Mativ Holdings Inc
For the period ended Jun 30, 2025. Filed Aug 7, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2025 · Filed Aug 7, 2025
MATV$11.70-5.3%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-03-31; filed 2025-05-08.
0001000623-25-000024
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-06-30; filed 2025-08-07.
0001000623-25-000049
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 104 previous paragraphs and 137 current paragraphs.
73 unchanged; 23 reworded; 33 added; 8 removed; 0 previous and 8 current paragraphs rearranged.
Tables are not compared: 7 previous and 12 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (33)
Current report
Consolidated net sales of $525.4 million during the three months ended June 30, 2025 increased $1.6 million or 0.3%, compared to the prior-year quarter.
Current report
FAM segment net sales of $204.4 million during the three months ended June 30, 2025 decreased $2.0 million, or 1.0%, compared to the prior-year quarter. The FAM net sales decline reflected lower selling prices (an approximately 2% decrease) along with lower volume/mix (an approximately 1% decrease), partially offset by favorable currency translation (an approximately 1% increase).
Current report
Nonmanufacturing expenses of $79.8 million during the three months ended June 30, 2025 decreased $6.8 million, or 7.9%, compared to the prior-year quarter. The decrease is primarily due to lower selling and general expense as a result of actions taken under an organizational realignment initiative ("the Plan").
Current report
Restructuring and other impairment expenses in the FAM segment for the three months ended June 30, 2025 and 2024 consisted of severance charges along with costs associated with facility closures announced in prior years.
Current report
Restructuring and other impairment expenses in the SAS segment for the three months ended June 30, 2025 consisted of severance charges. Restructuring and other impairment expenses for the three months ended June 30, 2024 included severance charges, along with costs associated with facility closures announced in prior years.
Current report
Operating profit of $20.1 million during the three months ended June 30, 2025, increased $9.6 million, compared to the prior year period.
Current report
In the FAM segment, operating income was $22.6 million during the three months ended June 30, 2025 decreased $2.6 million, or 10.3%, compared to the prior year period, primarily due to higher manufacturing and distribution costs, unfavorable relative net selling price versus input cost performance, partially offset by favorable cost mix and lower selling and general expenses.
Current report
In the SAS segment, operating income of $24.8 million during the three months ended June 30, 2025 increased $9.2 million, or 59.0%, compared to the prior year period, driven by lower restructuring and other impairment expenses, lower selling and general expenses, partially offset by higher manufacturing and distribution costs.
Current report
Unallocated expenses of $27.3 million during the three months ended June 30, 2025 decreased $3.0 million, or 9.9%, compared to the prior year period primarily related to a decrease in selling and general expenses as a result of actions taken under the Plan.
Current report
Interest expense of $18.6 million during the three months ended June 30, 2025 increased $0.2 million, or 1.1%, compared to the prior year period.
Current report
Other income was $1.5 million during the three months ended June 30, 2025, compared to the prior year period expense of $1.1 million, primarily driven by gains on asset disposals and foreign currency.
Current report
Net loss during the three months ended June 30, 2025 was $9.5 million, or $0.18 per diluted share, compared with net loss of $1.4 million, or $0.03 per diluted share, during the prior-year quarter.
Current report
RESULTS OF OPERATIONS
Current report
Comparison of the Six Months Ended June 30, 2025 and 2024
Current report
Net Sales
Current report
Consolidated net sales of $1,010.2 million during the six months ended June 30, 2025 decreased $13.8 million, or 1.3%, compared to the prior year period.
Current report
SAS segment net sales of $618.2 million during the six months ended June 30, 2025 increased $3.3 million, or 0.5%, compared to the prior year period, reflecting higher volume/mix (an approximately 4% increase), higher selling prices (an approximately 1% increase), partially offset by sales associated with closed facilities in the prior year (an approximately 5% decrease).
Current report
Gross Profit
Current report
Gross profit of $176.3 million during the six months ended June 30, 2025 decreased $16.6 million, or 8.6%, compared to the prior year period, reflecting higher manufacturing and distribution costs, unfavorable relative net selling price versus input cost performance, and lower volume/mix in our FAM segment, partially offset by higher volume/mix in our SAS segment.
Current report
Nonmanufacturing Expenses
Current report
Nonmanufacturing expenses of $164.8 million during the six months ended June 30, 2025 decreased $5.2 million, or 3.1%, compared to the prior year period primarily due to lower selling and general expense, as a result of actions taken under the Plan, partially offset by $5.9 million incurred during the first quarter of 2025 related to our previously disclosed Chief Executive Officer transition.
