, 2023, the Company signed an agreement to acquire a small manufacturer of flexible packaging for
Evaluation of Disclosure Controls and Procedures
food, home care and personal care applications in India. This acquisition will complement the Company’s existing flexible
packaging footprint in India and enable local production of a broader range of sustainable packaging solutions.
On August 16, 2023, the Company's Board of Directors declared a quarterly cash dividend of $0.1225 per share to be
paid on September 27, 2023, to shareholders of record as of September 7, 2023. Amcor has received a waiver from the
Australian Securities Exchange ("ASX") settlement operating rules, which will allow Amcor to defer processing conversions
between its ordinary share and CHESS Depositary Instrument ("CDI") registers from September 6, 2023, to September 7, 2023,
inclusive.
Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the
effectiveness of our disclosure controls and procedures as of June 30, 2023. The term "disclosure controls and procedures," as
defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), means
controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company
in the reports that it files or submits under the Exchange Act is recorded, processed, summarized, and reported, within the time
periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and
procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits
under the Exchange Act is accumulated and communicated to our management, including its principal executive and financial
officers, as appropriate, to allow timely decisions regarding required disclosure.
Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only
reasonable assurance of achieving their objectives and management necessarily applies its judgment in evaluating the cost-
benefit relationship of possible controls and procedures. Based on this evaluation, the Chief Executive Officer and Chief
Financial Officer have concluded that our disclosure controls and procedures were effective as of June 30, 2023.
Management's Report on Internal Control Over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting.
Internal control over financial reporting is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Our internal
control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and
the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Our
management evaluated the design and operating effectiveness of our internal control over financial reporting based on the
criteria established in the Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations
of the Treadway Commission (the "COSO framework" (2013)). All internal control systems, no matter how well designed, have
inherent limitations. Accordingly, even effective internal controls and procedures can provide only reasonable assurance with
respect to financial statement preparation and presentation.
Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief
Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting as of June 30,
2023. Based on this evaluation, our management concluded that we maintained effective internal control over financial
reporting as of June 30, 2023.
The effectiveness of our internal control over financial reporting as of June 30, 2023, has been audited by
PricewaterhouseCoopers AG, an independent registered public accounting firm, as stated in their report, which appears on
"Item 8. - Financial Statements and Supplementary Data" of this Annual Report on Form 10-K.
Changes in Internal Control Over Financial Reporting
There were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f)
under the Exchange Act) that occurred during the fourth quarter of fiscal year 2023 that have materially affected, or are
reasonably likely to materially affect, our internal control over financial reporting.
Item 9B. - Other Information
During the three months ended June 30, 2023, no director or Section 16 officer of the Company adopted or terminated
a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of
Regulation S-K.
Item 9C. - Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not applicable.
109
110
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
125
PART III
Item 10. - Directors, Executive Officers and Corporate Governance
The information required to be submitted in response to this item is omitted because a definitive proxy statement
containing such information will be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120
days after June 30, 2023, and such information is expressly incorporated herein by reference. Information with respect to our
executive officers appears in Part I of this Annual Report on Form 10-K.
Our Board Committee Charters, Corporate Governance Guidelines, and our Code of Conduct & Ethics Policy can be
electronically accessed at our website (http://www.amcor.com/investors) under "Corporate Governance" or, free of charge, by
writing directly to us, Attention: Corporate Secretary. Our Board of Directors has adopted a Code of Conduct that applies to our
principal executive officer, principal financial officer, principal accounting officer, and other persons performing similar
functions. We intend to satisfy the disclosure requirements under Item 5.05 of Form 8-K regarding amendments to or waivers
from our Code of Conduct by posting such information on the Investor Relations section of our website promptly following the
date of such amendment or waiver.
We are not including the information contained on our website as part of, or incorporating it by reference into, this
report.
Plan Category
Equity compensation
plans approved by
security holders
Equity compensation
plans not approved by
security holders
Total
Item 11. - Executive Compensation
Information required to be submitted in response to this item is omitted because a definitive proxy statement
containing such information will be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120
days after June 30, 2023, and such information is expressly incorporated herein by reference.
Item 12. - Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters
Equity compensation plans as of June 30, 2023, were as follows:
Number of securities to be
issued upon exercise of
outstanding options,
warrants, and rights
(a)
Weighted-average
exercise price of
outstanding options,
warrants, and rights
(b)
Number of securities
remaining available for
future issuance under
equity compensation plans
(excluding securities
reflected in column (a))
(c)
48,930,014 (1) $
11.29 (2)
41,225,174 (3)
—
48,930,014 (1) $
—
11.29 (2)
—
41,225,174 (3)
(1)
Includes outstanding option awards of 32,764,410, which have a weighted-average exercise price of $11.29, 11,391,222 awards of
ordinary shares issuable upon vesting of performance shares/rights, 3,734,538 awards of ordinary shares issuable upon vesting of
share rights, and 1,039,845 restricted shares issued under the share retention plan.
(2) Performance shares/rights, share rights, restricted share units, and non-executive director share plans are excluded when
determining the weighted-average exercise price of outstanding options.
(3) May be issued as options, performance shares/rights, share rights, or restricted share units.
The additional information required to be submitted in response to this item is omitted because a definitive proxy
statement containing such information will be filed with the Securities and Exchange Commission pursuant to Regulation 14A
within 120 days after June 30, 2023, and such information is expressly incorporated herein by reference.
Item 13. - Certain Relationships and Related Transactions, and Director Independence
The information required to be submitted in response to this item is omitted because a definitive proxy statement
containing such information will be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120
days after June 30, 2023, and such information is expressly incorporated herein by reference.
Item 14. - Principal Accountant Fees and Services
The information required to be submitted in response to this item is omitted because a definitive proxy statement
containing such information will be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120
days after June 30, 2023, and such information is expressly incorporated herein by reference.
111
112
Amcor Annual Report 2023
PART III
Item 10. - Directors, Executive Officers and Corporate Governance
The information required to be submitted in response to this item is omitted because a definitive proxy statement
containing such information will be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120
days after June 30, 2023, and such information is expressly incorporated herein by reference. Information with respect to our
executive officers appears in Part I of this Annual Report on Form 10-K.
