O-I Glass, Inc. /DE/
For the period ended Dec 31, 2025. Filed Feb 12, 2026.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Feb 12, 2026
OI$5.17-4.1%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-K
Period ended 2024-12-31; filed 2025-02-12.
0001558370-25-000868
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-K
Period ended 2025-12-31; filed 2026-02-12.
0001104659-26-014319
ITEM 7. 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 131 previous paragraphs and 127 current paragraphs.
66 unchanged; 42 reworded; 8 added; 16 removed; 7 previous and 11 current paragraphs rearranged.
Tables are not compared: 28 previous and 25 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 (8)
Current report
The Company’s net sales in 2025 were $6,426 million compared with $6,531 million in 2024, a decrease of $105 million, or approximately 2%. Average selling prices declined, which decreased net sales by $14 million in 2025. Glass container shipments, in tons, were down approximately 3% in 2025 (down approximately 2.5% excluding the impact of divestitures), which decreased net sales by approximately $172 million compared to the prior year. The Company believes that several factors also contributed to lower volumes in 2025, including challenging market conditions, a major project startup in Europe, inventory corrections in the Mexico and North America beer category related to changes in U.S. trade and immigration policies and the Company’s deliberate decisions to exit unprofitable business and shift toward lighter-weight and smaller format bottles. Finally, the Company’s shipments to higher value categories, such as premium spirits, food, non-alcoholic beverages and ready-to-drink, outperformed shipments to mainstream beer and wine categories. Favorable foreign currency exchange rates increased net sales by $112 million in 2025 compared to the prior year. Other sales were approximately $31 million lower in 2025 than in the prior year, driven by lower machine part sales.
Current report
Segment operating profit of reportable segments in 2025 was $846 million, compared to $748 million in 2024, an increase of $98 million, or 13%. This increase wasprimarily due to lower operating costs, partially offset by lower net prices (net of cost inflation) and lower sales volumes. Operating costs were favorably impacted by approximately $240 million of benefits from the Company’s Fit to Win initiative (exceeding management’s expectations) and several favorable discrete items that approximated $27 million, including several insurance settlements and an adjustment to itsaccrued liabilities for carbon emissions, partially offset by approximately $75 million related to temporary curtailments of production volumes, primarily in Europe, to balance supply and demand and reduce inventory levels and other items. Favorable foreign currency exchange rates increased segment operating profit by $14 million in 2025 compared to the prior year.
Current report
Americas: Segment operating profit in the Americas was $549 million in 2025, compared to $392 million in 2024, an increase of $157 million, or 40%. The impact of lower shipments discussed above resulted in a $15 million decrease to segment operating profit in 2025 compared to 2024. Higher selling prices exceeded higher cost inflation and resulted in a $41 million increase to segment operating profit in 2025. The effects of foreign currency exchange rates decreased segment operating profit by $9 million in 2025.
Current report
In addition, operating costs in 2025 were $140 million lower than in the prior year, primarily due to savings from the Company’s Fit To Win initiatives. Operating costs were also favorably impacted by approximately $20 million from the settlement of insurance claims, offset by approximately $20 million related to the temporary curtailments of production volumes to balance supply and demand andreduce inventory levels and other items.
Current report
Partially offsetting this was the benefit of $50 million of lower operating costs in 2025 compared to 2024, driven by approximately $100 million of benefits from the Fit to Win initiatives andan approximate $7 million year-over-year favorable adjustment in the segment’s accrued liabilities for carbon emissions due to lower production levels. These benefits were partially offset by approximately $55 million related to temporary curtailments of production volumes to balance supply and demand and reduce inventory levels and lower earnings from joint ventures. The effects of foreign currency exchange rates increased segment operating profit by $23 million in 2025.
Current report
Investment Disputes (“ICSID”) in favor of OI European Group B.V. (“OIEG”), related to the 2010 expropriation of OIEG’s majority interest in two plants in Venezuela, to an Ireland domiciled investment fund. In the event there is any recovery related to the Award, the terms of the sale limit any potential additional payments OIEG may receive, and there can be no assurance that OIEG will receive any such payments.
Current report
For the year ended December 31, 2025, the Company recorded pre-tax gains of approximately $5 million on the sale of the land and buildings of previously closed plants and miscellaneous assets. These sales impacted the Americas and Europe segments, as well as retained corporate costs and other.