Current report
Restructuring and Other Impairment Expense
Current report
Restructuring and other impairment expenses in the FAM segment for the six months ended June 30, 2025 and 2024 consisted of severance charges along with costs associated with facility closures announced in prior years.
Current report
Restructuring and other impairment expenses in the SAS segment for the six months ended June 30, 2025 consisted of severance charges. Restructuring and other impairment expenses for the six months ended June 30, 2024 included severance charges, along with costs associated with facility closures announced in prior years.
Current report
Operating Profit (Loss)
Current report
Unallocated expenses of $60.9 million during the six months ended June 30, 2025 decreased $2.0 million compared to the prior year, primarily related to a decrease in selling and general expenses as a result of actions taken under the Plan.
Current report
Interest Expense
Current report
Interest expense of $36.4 million during the six months ended June 30, 2025 decreased $0.3 million, or 0.8%, compared to the prior year period.
Current report
Other Income (Expense), Net
Current report
Other expense was $0.3 million during the six months ended June 30, 2025, compared to the prior year period income of $0.6 million in the prior year period.
Current report
Income Taxes
Current report
Cash Provided By Operating Activities
Current report
Cash Provided By (Used In) Financing Activities
Removed paragraphs (8)
Previous report
Consolidated net sales of $484.8 million during the three months ended March 31, 2025 decreased $15.4 million, or 3.1%, compared to the prior year period.
Previous report
Nonmanufacturing expenses of $85.0 million during the three months ended March 31, 2025 increased $1.6 million, or 1.9%, compared to the prior year period primarily driven by costs incurred under the Plan, which included $5.9 million related to our previously disclosed CEO transition.
Previous report
Restructuring and other impairment expenses in both the FAM and SAS segments were primarily due to facility closures announced in prior years.
Previous report
Unallocated expenses of $33.6 million during the three months ended March 31, 2025 increased $1.0 million compared to the prior year period primarily due to costs incurred under the Plan, which included $5.9 million related to our previously disclosed CEO transition.
Previous report
Interest expense of $17.8 million during the three months ended March 31, 2025 decreased $0.5 million, or 2.7%, compared to the prior year period. Interest expense decreased primarily due to lower average interest rates and lower average balances on the floating portion of our outstanding debt in 2025.
Previous report
Other expense, net was $1.8 million during the three months ended March 31, 2025, compared to Other income, net of $1.7 million in the prior year period, primarily driven by foreign currency losses.
Previous report
Cash Used In Operating Activities
Previous report
Cash Provided By Financing Activities
Reworded paragraphs (23)
Previous wording
This MD&A discusses the financial condition and results of operations of the Company as of and for the three months ended March 31, 2025.
Current wording
This MD&A discusses the financial condition and results of operations of the Company as of and for the three and six months ended June 30, 2025.
Previous wording
In April 2025, the U.S. government announced a baseline tariff of 10% on products imported from all countries and an additional individualized reciprocal tariff on the countries with which the United States has the largest trade deficits, including China. Increased tariffs by the United States have led and may continue to lead to the imposition of retaliatory tariffs by foreign governments. Additionally, the U.S. government has announced and rescinded multiple tariffs on several foreign jurisdictions, which has increased uncertainty regarding the ultimate effect of the tariffs on economic conditions. Current uncertainties about tariffs and their effects on trading relationships may impact the macroeconomic conditions in the markets in which we operate. Although we are continuing to monitor the impact of such announcements, as well as opportunities to mitigate their related impacts, costs and other effects associated with the tariffs remain uncertain.
Current wording
In April 2025, the U.S. government announced a baseline tariff of 10% on products imported from all countries and an additional individualized reciprocal tariff on the countries with which the United States has the largest trade deficits, including China. Increased tariffs by the United States have led and may continue to lead to the imposition of retaliatory tariffs by foreign governments. Additionally, the U.S. government has announced and rescinded multiple tariffs on several foreign jurisdictions, which has increased uncertainty regarding the ultimate effect of the tariffs on economic conditions. For instance, beginning in July 2025, the U.S. government issued letters to more than 20 countries, including Canada, Mexico, Brazil, Japan and the European Union, which outlined reciprocal tariff rates that would take effect, unless a trade agreement was separately agreed upon with the U.S. government. Uncertainties about tariffs and their effects on trading relationships, including as a result of future developments, may impact the macroeconomic conditions in the markets in which we operate. Although we are continuing to monitor the impact of such announcements, as well as opportunities to mitigate their related impacts, costs and other effects associated with the tariffs remain uncertain.