Our Board Committee Charters, Corporate Governance Guidelines, and our Code of Conduct & Ethics Policy can be
electronically accessed at our website (http://www.amcor.com/investors) under "Corporate Governance" or, free of charge, by
writing directly to us, Attention: Corporate Secretary. Our Board of Directors has adopted a Code of Conduct that applies to our
principal executive officer, principal financial officer, principal accounting officer, and other persons performing similar
functions. We intend to satisfy the disclosure requirements under Item 5.05 of Form 8-K regarding amendments to or waivers
from our Code of Conduct by posting such information on the Investor Relations section of our website promptly following the
date of such amendment or waiver.
We are not including the information contained on our website as part of, or incorporating it by reference into, this
report.
FINAL
FINAL
Form10-K
125
Form10-K
126
Item 11. - Executive Compensation
Information required to be submitted in response to this item is omitted because a definitive proxy statement
containing such information will be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120
days after June 30, 2023, and such information is expressly incorporated herein by reference.
Item 12. - Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters
Equity compensation plans as of June 30, 2023, were as follows:
Number of securities to be
issued upon exercise of
outstanding options,
warrants, and rights
(a)
Weighted-average
exercise price of
outstanding options,
warrants, and rights
(b)
Number of securities
remaining available for
future issuance under
equity compensation plans
(excluding securities
reflected in column (a))
(c)
48,930,014 (1) $
11.29 (2)
41,225,174 (3)
—
48,930,014 (1) $
—
11.29 (2)
—
41,225,174 (3)
Plan Category
Equity compensation
plans approved by
security holders
Equity compensation
plans not approved by
security holders
Total
(1)
Includes outstanding option awards of 32,764,410, which have a weighted-average exercise price of $11.29, 11,391,222 awards of
ordinary shares issuable upon vesting of performance shares/rights, 3,734,538 awards of ordinary shares issuable upon vesting of
share rights, and 1,039,845 restricted shares issued under the share retention plan.
(2) Performance shares/rights, share rights, restricted share units, and non-executive director share plans are excluded when
determining the weighted-average exercise price of outstanding options.
(3) May be issued as options, performance shares/rights, share rights, or restricted share units.
The additional information required to be submitted in response to this item is omitted because a definitive proxy
statement containing such information will be filed with the Securities and Exchange Commission pursuant to Regulation 14A
within 120 days after June 30, 2023, and such information is expressly incorporated herein by reference.
Item 13. - Certain Relationships and Related Transactions, and Director Independence
The information required to be submitted in response to this item is omitted because a definitive proxy statement
containing such information will be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120
days after June 30, 2023, and such information is expressly incorporated herein by reference.
Item 14. - Principal Accountant Fees and Services
The information required to be submitted in response to this item is omitted because a definitive proxy statement
containing such information will be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120
days after June 30, 2023, and such information is expressly incorporated herein by reference.
111
112
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
127
PART IV
Item 15. - Exhibits and Financial Statement Schedules
(a) Financial Statements, Financial Statement Schedule, and Exhibits
(1) Financial Statements
Report of Independent Registered Public Accounting Firm (PCAOB ID 1358)
Consolidated Statements of Income
Consolidated Statements of Comprehensive Income
Consolidated Balance Sheets
Consolidated Statements of Cash Flows
Consolidated Statements of Equity
Notes to Consolidated Financial Statements
(2) Financial Statement Schedule
Schedule II - Valuation and Qualifying Accounts and Reserves
All other schedules are omitted because they are not applicable, or the required information is shown
in the financial statements or notes thereto.
Pages in
Form 10-K
48
50
51
52
53
54
55
117
(3) Exhibits
Exhibit
2 .1
3 .1
3 .2
4 .1
4 .2
4 .3
4 .4
4 .5
4 .6
4 .7
4 .8
4 .9
Description
Transaction Agreement, dated as of August 6, 2018, by and among the Amcor plc,
Amcor Limited, Arctic Corp. and Bemis Company, Inc. (“Bemis”) (incorporated
by reference to Annex A to Amcor plc's Registration Statement on Form S-4 filed
on March 12, 2019).
Articles of Association of Amcor plc (incorporated by reference to Exhibit 3.1 to
Amcor plc’s Current Report on Form 8-K filed on June 13, 2019).
Memorandum of Association of Amcor plc (incorporated by reference to Exhibit
3.1 to Amcor plc’s Registration Statement on Form S-4 filed on March 12, 2019).
Form of 5.625% Guaranteed Senior Note due 2033 (incorporated by reference to
Exhibit 4.3 on Amcor plc's Current Report on Form 8-K filed on May 26, 2023.
Indenture, dated as of May 26, 2023, among Amcor Finance (USA), Inc., Amcor
plc, Amcor UK Finance plc, Amcor Pty Ltd and Amcor Flexibles North America,
Inc. and Deutsche Bank Trust Company Americas, as trustee (including the
guarantees) (incorporated by reference to Exhibit 4.1 on Amcor plc's Current
Report on Form 8-K filed on May 26, 2023).
Form of 3.625% Notes due 2026 (incorporated by reference to Exhibit 4.8 to
Amcor plc’s Registration Statement on Form S-4 filed on March 12, 2019).
Form of 4.500% Notes due 2028 (incorporated by reference to Exhibit 4.9 to
Amcor plc’s Registration Statement on Form S-4 filed on March 12, 2019).
Form of 3.100% Notes due 2026 (incorporated by reference to Exhibit 4.13 to
Amcor plc’s Registration Statement on Form S-4 filed on March 12, 2019).
Form of 2.630% Guaranteed Senior Note Due 2030 (incorporated by reference to
Exhibit 4.2 on Amcor plc’s Current Report on Form 8-K filed on June 19, 2020).
Form of 1.125% Guaranteed Senior Note Due 2027 (incorporated by reference to
Exhibit 4.2 on Amcor plc’s Current Report on Form 8-K filed on June 23, 2020).
Indenture, dated as of June 13, 2019, by and among AFUI, as issuer, Amcor plc,
Amcor Limited, Bemis, Amcor UK Finance plc and Deutsche Bank Trust
Company Americas, as trustee (incorporated by reference to Exhibit 10.4 on
Amcor plc’s Current Report on Form 8-K filed on June 17, 2019).
Indenture, dated as of June 19, 2020, by and among Bemis, as issuer, Amcor plc,
Amcor Finance (USA), Inc., Amcor UK Finance plc, Amcor Pty Ltd and Deutsche
Bank Trust Company Americas, the trustee (incorporated by reference to Exhibit
4.1 on Amcor plc’s Current Report on Form 8-K filed on June 19, 2020).