Current report
On September 30, 2025, certain of the Company’s subsidiaries entered into an Amended and Restated Credit Agreement and Syndicated Facility Agreement (the “Credit Agreement”), which refinanced in full the previous credit agreement. The Credit Agreement provides for up to $2.7 billion of borrowings pursuant to term loans A, term loans B and a revolving credit facility. The term loans A mature, and the revolving credit facility terminates, in September 2030, and the term loans B mature in September 2032; provided, however, that if any of the senior notes issued by certain subsidiaries of the Company are outstanding on the date that is 91 days prior to the maturity date for such senior notes (any such date, a “Springing Maturity Date”), then the term loans A, the revolving credit facility and the term loans B will mature and terminate, as applicable, on such Springing Maturity Date. Borrowings under the Credit Agreement are secured by certain collateral of the Company and certain of its subsidiaries.
Removed paragraphs (16)
Previous report
to balance with lower demandand reduce inventory levels, lower earnings from joint ventures, startup costs for a newly constructed plant and the non-recurrence of an energy subsidy received in the prior year, partially offset by effective operating and cost management.
Previous report
The Company’s net sales in 2024 were $6,531 million compared with $7,105 million in 2023, a decrease of $574 million, or 8%. Average selling prices declined approximately 2%, which decreased net sales by $160 million in 2024. Glass container shipments, in tons, declined approximately 4% in 2024, which decreased net sales by approximately $348 million compared to the prior year. This decline resulted from soft consumer consumption and destocking across the value chain, especially in the spirits category, as the Company’s customers, distributors and retailers adjusted their inventory management practices to lower levels. Also, elevated competitive pressures due to spare capacity, particularly in Europe, impacted net sales in 2024. Unfavorable foreign currency exchange rates decreased net sales by $70 million in 2024 compared to the prior year.
Previous report
Europe: Net sales in Europe in 2024 were $2,820 million compared to $3,117 million in 2023, a decrease of $297 million, or 10%. Lower average selling prices in Europe decreased net sales by $179 million in 2024. Glass container shipments declined by approximately 4% in 2024, primarily due to destocking activity, especially related to wine and beer customers, elevated competitive pressures due to spare capacity and soft consumer consumption. Lower shipments in 2024 decreased net sales by approximately $119 million compared to the prior
Previous report
Segment operating profit of reportable segments in 2024 was $748 million, compared to $1,193 million in 2023, a decrease of $445 million, or 37%. This decrease was primarily due to lower shipments, lower net prices (net of cost inflation) and higher operating costs. The higher operating costs were primarily due to lower production volumes driven by temporary curtailments of production to balance with lower demandand reduce inventory levels, lower earnings from joint ventures, startup costs for a newly constructed plant and the non-recurrence of an energy subsidy received in the prior year, partially offset by effective operating and cost management.
Previous report
Americas: Segment operating profit in the Americas in 2024 was $392 million, compared to $511 million in 2023, a decrease of $119 million, or 23%. Higher cost inflation exceeded higher selling prices and resulted in a $41 million decrease to segment operating profit in 2024. The impact of lower shipments discussed above resulted in a $37 million decrease to segment operating profit in 2024 compared to 2023. Operating costs in 2024 were $44 million higher than in the prior year. The increase in operating costs was primarily due to lower production volumes, driven by temporary curtailments of production to balance with lower demand and reduce inventory levels, and higher costs related to the startup of a new plant in Bowling Green, Kentucky. Untilthe operations at the Bowling Green, Kentucky plant stabilize, the segment will continue to incur higher operating costs. Partially offsetting these higher costs in 2024 were effective operating and cost management activities, including approximately $65 million of lower operating costs as a result of the region’s restructuring actions taken in 2023 (in line with management’s expectations). The effects of foreign currency exchange rates increased segment operating profit by $3 million in 2024.