Previous wording
As of March 31, 2025, the Company had $1,122.8 million of total debt, $84.0 million of Cash and cash equivalents, $9.8 million of Restricted cash, and $323.2 million of undrawn capacity on its $600.0 million revolving line of credit facility (the "Revolving Facility"). Per the terms of the Company's amended credit agreement (the "Amended Credit Agreement"), net leverage was 4.7x at the end of the first quarter, versus a current maximum covenant ratio of 5.50x.
Current wording
As of June 30, 2025, the Company had $1,090.6 million of total debt, $95.6 million of Cash and cash equivalents, $10.4 million of Restricted cash, and $357.2 million of undrawn capacity on its $600.0 million revolving line of credit facility (the "Revolving Facility"). Per the terms of the Company's amended credit agreement (the "Amended Credit Agreement"), net leverage was 4.5x at the end of the second quarter, versus a current maximum covenant ratio of 5.50x.
Previous wording
SAS segment net sales of $297.2 million during the three months ended March 31, 2025 decreased $0.3 million, or 0.1%, compared to the prior year period, reflecting sales associated with closed facilities in the prior year (an approximately 5% decrease) and unfavorable currency translation (an approximately 1% decrease), mostly offset by higher volume/mix (an approximately 5% increase) and higher selling prices (an approximately 1% increase).
Current wording
SAS segment net sales of $321.0 million during the three months ended June 30, 2025 increased $3.6 million, or 1.1%, compared to the prior-year quarter, reflecting higher volume/mix (an approximately 2% increase), higher selling prices (an approximately 1% increase) and favorable currency translation (an approximately 1% increase), partially offset by sales associated with closed facilities in the prior year (an approximately 4% decrease).
Previous wording
Gross profit of $72.6 million during the three months ended March 31, 2025 decreased $11.4 million, or 13.6%, compared to the prior year period. The change in gross profit reflected higher manufacturing and distribution costs, unfavorable relative net selling price versus input cost performance, and lower volume/mix in our FAM segment. The Company monitors and continues to adjust staffing levels of manufacturing labor relative to volumes.
Current wording
Gross profit of $103.7 million during the three months ended June 30, 2025 decreased $5.2 million, or 4.8%, compared to the prior-year quarter. The decrease in gross profit reflected higher manufacturing and distribution costs, unfavorable relative net selling price versus input cost performance, partially offset by higher volume/mix.
Previous wording
FAM segment net sales of $187.6 million during the three months ended March 31, 2025 decreased $15.1 million, or 7.4%, compared to the prior year period primarily due to lower volume/mix (an approximately 5% decrease), lower selling prices (an approximately 1% decrease) and unfavorable currency translation (an approximately 1% decrease).
Current wording
FAM segment net sales of $392.0 million during the six months ended June 30, 2025 decreased $17.1 million, or 4.2%, compared to the prior year period primarily due to lower volume/mix (an approximately 3% decrease), and lower selling prices (an approximately 2% decrease).
Previous wording
The Company incurred total restructuring and other impairment expense of $6.3 million in the three months ended March 31, 2025 compared with $14.4 million in the prior year period.
Current wording
The Company incurred total restructuring and other impairment expense of $10.1 million in the six months ended June 30, 2025 compared with $26.2 million in the prior year period.
Previous wording
Operating loss was $430.6 million during the three months ended March 31, 2025 compared to operating loss of $13.8 million in the prior year period.
Current wording
Operating loss was $410.5 million during the six months ended June 30, 2025 compared to operating loss of $3.3 million in the prior year period.
Previous wording
In the FAM segment, operating loss was $410.0 million during the three months ended March 31, 2025 reflecting a $424.6 million decrease, compared to operating profit of $14.6 million in the prior year period primarily due to the $411.9 million goodwill impairment in 2025, see Note 6. Goodwill. Excluding the goodwill impairment, operating profit was $1.9 million, a $12.7 million decrease from the prior year due to lower volume/mix, higher manufacturing and distribution costs, unfavorable net selling price versus input cost performance, partially offset by lower selling and general expenses.
Current wording
In the FAM segment, operating loss was $387.4 million during the six months ended June 30, 2025 reflecting a $427.2 million decrease, compared to operating profit of $39.8 million in the prior year period primarily due to the $411.9 million goodwill impairment during the first quarter of 2025, see Note 6. Goodwill. Excluding the goodwill impairment, operating profit was $24.5 million, a $15.3 million decrease from the prior year due to higher manufacturing and distribution costs, unfavorable net selling price versus input cost performance and lower volume/mix, partially offset by lower selling and general expenses.