Form of Filing
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
10 .6
May 22, 2014 (incorporated by reference to Exhibit 10.5 to Amcor plc’s
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
113
114
Description
Form of Filing
Exhibit
4 .10
Indenture, dated as of June 23, 2020, by and among Amcor UK Finance plc, as
issuer, Amcor plc, Amcor Finance (USA), Inc., Amcor Pty Ltd, Bemis Company,
Inc. and Deutsche Bank Trust Company Americas, the trustee (incorporated by
reference to Exhibit 4.1 on Amcor plc’s Current Report on Form 8-K filed on June
23, 2020).
4 .11
Registration Rights Agreement, dated as of June 13, 2019, by and among Bemis,
Amcor plc, Amcor Limited, AFUI, Amcor UK Finance plc and the Dealer
Managers, relating to the Bemis’ 3.100% 2026 Notes (incorporated by reference to
Exhibit 10.6 on Amcor plc’s Current Report on Form 8-K filed on June 17, 2019).
Registration Rights Agreement, dated as of June 13, 2019, by and among AFUI,
Amcor plc, Amcor Limited, Bemis, Amcor UK Finance plc and the Dealer
Incorporated by Reference
Incorporated by Reference
4 .12
Managers, relating to the Amcor’s 3.625% 2026 Notes (incorporated by reference
Incorporated by Reference
to Exhibit 10.7 on Amcor plc’s Current Report on Form 8-K filed on June 17,
Registration Rights Agreement, dated as of June 13, 2019, by and among AFUI,
Amcor plc, Amcor Limited, Bemis, Amcor UK Finance plc and the Dealer
Managers, relating to the Amcor’s 4.500% 2028 Notes (incorporated by reference
to Exhibit 10.8 on Amcor plc’s Current Report on Form 8-K filed on June 17,
Incorporated by Reference
4 .14
Description of Securities of the Registrant.
Filed Herewith
Form of 2.690% Guaranteed Senior Note Due 2031 (incorporated by reference to
Exhibit 4.3 on Amcor plc's Current Report on Form 8-K filed on May 25, 2021).
Incorporated by Reference
Form of 4.000% Guaranteed Senior Note due 2025 (incorporated by reference to
Exhibit 4.3 on Amcor plc's Current Report on Form 8-K filed on May 17, 2022).
Incorporated by Reference
First Supplemental Indenture, dated as of June 30, 2022, among Amcor Finance
(USA), Inc., Amcor Flexibles North America, Inc. and Deutsche Bank Trust
Company Americas (incorporated by reference to Exhibit 4.7 on Amcor plc's
Current Report on Form 8-K filed on July 1, 2022).
Second Supplemental Indenture, dated as of June 30, 2022, among Amcor Finance
(USA), Inc., Amcor Flexibles North America, Inc. and Deutsche Bank Trust
Company Americas (incorporated by reference to Exhibit 4.6 on Amcor plc's
Current Report on Form 8-K filed on July 1, 2022).
Incorporated by Reference
Incorporated by Reference
Amcor plc 2019 Omnibus Incentive Share Plan (incorporated by reference to
10 .1
Exhibit 99.1 to Amcor plc’s Registration Statement on Form S-8 filed on July 22,
Incorporated by Reference
10 .2
Amcor Limited 2017/18 Long Term Incentive Plan (incorporated by reference to
Exhibit 99.4 to Amcor plc’s Registration Statement on Form S-8 filed on July 22,
Incorporated by Reference
2019).
2019).
2019).*
2019).*
Amcor Rigid Plastics Deferred Compensation Plan, as amended by that certain
First Amendment, dated December 11, 2014, that certain Second Amendment,
dated December 10, 2018 and that certain Third Amendment, dated December 16,
2019 (incorporated by reference to Exhibit 10.8 to Amcor plc's Form 10-K filed on
August 27, 2020).*
Employment Agreement between Amcor Limited and Ronald Delia, dated as of
January 21, 2015 (incorporated by reference to Exhibit 10.3 to Amcor plc’s
Registration Statement on Form S-4 filed on March 12, 2019).*
Employment Agreement between Amcor Limited and Michael Casamento, dated
as of September 23, 2015 (incorporated by reference to Exhibit 10.4 to Amcor
plc’s Registration Statement on Form S-4 filed on March 12, 2019).*
Employment Agreement between Amcor Limited and Ian Wilson, dated as of
Registration Statement on Form S-4 filed on March 12, 2019).*
Employment Agreement between Amcor Limited and Peter Konieczny, dated as of
September 17, 2009 (incorporated by reference to Exhibit 10.6 to Amcor plc’s
Registration Statement on Form S-4 filed on March 12, 2019).*
Employment Agreement between Amcor Limited and Eric Roegner, dated as of
August 28, 2018 (incorporated by reference to Exhibit 10.7 to Amcor plc’s
Registration Statement on Form S-4 filed on March 12, 2019).*
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Form of Deed of Appointment (incorporated by reference to Exhibit 10.8 to
Amcor plc’s Registration Statement on Form S-4 filed on March 12, 2019).*
Incorporated by Reference
4 .13
4 .15
4 .16
4 .17
4 .18
10 .3
10 .4
10 .5
10 .7
10 .8
10 .9
Amcor Annual Report 2023
FINAL
FINAL
Form10-K
127
Form10-K
128
Pages in
Form 10-K
48
50
51
52
53
54
55
117
PART IV
Item 15. - Exhibits and Financial Statement Schedules
(a) Financial Statements, Financial Statement Schedule, and Exhibits
(1) Financial Statements
Report of Independent Registered Public Accounting Firm (PCAOB ID 1358)
Consolidated Statements of Income
Consolidated Statements of Comprehensive Income
Consolidated Balance Sheets
Consolidated Statements of Cash Flows
Consolidated Statements of Equity
Notes to Consolidated Financial Statements
(2) Financial Statement Schedule
Schedule II - Valuation and Qualifying Accounts and Reserves
All other schedules are omitted because they are not applicable, or the required information is shown
in the financial statements or notes thereto.
(3) Exhibits
Exhibit
2 .1
Description
Form of Filing
Transaction Agreement, dated as of August 6, 2018, by and among the Amcor plc,
Amcor Limited, Arctic Corp. and Bemis Company, Inc. (“Bemis”) (incorporated
by reference to Annex A to Amcor plc's Registration Statement on Form S-4 filed
on March 12, 2019).