Previous report
In order to better match production to customer demand, management has implemented temporary production curtailments in the region. This initiative has resulted in higher operating costs in 2024 due to unabsorbed fixed costs. Temporary production curtailments may continue during 2025 depending on customer
Previous report
In order to better match production to customer demand, management has implemented temporary production curtailments in the region. This initiative has resulted in higher operating costs in 2024 due to unabsorbed fixed costs. Temporary production curtailments may continue during 2025 depending on customer demand levels. If implemented, temporary production curtailments would result in continued elevated operating costs in the segment. Also, in the fourth quarter of 2024, the Company announced the permanent closure of three furnaces, a machine line and a reduction in the number of selling, general and administrative positions in Europe in connection with its Fit to Win initiative. Additional indefinite or permanent capacity closures in Europe will likely be necessary in 2025 to align its business with demand trends. These closures are dependent on the relevant discussions with certain European Workers’ Councils during 2025. Any indefinite or permanent capacity closures could result in material restructuring and impairment charges, as well as cash expenditures, in future periods.
Previous report
In addition, the ongoing conflict between Russia and Ukraine has caused a significant change in the global gas market, resulting in a shift toward liquified natural gas. This transition has increased volatility in the market, as countries seek to diversify their energy sources and reduce dependance on traditional natural gas supplies. The Company’s European operations typically purchase natural gas under mid- to long-term supply arrangements with terms that range from one to three years and, through these agreements, typically agree on price with the relevant supplier in advance of the period in which the natural gas will be delivered, which shields the Company from the full impact of increased natural gas prices, while such agreements remain in effect. The Company’s energy risk management approach is to have coverage of at least 40% of its expected total energy use for the year ahead, where possible. However, the current conflict between Russia and Ukraine and the resulting sanctions, potential sanctions, government mandated curtailments or government imposed allocations, or other adverse repercussions on energy supplies could cause the Company’s energy suppliers to be unable or unwilling to deliver natural gas at agreed prices and quantities. If this occurs, it may be necessary for the Company to procure natural gas at then-current market prices and subject to market availability and could cause the Company to experience a significant increase in operating costs or result in the temporary or permanent cessation of delivery of natural gas to several of the Company’s manufacturing plants in Europe. In addition, depending on the duration and ultimate outcome of the conflict between Russia and Ukraine, future long-term supply arrangements for natural gas may not be available at reasonable prices or at all.
Previous report
For the year ended December 31, 2023, the Company implemented several discrete restructuring initiatives and recorded restructuring and other charges of $100 million. These charges consisted of employee costs, such as severance and benefit-related costs, write-down of assets and other exit costs in the Americas segment ($89 million), Europe segment ($6 million) and Retained Corporate costs and other ($2 million). These restructuring charges were discrete actions and are expected to approximate the total cumulative costs for those actions, as no significant additional costs are expected to be incurred. These charges were recorded to Other income (expense), net on the Consolidated Results of Operations. The Company expects that the majority of the remaining cash expenditures related to the accrued employee costs will be paid out over the next several years. These charges also reflect approximately $3 million of other charges.
Previous report
Charge for Goodwill Impairment
Previous report
On March 25, 2022, certain of the Company’s subsidiaries entered into a Credit Agreement and Syndicated Facility Agreement (the “Original Agreement”), which refinanced in full the previous credit agreement. The Original Agreement provided for up to $2.8 billion of borrowings pursuant to term loans, revolving credit facilities and a delayed draw term loan facility. The delayed draw term loan facility allowed for a one-time borrowing of up to $600 million, the proceeds of which were used, in addition to other consideration paid by the Company and/or its subsidiaries, to fund an asbestos settlement trust (the “Paddock Trust”) to resolve and pay current and future asbestos-related personal injury liabilities of Paddock Enterprises, LLC. On July 18, 2022, the Company drew down the $600 million delayed draw term loan to fund, together with other consideration, the Paddock Trust (see Note 15 for more information).
Previous report
On August 30, 2022, certain of the Company’s subsidiaries entered into an Amendment No. 1 to its Credit Agreement and Syndicated Facility Agreement (the “Credit Agreement Amendment”), which amends the Original Agreement (as amended by the Credit Agreement Amendment, the “Credit Agreement”). The Credit Agreement Amendment provides for up to $500 million of additional borrowings in the form of term loans. The proceeds of such term loans were used, together with cash, to retire the $600 million delayed draw term loan. The term loans mature, and the revolving credit facilities terminate, in March 2027. The term loans borrowed under the Credit Agreement Amendment are secured by certain collateral of the Company and certain of its subsidiaries. In addition, the Credit Agreement Amendment makes modifications to certain loan documents, in order to give the Company increased flexibility to incur secured debt in the future.