Previous wording
In the SAS segment, operating profit was $13.0 million during the three months ended March 31, 2025 reflecting a $8.8 million increase, compared to the prior year period, driven by higher volume across all product categories excluding the impact from closed facilities, and lower selling and general expenses partially offset by unfavorable net selling price versus input cost performance, higher manufacturing and distribution costs.
Current wording
In the SAS segment, operating profit was $37.8 million during the six months ended June 30, 2025 reflecting a $18.0 million increase, compared to the prior year period, driven by lower restructuring and other impairment expenses, higher volume/mix net of sales associated with closed facilities, and lower selling and general expenses, partially offset by higher manufacturing and distribution costs.
Previous wording
A $24.7 million income tax benefit in the three months ended March 31, 2025 resulted in an effective tax rate of 5.5% compared with 7.9% in the prior year period. The net change was primarily due to mix of earnings, impact from a $48.2 million increase to our valuation allowance, and goodwill impairment not deductible for tax purposes, in the current period.
Current wording
A $12.2 million income tax benefit in the six months ended June 30, 2025 resulted in an effective tax rate of 2.7% compared with 25.4% in the prior year period. The net change was primarily due to mix of earnings, impact from a $59.4 million increase to our valuation allowance, and goodwill impairment not deductible for tax purposes in the current period.
Previous wording
Net loss during the three months ended March 31, 2025 was $425.5 million, or $(7.82) per diluted share, compared to net loss of $28.0 million, or $(0.52) per diluted share, during the prior year period.
Current wording
Net loss during the six months ended June 30, 2025 was $435.0 million, or $(7.98) per diluted share, compared to net loss of $29.4 million, or $(0.54) per diluted share, during the prior year period.
Previous wording
As of March 31, 2025, $61.6 million of the Company's $84.0 million of Cash and cash equivalents was held by foreign subsidiaries. Restricted cash of $9.8 million represents primarily retained contributions associated with our UK Pension scheme, the use of which is restricted to obligations related to the scheme. We believe our sources of liquidity and capital, including cash on-hand, cash generated from operations, our Revolving Facility, and our Receivables Sales Agreement (an off-balance sheet arrangement as defined in Item 303(a)(4)(ii) of SEC Regulation S-K), will be sufficient to finance our continued operations, our current and long-term growth plan, and dividend payments.
Current wording
As of June 30, 2025, $82.6 million of the Company's $95.6 million of Cash and cash equivalents was held by foreign subsidiaries. Restricted cash of $10.4 million represents primarily retained contributions associated with our UK Pension scheme, the use of which is restricted to obligations related to the scheme. We believe our sources of liquidity and capital, including cash on-hand, cash generated from operations, our Revolving Facility, and our Receivables Sales Agreement (an off-balance sheet arrangement as defined in Item 303(a)(4)(ii) of SEC Regulation S-K), will be sufficient to finance our continued operations, our current and long-term growth plan, and dividend payments.
Previous wording
As of March 31, 2025, the Company had net operating working capital of $391.0 million, including Cash and cash equivalents of $84.0 million, compared to net operating working capital of $386.2 million, including Cash and cash equivalents of $94.3 million as of December 31, 2024. The increase was attributable primarily to an increase in accounts receivable and a decrease in accrued expenses and other current liabilities, partially offset by a decrease in inventories and an increase in accounts payable.
Current wording
As of June 30, 2025, the Company had net operating working capital of $398.4 million, including Cash and cash equivalents of $95.6 million, compared to net operating working capital of $386.2 million, including Cash and cash equivalents of $94.3 million as of December 31, 2024. The increase was attributable primarily to an increase in accounts receivable, partially offset by an increase in accounts payable, and a decrease in inventories.
Previous wording
Net cash used in operating activities was $15.9 million during the three months ended March 31, 2025 compared to net cash used of $13.0 million during the prior year period. The decrease was attributable to unfavorable year-over-year movements in working capital related cash flows, offset by lower net loss net of Adjustments to reconcile Net loss to Net cash used in operations.
Current wording
Net cash provided by operating activities was $41.7 million during the six months ended June 30, 2025 compared to net cash provided of $33.1 million during the prior year period. The increase reflected lower cash payments related to restructuring activities, partially offset by unfavorable year-over-year movements in working capital related cash flows.
Previous wording
During the three months ended March 31, 2025, net changes in operating working capital resulted in cash outflows of $22.1 million, compared to $12.7 million of outflows during the prior year period. The $9.4 million change was due to a decrease in net changes of accounts payable and other current liabilities, partially offset by a decrease in net changes of accounts receivable.