Incorporated by Reference
Articles of Association of Amcor plc (incorporated by reference to Exhibit 3.1 to
Amcor plc’s Current Report on Form 8-K filed on June 13, 2019).
Incorporated by Reference
Memorandum of Association of Amcor plc (incorporated by reference to Exhibit
3.1 to Amcor plc’s Registration Statement on Form S-4 filed on March 12, 2019).
Incorporated by Reference
Form of 5.625% Guaranteed Senior Note due 2033 (incorporated by reference to
Exhibit 4.3 on Amcor plc's Current Report on Form 8-K filed on May 26, 2023.
Indenture, dated as of May 26, 2023, among Amcor Finance (USA), Inc., Amcor
plc, Amcor UK Finance plc, Amcor Pty Ltd and Amcor Flexibles North America,
Inc. and Deutsche Bank Trust Company Americas, as trustee (including the
guarantees) (incorporated by reference to Exhibit 4.1 on Amcor plc's Current
Report on Form 8-K filed on May 26, 2023).
Form of 3.625% Notes due 2026 (incorporated by reference to Exhibit 4.8 to
Amcor plc’s Registration Statement on Form S-4 filed on March 12, 2019).
Form of 4.500% Notes due 2028 (incorporated by reference to Exhibit 4.9 to
Amcor plc’s Registration Statement on Form S-4 filed on March 12, 2019).
Form of 3.100% Notes due 2026 (incorporated by reference to Exhibit 4.13 to
Amcor plc’s Registration Statement on Form S-4 filed on March 12, 2019).
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Form of 2.630% Guaranteed Senior Note Due 2030 (incorporated by reference to
Exhibit 4.2 on Amcor plc’s Current Report on Form 8-K filed on June 19, 2020).
Incorporated by Reference
Form of 1.125% Guaranteed Senior Note Due 2027 (incorporated by reference to
Exhibit 4.2 on Amcor plc’s Current Report on Form 8-K filed on June 23, 2020).
Incorporated by Reference
Indenture, dated as of June 13, 2019, by and among AFUI, as issuer, Amcor plc,
Amcor Limited, Bemis, Amcor UK Finance plc and Deutsche Bank Trust
Company Americas, as trustee (incorporated by reference to Exhibit 10.4 on
Amcor plc’s Current Report on Form 8-K filed on June 17, 2019).
Indenture, dated as of June 19, 2020, by and among Bemis, as issuer, Amcor plc,
Amcor Finance (USA), Inc., Amcor UK Finance plc, Amcor Pty Ltd and Deutsche
Bank Trust Company Americas, the trustee (incorporated by reference to Exhibit
4.1 on Amcor plc’s Current Report on Form 8-K filed on June 19, 2020).
Incorporated by Reference
Incorporated by Reference
3 .1
3 .2
4 .1
4 .2
4 .3
4 .4
4 .5
4 .6
4 .7
4 .8
4 .9
Exhibit
4 .10
4 .11
4 .12
4 .13
4 .14
4 .15
4 .16
4 .17
4 .18
10 .1
10 .2
10 .3
10 .4
10 .5
10 .6
10 .7
10 .8
10 .9
Description
Form of Filing
Indenture, dated as of June 23, 2020, by and among Amcor UK Finance plc, as
issuer, Amcor plc, Amcor Finance (USA), Inc., Amcor Pty Ltd, Bemis Company,
Inc. and Deutsche Bank Trust Company Americas, the trustee (incorporated by
reference to Exhibit 4.1 on Amcor plc’s Current Report on Form 8-K filed on June
23, 2020).
Registration Rights Agreement, dated as of June 13, 2019, by and among Bemis,
Amcor plc, Amcor Limited, AFUI, Amcor UK Finance plc and the Dealer
Managers, relating to the Bemis’ 3.100% 2026 Notes (incorporated by reference to
Exhibit 10.6 on Amcor plc’s Current Report on Form 8-K filed on June 17, 2019).
Registration Rights Agreement, dated as of June 13, 2019, by and among AFUI,
Amcor plc, Amcor Limited, Bemis, Amcor UK Finance plc and the Dealer
Managers, relating to the Amcor’s 3.625% 2026 Notes (incorporated by reference
to Exhibit 10.7 on Amcor plc’s Current Report on Form 8-K filed on June 17,
2019).
Registration Rights Agreement, dated as of June 13, 2019, by and among AFUI,
Amcor plc, Amcor Limited, Bemis, Amcor UK Finance plc and the Dealer
Managers, relating to the Amcor’s 4.500% 2028 Notes (incorporated by reference
to Exhibit 10.8 on Amcor plc’s Current Report on Form 8-K filed on June 17,
2019).
Description of Securities of the Registrant.
Form of 2.690% Guaranteed Senior Note Due 2031 (incorporated by reference to
Exhibit 4.3 on Amcor plc's Current Report on Form 8-K filed on May 25, 2021).
Form of 4.000% Guaranteed Senior Note due 2025 (incorporated by reference to
Exhibit 4.3 on Amcor plc's Current Report on Form 8-K filed on May 17, 2022).
First Supplemental Indenture, dated as of June 30, 2022, among Amcor Finance
(USA), Inc., Amcor Flexibles North America, Inc. and Deutsche Bank Trust
Company Americas (incorporated by reference to Exhibit 4.7 on Amcor plc's
Current Report on Form 8-K filed on July 1, 2022).
Second Supplemental Indenture, dated as of June 30, 2022, among Amcor Finance
(USA), Inc., Amcor Flexibles North America, Inc. and Deutsche Bank Trust
Company Americas (incorporated by reference to Exhibit 4.6 on Amcor plc's
Current Report on Form 8-K filed on July 1, 2022).