Previous report
In May 2024, the Company issued €500 million aggregate principal amount of senior notes that bear interest at 5.250% and mature on June 1, 2029. Also, in May 2024, the Company issued $300 million aggregate principal amount of senior notes that bear interest at 7.375% and mature on June 1, 2032. The senior notes were issued via private placements and are guaranteed by certain of the Company’s subsidiaries. The net proceeds, after deducting debt issuance costs, were used to repurchase and redeem the senior notes described in the May 2024 tender offer and redemption below.
Previous report
In May 2024, the Company repurchased€323.4 million aggregate principal amount of the outstanding 2.875% Senior Notes due 2025 pursuant to a tender offer and redeemed $300 million aggregate principal amount of the outstanding 6.375% Senior Notes due 2025. The repurchase and redemption were funded with the proceeds from the May 2024 senior notes issuances described above. The Company recorded approximately $2 million of additional interest charges related to the senior note repurchases conducted in the second quarter of 2024 for note repurchase premiums and the write-off of unamortized finance fees. At December 31, 2024, approximately €176 million aggregate principal amounts of the 2.875% Senior Notes due 2025 remained outstanding.
Previous report
In May 2023, the Company issued €600 million aggregate principal amount of senior notes that bear interest at a rate of 6.250%per annum and mature on May 15, 2028. Also, in May 2023, the Company issued $690 million aggregate principal amount of senior notes that bear interest at a rate of 7.250% per annum and mature on May 15, 2031. The senior notes were issued via a private placement and are guaranteed by certain of the Company’s subsidiaries. The net proceeds, after deducting debt issuance costs were used to redeem senior notes described in the May 2023 tender offers below.
Previous report
In May 2023, the Company repurchased $142 million aggregate principal amount of the outstanding 5.875% Senior Notes due 2023, €666.7 million aggregate principal amount of the outstanding 3.125% Senior Notes due 2024, and $282.8 million aggregate principal amount of the outstanding 5.375% Senior Notes due 2025. The repurchases were funded with the proceeds from the May 2023 senior notes issuances described above. The Company recorded approximately $39 million of additional interest charges related to the senior note repurchases conducted in the second quarter of 2023 for note repurchase premiums, the write-off of unamortized finance fees and the settlement of a related interest rate swap. In August 2023, the Company redeemed approximately $108 million aggregate principal amount of its 5.875% Senior Notes due 2023. At December 31, 2024, approximately $17 million aggregate principal amount of the 5.375% Senior Notes due 2025 remained outstanding.
Reworded paragraphs (42)
Previous wording
Net sales in 2024 decreased $574 million, or 8%, compared to the prior year, due to lower sales volumes, lower average selling prices and the impact from unfavorable foreign currency translation.
Current wording
Net sales in 2025 decreased $105 million, or approximately 2%, compared to the prior year, primarily due to the impact from lower sales volumes and lower average selling prices, partially offset by favorable foreign currency translation.
Previous wording
Earnings before income taxes were $29 million lower in 2024 compared to 2023. This decrease was primarily due to lower segment operating profit, higher restructuring, asset impairment and other charges and higher legacy environmental charges, partially offset by the non-recurrence of a $445 million goodwill impairment charge that occurred in 2023, lower interest expense and lower retained corporate and other costs.
Current wording
Loss before income taxes changed by $87 million in 2025 compared to earnings before income taxes in 2024. This change was primarily due to higher restructuring, asset impairment and other charges and slightly higher interest expense, partially offset by higher segment operating profit and lower retained corporate and other costs.
Previous wording
Segment operating profit for reportable segments in 2024 was $445 million lower compared to the prior year, primarily due to lower shipments, lower net prices (net of cost inflation) and higher operating costs. The higher operating costs were primarily due to lower production volumes driven by temporary curtailments of production
Current wording
Segment operating profit of reportable segments in 2025 was $98 million higher compared to the prior year, primarily due to lower operating costs, partially offset by lower net prices (net of cost inflation) and lower sales volumes. Operating costs were favorably impacted by benefits from the Company’s Fit to Win initiatives and several favorable discrete items, partially offset by temporary curtailments of production volumes, primarily in Europe, to balance supply and demand andreduce inventory levels and other items.
Previous wording
Net interest expense in 2024 decreased $7 million compared to 2023, primarily due to lower note repurchase premiums, write-offs of deferred finance fees and related charges, partially offset by higher interest rates.