Current wording
During the six months ended June 30, 2025, net changes in operating working capital resulted in cash outflows of $11.1 million, compared to $3.6 million of outflows during the prior year period. The $7.5 million change was due to an increase in net changes of accounts payable and other current liabilities, partially offset by a decrease in net changes of inventories.
Previous wording
Cash used in investing activities during the three months ended March 31, 2025 was $10.6 million, compared to cash outflows of $9.1 million during the prior year period, primarily attributable to changes in capital spending partially offset by proceeds from settlement of swap contracts. Capital spending was $13.9 million compared to $12.1 million in the prior year period.
Current wording
Cash used in investing activities during the six months ended June 30, 2025 was $17.6 million, compared to cash outflows of $20.0 million during the prior year period, primarily attributable to changes in proceeds from settlement of swap contracts. Capital spending was $22.6 million compared to $20.8 million in the prior year period.
Previous wording
Cash provided by financing activities during the three months ended March 31, 2025 was $24.5 million, compared to cash provided of $45.8 million during the prior year period. During the three months ended March 31, 2025, financing activities primarily consisted of $54.0 million of borrowings under the Revolving Facility, $5.5 million of dividends paid to the Company's stockholders, and payments on our long-term debt of $22.7 million.
Current wording
Cash used in financing activities during the six months ended June 30, 2025 was $17.5 million, compared to cash inflows of $16.4 million during the prior year period. During the six months ended June 30, 2025, financing activities primarily consisted of $64.0 million of borrowings under the Revolving Facility, $11.4 million of dividends paid to the Company's stockholders, and payments on our long-term debt of $67.4 million.
Previous wording
During the prior year period, financing activities primarily consisted of $69.0 million of proceeds from borrowings under the Revolving Facility, $16.7 million of payments on our long-term debt, and $5.4 million of dividends paid to the Company's stockholders.
Current wording
During the prior year period, financing activities primarily consisted of $94.0 million of proceeds from borrowings under the Revolving Facility, $65.3 million of payments on our long-term debt, and $10.8 million of dividends paid to the Company's stockholders.
Previous wording
The following table presents activity related to our debt instruments for the three months ended March 31, 2025 and 2024 (in millions):
Current wording
The following table presents activity related to our debt instruments for the six months ended June 30, 2025 and 2024 (in millions):
Previous wording
Net proceeds from borrowings were $31.3 million during the three months ended March 31, 2025, compared to net proceeds from borrowings of $52.3 million during the prior year period.
Current wording
Net payments from borrowings were $3.4 million during the six months ended June 30, 2025, compared to net proceeds from borrowings of $28.7 million during the prior year period.
Previous wording
Unused borrowing capacity under the Amended Credit Agreement was $323.2 million as of March 31, 2025.
Current wording
Unused borrowing capacity under the Amended Credit Agreement was $357.2 million as of June 30, 2025.
Previous wording
•The impact of tariffs, and the imposition of any future additional tariffs and other trade barriers, and the effects of retaliatory trade measures;
Current wording
•The impact of tariffs, the imposition of any future additional tariffs and other trade barriers, the effects of retaliatory trade measures, and the impact of tariff uncertainty on macroeconomic conditions;
Rearranged current paragraphs (8)
Current report — wording carried from elsewhere
The following table presents net sales by segment for the three months ended June 30, 2025 and 2024 (in millions):
Current report — wording carried from elsewhere
The following table presents gross profit for the three months ended June 30, 2025 and 2024 (in millions):
Current report — wording carried from elsewhere
The following table presents nonmanufacturing expenses for the three months ended June 30, 2025 and 2024 (in millions):
Current report — wording carried from elsewhere
The following table presents restructuring and other impairment expense for the three months ended June 30, 2025 and 2024 (in millions):
Current report — wording carried from elsewhere
The Company incurred total restructuring and other impairment expense of $3.8 million and $11.8 million in the three months ended June 30, 2025 and 2024, respectively.
Current report — wording carried from elsewhere
The following table presents operating profit (loss) by segment for the three months ended June 30, 2025 and 2024 (in millions):
Current report — wording carried from elsewhere
A $12.5 million income tax expense in the three months ended June 30, 2025 resulted in an effective tax rate of 416.7% compared with 84.4% in the prior year period. The net change was primarily due to mix of earnings and impact from valuation allowance changes in the current period, and a one-time tax adjustment in the prior period.
Current report — wording carried from elsewhere
Net Loss and Net Loss per Share