Amcor plc 2019 Omnibus Incentive Share Plan (incorporated by reference to
Exhibit 99.1 to Amcor plc’s Registration Statement on Form S-8 filed on July 22,
2019).*
Amcor Limited 2017/18 Long Term Incentive Plan (incorporated by reference to
Exhibit 99.4 to Amcor plc’s Registration Statement on Form S-8 filed on July 22,
2019).*
Amcor Rigid Plastics Deferred Compensation Plan, as amended by that certain
First Amendment, dated December 11, 2014, that certain Second Amendment,
dated December 10, 2018 and that certain Third Amendment, dated December 16,
2019 (incorporated by reference to Exhibit 10.8 to Amcor plc's Form 10-K filed on
August 27, 2020).*
Employment Agreement between Amcor Limited and Ronald Delia, dated as of
January 21, 2015 (incorporated by reference to Exhibit 10.3 to Amcor plc’s
Registration Statement on Form S-4 filed on March 12, 2019).*
Employment Agreement between Amcor Limited and Michael Casamento, dated
as of September 23, 2015 (incorporated by reference to Exhibit 10.4 to Amcor
plc’s Registration Statement on Form S-4 filed on March 12, 2019).*
Employment Agreement between Amcor Limited and Ian Wilson, dated as of
May 22, 2014 (incorporated by reference to Exhibit 10.5 to Amcor plc’s
Registration Statement on Form S-4 filed on March 12, 2019).*
Employment Agreement between Amcor Limited and Peter Konieczny, dated as of
September 17, 2009 (incorporated by reference to Exhibit 10.6 to Amcor plc’s
Registration Statement on Form S-4 filed on March 12, 2019).*
Employment Agreement between Amcor Limited and Eric Roegner, dated as of
August 28, 2018 (incorporated by reference to Exhibit 10.7 to Amcor plc’s
Registration Statement on Form S-4 filed on March 12, 2019).*
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Filed Herewith
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Form of Deed of Appointment (incorporated by reference to Exhibit 10.8 to
Amcor plc’s Registration Statement on Form S-4 filed on March 12, 2019).*
Incorporated by Reference
113
114
Amcor Annual Report 2023
FINAL
Form10-K
129
Exhibit
10 .10
10 .11
10 .12
Description
Employment Agreement between Amcor Limited and Michael Zacka, dated as of
February 24, 2017 (incorporated by reference to Exhibit 10.24 to Amcor plc's
Form 10-K filed on August 24, 2021).*
Three-Year Syndicated Facility Agreement, dated as of April 26, 2022, by and
among, Amcor plc, Amcor Pty Ltd, Amcor Finance (USA), Inc., Amcor UK
Finance plc and Amcor Flexibles North America, Inc., the lenders party thereto
and JPMorgan Chase Bank, N.A., as administrative agent and foreign
administrative agent (incorporated herein by reference to Exhibit 10.1 to Amcor
plc's Current Report on Form 8-K filed on April 28, 2022).
Five-Year Syndicated Facility Agreement, dated as of April 26, 2022, by and
among, Amcor plc, Amcor Pty Ltd, Amcor Finance (USA), Inc., Amcor UK
Finance plc and Amcor Flexibles North America, Inc., the lenders party thereto
and JPMorgan Chase Bank, N.A., as administrative agent and foreign
administrative agent (incorporated herein by reference to Exhibit 10.2 to Amcor
plc's Current Report on Form 8-K filed on April 28, 2022).
21 .1
Subsidiaries of Amcor plc.
22
23
31 .1
31 .2
32
101
104
Subsidiary Guarantors and Issuers of Guaranteed Securities.
Consent of PricewaterhouseCoopers AG as auditors for the financial statements of
Amcor plc.
Chief Executive Officer Certification required by Rules 13a-14 and 15d-14 under
the Securities Exchange Act of 1934, as amended.
Chief Financial Officer Certification required by Rules 13a-14 and 15d-14 under
the Securities Exchange Act of 1934, as amended.
Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18
U.S.C. Section 1350, as adopted pursuant to Section 906 of Sarbanes Oxley Act of
2002.
Inline XBRL Interactive data files – The XBRL Instance Document does not
appear in the Interactive Data File because its XBRL tags are embedded within the
Inline XBRL document.
Cover Page Interactive Data File (formatted as Inline XBRL and contained in
Exhibit 101).
Form of Filing
Incorporated by Reference
Incorporated by Reference
Incorporated by Reference
Filed Herewith
Filed Herewith
Filed Herewith
Filed Herewith
Filed Herewith
Furnished Herewith
Filed Electronically
Filed Electronically
* This exhibit is a management contract or compensatory plan or arrangement.
Graeme Liebelt, Director and Chairman
Item 16. - Form 10-K Summary
None.
FINAL
Signatures
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
AMCOR PLC
By /s/ Michael Casamento
By /s/ Julie Sorrells
Michael Casamento, Executive Vice President and
Chief Financial Officer (Principal Financial Officer)
Julie Sorrells, Vice President & Corporate Controller
(Principal Accounting Officer)
August 17, 2023
August 17, 2023
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the
following persons on behalf of the Registrant and in the capacities and on the dates indicated.
/s/ Michael Casamento
/s/ Julie Sorrells
Michael Casamento, Executive Vice President and
Chief Financial Officer (Principal Financial Officer)
Julie Sorrells, Vice President & Corporate Controller
(Principal Accounting Officer)
Ronald Delia, Managing Director and Chief
Armin Meyer, Director and Deputy Chairman
August 17, 2023
/s/ Ronald Delia
Executive Officer
August 17, 2023
/s/ Graeme Liebelt
August 17, 2023
/s/ Nicholas (Tom) Long
Nicholas (Tom) Long, Director
August 17, 2023
/s/ Arun Nayar
Arun Nayar, Director
August 17, 2023
/s/ Achal Agarwal
Achal Agarwal, Director
August 17, 2023
August 17, 2023
/s/ Armin Meyer
August 17, 2023
/s/ Andrea Bertone
Andrea Bertone, Director
August 17, 2023
/s/ Karen Guerra
Karen Guerra, Director
August 17, 2023
/s/ Susan Carter
Susan Carter, Director
August 17, 2023
/s/ David Szczupak
David Szczupak, Director
August 17, 2023
115
116
Amcor Annual Report 2023
FINAL
Exhibit
Description
Form of Filing
Employment Agreement between Amcor Limited and Michael Zacka, dated as of
10 .10
February 24, 2017 (incorporated by reference to Exhibit 10.24 to Amcor plc's
Incorporated by Reference
Form 10-K filed on August 24, 2021).*
Three-Year Syndicated Facility Agreement, dated as of April 26, 2022, by and
among, Amcor plc, Amcor Pty Ltd, Amcor Finance (USA), Inc., Amcor UK
Finance plc and Amcor Flexibles North America, Inc., the lenders party thereto
and JPMorgan Chase Bank, N.A., as administrative agent and foreign
administrative agent (incorporated herein by reference to Exhibit 10.1 to Amcor
plc's Current Report on Form 8-K filed on April 28, 2022).