Current wording
Net interest expense in 2025 increased $6 million compared to 2024, primarily due to higher write-offs of deferred finance fees and related charges for refinancing activity.
Previous wording
In 2024, the Company recorded a net loss attributable to the Company of $106 million, or $0.69 per share, compared to a net loss attributable to the Company of $103 million, or $0.67 per share, in 2023. As discussed below, net loss attributable to the Company in 2024 and 2023 included items that management considers not representative of ongoing operations and other adjustments. These items increased net loss attributable to the Company by $233 million, or $1.50 per share, in 2024 and increased net loss attributable to the Company by $594 million, or $3.76 per share, in 2023.
Current wording
In 2025, the Company recorded net loss attributable to the Company of $129 million, or $0.84 per share, compared to a net loss attributable to the Company of $106 million, or $0.69 per share, in 2024. As discussed below, net loss attributable to the Company in 2025 and 2024 included items that management considers not representative of ongoing operations and other adjustments. These items increased net loss attributable to the Company by $378 million, or $2.44 per share, in 2025 and increased net loss attributable to the Company by $233 million, or $1.50 per share, in 2024.
Previous wording
Americas: Net sales in the Americas in 2024 were $3,584 million compared to $3,865 million in 2023, a decrease of $281 million, or 7%. Slightly higher selling prices in the region increased net sales by $19 million in 2024, driven by the pass through of higher cost inflation. Glass container shipments in the region were down approximately 3.5% in 2024 compared to the prior year, which decreased net sales by approximately $229 million. The decline in sales primarily resulted from destocking activity, especially related to spirits and beer customers, and soft consumer consumption. The unfavorable effects of foreign currency exchange rate changes decreased net sales by $71 million in 2024 compared to the prior year, as the Brazilian Real and Mexican Peso weakened compared to the U.S. dollar.
Current wording
Americas: Net sales in the Americas in 2025 were $3,641 million compared to $3,584 million in 2024, an increase of $57 million, or 2%. Higher selling prices in the region increased net sales by $136 million in 2025, driven by the pass through of higher cost inflation. Glass container shipments were 2% lower in 2025, which decreased net sales by approximately $57 million, due to subdued consumer demand, inventory corrections in the Mexico and North America beer category related to changes in U.S. trade and immigration policies and the Company’s deliberate decisions to exit unprofitable business as part of its network optimization efforts. The unfavorable effects of foreign currency exchange rate changes decreased net sales by $22 million in 2025 compared to 2024, as the Brazilian Real and Mexican Peso weakened compared to the U.S. dollar.
Previous wording
year. The slightly favorable effects of foreign currency exchange rate changes increased net sales by $1 million in 2024 compared to the prior year.
Current wording
Europe: Net sales in 2025 were $2,689 million compared to $2,820 million in 2024, a decrease of $131 million, or 5%. Lower average selling prices in Europe decreased net sales by $150 million in 2025. Glass container shipments decreased by approximately 3% in 2025, and this decreased net sales by approximately $115 million. The Company believes that net sales in 2025 were adversely impacted by challenging market conditions and a major project startup. Favorable effects of foreign currency exchange rate changes increased net sales by $134 million in 2025 compared to the prior year, as the Euro strengthened compared to the U.S. dollar.
Previous wording
Earnings before Income Taxes and Segment Operating Profit
Current wording
Earnings (Loss) Before Income Taxes and Segment Operating Profit
Previous wording
Earnings before income taxes were $38 million in 2024 compared to $67 million in 2023, a decrease of $29 million. This decrease was due to lower segment operating profit, higher restructuring, asset impairment and other charges and higher legacy environmental charges, partially offset by the non-recurrence of a $445 million goodwill impairment charge that occurred in 2023, lower interest expense and lower retained corporate and other costs.
Current wording
Loss before income taxes was $49 million in 2025 compared to earnings before income taxes of $38 million in 2024, a change of $87 million. This change was primarily due to higher restructuring, asset impairment and other charges and slightly higher interest expense, partially offset by higher segment operating profit and lower retained corporate and other costs.