Five-Year Syndicated Facility Agreement, dated as of April 26, 2022, by and
among, Amcor plc, Amcor Pty Ltd, Amcor Finance (USA), Inc., Amcor UK
Finance plc and Amcor Flexibles North America, Inc., the lenders party thereto
and JPMorgan Chase Bank, N.A., as administrative agent and foreign
administrative agent (incorporated herein by reference to Exhibit 10.2 to Amcor
plc's Current Report on Form 8-K filed on April 28, 2022).
21 .1
Subsidiaries of Amcor plc.
Subsidiary Guarantors and Issuers of Guaranteed Securities.
Consent of PricewaterhouseCoopers AG as auditors for the financial statements of
Amcor plc.
Chief Executive Officer Certification required by Rules 13a-14 and 15d-14 under
the Securities Exchange Act of 1934, as amended.
Chief Financial Officer Certification required by Rules 13a-14 and 15d-14 under
the Securities Exchange Act of 1934, as amended.
Incorporated by Reference
Filed Herewith
Filed Herewith
Filed Herewith
Filed Herewith
Filed Herewith
Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18
U.S.C. Section 1350, as adopted pursuant to Section 906 of Sarbanes Oxley Act of
Furnished Herewith
2002.
Inline XBRL document.
Exhibit 101).
Inline XBRL Interactive data files – The XBRL Instance Document does not
appear in the Interactive Data File because its XBRL tags are embedded within the
Filed Electronically
Cover Page Interactive Data File (formatted as Inline XBRL and contained in
Filed Electronically
10 .11
10 .12
22
23
31 .1
31 .2
32
101
104
* This exhibit is a management contract or compensatory plan or arrangement.
Item 16. - Form 10-K Summary
None.
Form10-K
129
Form10-K
130
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Incorporated by Reference
AMCOR PLC
FINAL
Signatures
By /s/ Michael Casamento
By /s/ Julie Sorrells
Michael Casamento, Executive Vice President and
Chief Financial Officer (Principal Financial Officer)
Julie Sorrells, Vice President & Corporate Controller
(Principal Accounting Officer)
August 17, 2023
August 17, 2023
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the
following persons on behalf of the Registrant and in the capacities and on the dates indicated.
/s/ Michael Casamento
Michael Casamento, Executive Vice President and
Chief Financial Officer (Principal Financial Officer)
/s/ Julie Sorrells
Julie Sorrells, Vice President & Corporate Controller
(Principal Accounting Officer)
August 17, 2023
August 17, 2023
/s/ Ronald Delia
Ronald Delia, Managing Director and Chief
Executive Officer
August 17, 2023
/s/ Graeme Liebelt
Graeme Liebelt, Director and Chairman
August 17, 2023
/s/ Nicholas (Tom) Long
Nicholas (Tom) Long, Director
August 17, 2023
/s/ Arun Nayar
Arun Nayar, Director
August 17, 2023
/s/ Achal Agarwal
Achal Agarwal, Director
August 17, 2023
/s/ Armin Meyer
Armin Meyer, Director and Deputy Chairman
August 17, 2023
/s/ Andrea Bertone
Andrea Bertone, Director
August 17, 2023
/s/ Karen Guerra
Karen Guerra, Director
August 17, 2023
/s/ Susan Carter
Susan Carter, Director
August 17, 2023
/s/ David Szczupak
David Szczupak, Director
August 17, 2023
115
116
Amcor Annual Report 2023
FINAL
Form10-K
131
Schedule II - Valuation and Qualifying Accounts and Reserves
(in millions)
Reserves for Credit Losses, Sales Returns, Discounts, and Allowances:
Year ended June 30,
Balance at
Beginning of the
Year (1)
Additions
Charged to
Profit and Loss
Write-offs
Foreign
Currency
Impact and
Other (2)
Balance at End
of the Year
2023
2022
2021
$
25 $
28
42
3 $
2
(4)
(8) $
(3)
(11)
1 $
(2)
1
21
25
28
(1) Beginning balance for fiscal year 2021 includes $7 million addition due to the adoption of ASC 326 ("CECL").
(2) Foreign Currency Impact and Other includes reserve accruals related to acquisitions.
117
Amcor Annual Report 2023
Form10-K
131
Form10-K
132
Schedule II - Valuation and Qualifying Accounts and Reserves
FINAL
(in millions)
Reserves for Credit Losses, Sales Returns, Discounts, and Allowances:
Balance at
Beginning of the
Additions
Charged to
Year ended June 30,
Year (1)
Profit and Loss
Write-offs
2023
2022
2021
$
25 $
28
42
3 $
2
(4)
(8) $
(3)
(11)
Foreign
Currency
Impact and
Other (2)
Balance at End
of the Year
1 $
(2)
1
21
25
28
(1) Beginning balance for fiscal year 2021 includes $7 million addition due to the adoption of ASC 326 ("CECL").
(2) Foreign Currency Impact and Other includes reserve accruals related to acquisitions.
117
Amcor Annual Report 2023
Other information
133
Other
Information
Amcor Annual Report 2023 Other information
133
Other information
134
of operating internationally; price
fluctuations or shortages in the
availability of raw materials, energy,
and other inputs; disruptions to
production, supply, and commercial
risks, including counterparty credit
risks, which may be exacerbated
in times of economic volatility;
pandemics, epidemics, or other
disease outbreaks; an inability
to attract and retain our global
executive management team and
our skilled workforce; costs and
liabilities related to environment,
health, and safety (“EHS”) laws and
regulations as well as changes in
the global climate; labor disputes
and an inability to renew collective
bargaining agreements at acceptable
terms; risks related to climate
change; cybersecurity risks; failures
or disruptions in information
technology systems; rising interest
rates; a significant increase in
indebtedness or a downgrade in
the credit rating; foreign exchange
rate risk; a significant write-down
of goodwill and/or other intangible
assets; failure to maintain an
effective system of internal control
over financial reporting; inability
of Amcor’s insurance policies to
provide adequate protections;
challenges to or the loss of
intellectual property rights; litigation,
including product liability claims or
regulatory developments; increasing
scrutiny and changing expectations
from investors, customers, and
governments with respect to
Amcor’s Environmental, Social
and Governance practices and
commitments resulting in increased
costs; changing government
regulations in environmental, health,
and safety matters; changes in tax
laws or changes in our geographic
mix of earnings; and other risks and
uncertainties identified from time to
time in Amcor’s filings with the U.S.
Securities and Exchange Commission
(the “SEC”), including without
limitation, those described under
Item 1A. “Risk Factors” of Amcor’s
annual report on Form 10-K for the
fiscal year ended June 30, 2023 and
any subsequent quarterly reports on
Form 10-Q.
You can obtain copies of Amcor’s
filings with the SEC for free at
the SEC’s website (www.sec.gov).
Forward-looking statements included
herein are made only as of the
date hereof and Amcor does not
undertake any obligation to update
any forward-looking statements,
or any other information in this
communication, as a result of new
information, future developments
or otherwise, or to correct any
inaccuracies or omissions in them
which become apparent, except
as expressly required by law. All
forward-looking statements in this
communication are qualified in their
entirety by this cautionary statement.
Cautionary statement
regarding forward-looking
statements
This document contains certain
statements that are “forward-looking
statements” within the meaning of
the safe harbor provisions of the
U.S. Private Securities Litigation
Reform Act of 1995. Forward-looking
statements are generally identified
with words like “believe,” “expect,”
“target,” “project,” “may,” “could,”
“would,” “approximately,” “possible,”
“will,” “should,” “intend,” “plan,”
“anticipate,” “commit,” “estimate,”
“potential,” “ambitions,” “outlook,”
or “continue,” the negative of
these words, other terms of similar
meaning, or the use of future dates.
Such statements are based on
the current expectations of the
management of Amcor and are
qualified by the inherent risks and
uncertainties surrounding future
expectations generally. Actual
results could differ materially
from those currently anticipated
due to a number of risks and
uncertainties. None of Amcor or any
of its respective directors, executive
officers, or advisors provide any
representation, assurance, or
guarantee that the occurrence of
the events expressed or implied in
any forward-looking statements will
actually occur.
Risks and uncertainties that could
cause actual results to differ from
expectations include, but are not
limited to: changes in consumer
demand patterns and customer
requirements; the loss of key
customers, a reduction in production
requirements of key customers;
significant competition in the
industries and regions in which
Amcor operates; failure by Amcor
to expand its business; challenging
current and future global economic
conditions, including the Russia-
Ukraine conflict and inflation; impact
Amcor Annual Report 2023 Other information
135
Presentation of
non-GAAP information
Included in this release are measures of financial
performance that are not calculated in accordance with
U.S. GAAP. These measures include adjusted EBITDA and
EBITDA (calculated as earnings before interest and tax and
depreciation and amortization), adjusted EBIT and EBIT
(calculated as earnings before interest and tax), adjusted
net income, adjusted earnings per share, adjusted free cash
flow and net debt. In arriving at these non-GAAP measures,
we exclude items that either have a non-recurring impact
on the income statement or which, in the judgment of
our management, are items that, either as a result of their
nature or size, could, were they not singled out, potentially
cause investors to extrapolate future performance from an
improper base. Note that while amortization of acquired
intangible assets is excluded from non-GAAP adjusted
financial measures, the revenue of the acquired entities and
all other expenses unless otherwise stated, are reflected in
our non-GAAP financial performance earnings measures.
While not all inclusive, examples of these items include:
-
-
-
-
-
-
-
-
-
-
material restructuring programs, including associated
costs such as employee severance, pension and related
benefits, impairment of property and equipment and other
assets, accelerated depreciation, termination payments for
contracts and leases, contractual obligations, and any other
qualifying costs related to restructuring plans;
material sales and earnings from disposed or ceased
operations and any associated profit or loss on sale of
businesses or subsidiaries;
changes in the fair value of economic hedging instruments
on commercial paper;
significant pension settlements;
impairments in goodwill and equity method investments;
material acquisition compensation and transaction costs
such as due diligence expenses, professional and legal fees,
and integration costs;
material purchase accounting adjustments for inventory;
amortization of acquired intangible assets from
business combination;
gains or losses on significant property and divestitures
and significant property and other impairments, net of
insurance recovery;
certain regulatory and legal matters;
-
-
impacts from hyperinflation accounting; and
impacts related to the Russia-Ukraine conflict.
Amcor also evaluates performance on a comparable
constant currency basis, which measures financial results
assuming constant foreign currency exchange rates used
for translation based on the average rates in effect for
the comparable prior year period. In order to compute
comparable constant currency results, we multiply or
divide, as appropriate, current-year U.S. dollar results by
the current year average foreign exchange rates and then
multiply or divide, as appropriate, those amounts by the
prior-year average foreign exchange rates. We then adjust
for other items affecting comparability. While not all
inclusive, examples of items affecting comparability include
the difference between sales or earnings in the current
period and the prior period related to acquired, disposed,
or ceased operations. Comparable constant currency net
sales performance also excludes the impact from passing
through movements in raw material costs.
Management has used and uses these measures internally
for planning, forecasting and evaluating the performance
of the Company’s reporting segments and certain of the
measures are used as a component of Amcor’s Board
of Directors’ measurement of Amcor’s performance for
incentive compensation purposes. Amcor believes that
these non-GAAP measures are useful to enable investors to
perform comparisons of current and historical performance
of the Company. For each of these non-GAAP financial
measures, a reconciliation to the most directly comparable
U.S. GAAP financial measure has been provided herein.
These non-GAAP financial measures should not be
construed as an alternative to results determined in
accordance with U.S. GAAP. The Company provides
guidance on a non-GAAP basis as we are unable to predict
with reasonable certainty the ultimate outcome and
timing of certain significant forward-looking items without
unreasonable effort. These items include but are not limited
to the impact of foreign exchange translation, restructuring
program costs, asset impairments, possible gains and
losses on the sale of assets, and certain tax related events.
These items are uncertain, depend on various factors, and
could have a material impact on U.S. GAAP earnings and
cash flow measures for the guidance period.
Amcor Annual Report 2023 Other information
135
Reconciliationofnon-GAAPmeasures
136
Reconciliation of non-GAAP measures
Reconciliation of adjusted Earnings before interest, tax, depreciation and amortization (EBITDA),
Earnings before interest and tax (EBIT), Net income, Earnings per share (EPS) and Free Cash Flow
Twelve months ended June 30, 2022
Twelve months ended June 30, 2023
($ million)
Net income attributable to Amcor
Net income attributable to non-controlling interests
Tax expense
Interest expense, net
Depreciation and amortization
EBIT
805
10
300
135
EBITDA
805
10
300
135
579
Net
Income
EPS (Diluted
US cents)1
EBITDA
EBIT
Net
Income
EPS (Diluted
US cents)1
805
52.9
1,048
1,048
1,048
70.5
10
193
259
10
193
259
569
EBITDA, EBIT, Net income and EPS
1,829
1,250
805
52.9
2,080
1,510
1,048
70.5
2019 Bemis Integration Plan
Net loss on disposals2
Impact of hyperinflation
Property and other losses, net3
37
10
16
13
37
10
16
13
37
10
16
13
2.5
0.7
1.0
0.8
–
–
24
2
–
–
24
2
–
–
24
2
Russia-Ukraine conflict impacts4
200
200
200
13.2
(90)
(90)
(90)
Pension settlements
Other
Amortization of acquired intangibles5
Tax effect of above items
8
4
8
4
163
8
4
163
(32)
Adjusted EBITDA, EBIT, Net income and EPS
2,117
1,701
1,224
0.5
0.3
10.7
(2.1)
80.5
5
(3)
5
(3)
160
5
(3)
160
(57)
2,018
1,608
1,089
Reconciliation of adjusted growth to comparable constant currency growth
% growth - Adjusted EBITDA, EBIT, Net income, and EPS
(5)
(5)
(11)
% items affecting comparability6
% currency impact
% comparable constant currency growth
Adjusted EBITDA
Interest paid, net
Income tax paid
Purchase of property, plant and equipment
and other intangible assets
Proceeds from sales of property, plant
and equipment and other intangible assets
Movement in working capital
Other
Adjusted Free Cash Flow
2,117
(119)
(256)
(527)
18
(154)
(13)
1,066
4
2
1
4
3
(4)
3
3
1
2,018
(248)
(225)
(526)
30
(229)
28
848
–
–
1.9
0.1
(6.0)
0.3
(0.3)
10.8
(4.0)
73.3
(9)
4
3
(2)
(1) Calculation of diluted EPS for the twelve months ended June 30, 2023 excludes net income attributable to shares to be repurchased under forward contracts of $7 million,
and $3 million for the twelve months ended June 30, 2022.
(2) Includes losses on disposal of non-core businesses in fiscal year 2022.
(3) Property and other losses, net for fiscal year 2023 includes property claims and losses, net of insurance recovery related to the closure of our business in South Africa. Fiscal year
2022 includes business losses primarily associated with the destruction of our Durban, South Africa facility during general civil unrest in July 2021, net of insurance recovery.
(4) Includes the net gain on disposal of the Russian business in December 2022 and incremental restructuring and other costs attributable to group wide initiatives to offset divested
earnings from the Russian business. Fiscal year 2022 includes impairment charges and restructuring and related expenses.
(5) Amortization of acquired intangible assets from business combinations.
(6) Reflects the impact of acquired, disposed, and ceased operations.
Amcor Annual Report 2023 Reconciliationofnon-GAAPmeasures
137
Reconciliation of adjusted EBIT by reporting segment
($ million)
Net income attributable to Amcor
Net income attributable to non-controlling interests
Tax expense
Interest expense, net
EBIT
2019 Bemis Integration Plan
Net loss on disposals1
Impact of hyperinflation
Property and other losses, net2
Russia-Ukraine conflict impacts3
Pension settlements
Other
Amortization of acquired intangibles4
Adjusted EBIT
Adjusted EBIT / sales %
Twelve months ended June 30, 2022
Twelve months ended June 30, 2023
Flexibles
Rigid
Packaging
Other
Total
Flexibles
Rigid
Packaging
Other
Total
805
10
300
135
1,048
10
193
259
1,101
265
(116)
1,250
1,357
225
(72)
1,510
38
10
–
9
200
–
2
158
1,517
–
–
16
–
–
3
–
5
(1)
–
–
4
–
5
2
–
37
10
16
13
–
–
–
–
200
(100)
8
4
3
14
163
155
–
–
24
–
8
2
1
5
–
–
–
2
2
–
(18)
–
–
24
2
(90)
5
(3)
–
160
289
(105)
1,701
1,429
265
(86)
1,608
13.6%
8.5%
11.7%
12.8%
7.5%
10.9%
Reconciliation of adjusted growth to comparable constant currency growth
% growth - Adjusted EBIT
% items affecting comparability5
% currency impact
% comparable constant currency growth
(6)
(8)
4
3
1
–
1
(7)
(5)
4
2
1
(1) Includes losses on disposal of non-core businesses in fiscal year 2022.
(2) Property and other (gains)/losses, net for fiscal year 2023 includes property claims and losses, net of insurance recovery related to the closure of our business in South Africa.
Fiscal year 2022 includes business losses primarily associated with the destruction of our Durban, South Africa facility during general civil unrest in July 2021, net of insurance recovery.
(3) Includes the net gain on the sale of the Russian business and incremental restructuring and other costs attributable to group wide initiatives to offset divested earnings from the
Russian business. Fiscal year 2022 includes impairment charges and restructuring and related expenses.
(4) Amortization of acquired intangible assets from business combinations.
(5) Reflects the impact of acquired, disposed, and ceased operations.
Amcor Annual Report 2023 Reconciliationofnon-GAAPmeasures
137
Reconciliationofnon-GAAPmeasures
138
Reconciliation of net debt
($ million)
Cash and cash equivalents
Short-term debt
Current portion of long-term debt
Long-term debt excluding current portion
Net debt
June 30, 2022
June 30, 2023
(775)
136
14
6,340
5,715
(689)
80
13
6,653
6,057
Amcor Annual Report 2023 Contact
Amcor plc
UK Establishment Address:
83 Tower Road North,
Warmley, Bristol, England,
BS308XP,UnitedKingdom
UKOverseasCompany
Number:BR020803
Registered Office:
3rd Floor, 44 Esplanade,
StHelier,JE49WG,Jersey,
Channel Islands
Jersey Registered
Company Number: 126984,
Australian Registered
Body Number (ARBN):
630385278
www.amcor.com
Contact
139
Amcor Annual Report 2023
Amcor Annual Report 2023