Previous wording
demand levels. If implemented, temporary production curtailments would result in continued elevated operating costs in the segment. In addition, in 2024, the Americas announced the permanent closure of five furnaces and a reduction in the number of selling, general and administrative positions in connection with its Fit to Win initiative. The Company will continue to monitor business trends and consider whether any additional indefinite or permanent capacity closures in the Americas will be necessary in the future to align its business with demand trends. Any indefinite or permanent capacity closures could result in material restructuring and impairment charges, as well as cash expenditures, in future periods.
Current wording
In 2025, the Company finalized its plans forthe permanent closure of several plants and furnaces and the elimination of a number of selling, general and administrative positions in the Americas in connection with its Fit to Win initiative. The Company will continue to monitor business trends and consider whether any additional temporary downtime or permanent capacity closures in the Americas will be necessary in future periods to align its business with demand trends. Any permanent capacity closures could result in material restructuring and impairment charges, as well as cash expenditures, in future periods.
Previous wording
Europe: Segment operating profit in Europe in 2024 was $356 million compared to $682 million in 2023, a decrease of $326 million, or 48%. Lower net selling prices (net of cost inflation) decreased segment operating profit by $140 million in 2024 compared to the prior year. The impact of lower shipments discussed above decreased segment operating profit by approximately $29 million. Operating costs in 2024 were $155 million higher than in the prior year, driven by temporary production curtailments to balance supply with demand and reduce inventory levels, lower earnings from joint ventures and the non-recurrence of approximately $16 million in subsidies received from the Italian government to help mitigate the impact of elevated energy costs in 2023, partially offset by benefits from effective operating and cost management. The effects of foreign currency exchange rates decreased segment operating profit by $2 million in 2024.
Current wording
Europe: Segment operating profit in Europe was $297 million in 2025 compared to $356 million in 2024, a decrease of $59 million, or 17%. Lower net selling prices (net of cost inflation) decreased segment operating profit by $106 million in 2025 compared to 2024 due to elevated competitive pressures. The impact of lower shipments discussed above decreased segment operating profit by approximately $26 million.
Previous wording
Net interest expense in 2024 was $335 million compared to $342 million in 2023. The decrease wasprimarily due to $37 million in lower note repurchase premiums, write-offs of deferred finance fees and related charges, partially offset by higher interest rates.
Current wording
Net interest expense in 2025 was $341 million compared to $335 million in 2024, an increase of $6 million or approximately 2%. This increase wasprimarily due to higher write-offs of deferred finance fees and related charges for refinancing activity.
Previous wording
The Company’s effective tax rate from operations for 2024 was 332% compared to 227% for 2023. The effective tax rate for 2024 differed from 2023 due to a net unfavorable tax rate on restructuring charges and a change in the mix of geographic earnings. The annual effective tax rate for 2024 differs from the statutory U.S. Federal tax rate of 21%, primarily due to the geographic mix of pretax earnings and losses and their impacts on the overall rate.
Current wording
The Company’s effective tax rate from operations for 2025 was -110% compared to 332% for 2024. The effective tax rate for 2025 differed from 2024 due to a net unfavorable tax rate on restructuring charges, partially offset by benefits from adjustments to tax attributes due to an agreement with Taxing Authorities in Europe, benefits from a European investment tax incentive and a change in the mix of geographic earnings.
Previous wording
For 2024, the Company recorded a net loss attributable to the Company of $106 million, or $0.69 per share, compared to a net loss attributable to the Company of $103 million, or $0.67 per share, in 2023. Net loss attributable to the Company in 2024 and 2023 included items that management considers not representative of ongoing operations and other adjustments as set forth in the following table (dollars in millions).
Current wording
For 2025, the Company recorded a net loss attributable to the Company of $129 million, or $0.84 per share, compared to a net loss attributable to the Company of $106 million, or $0.69 per share, for 2024. Net loss attributable to the Company in 2025 and 2024 included items that management considers not representative of
Previous wording
Given the global nature of its operations, the Company is subject to fluctuations in foreign currency exchange rates. As described above, the Company’s reported revenues and segment operating profit in 2024 were lower or flat due to foreign currency effects compared to 2023.
Current wording
Given the global nature of its operations, the Company is subject to fluctuations in foreign currency exchange rates. As described above, the Company’s reported revenues and segment operating profit in 2025 were higher due to foreign currency effects compared to 2024.
Previous wording
For the year ending December 31, 2024, the European segment recognized approximately $31 million of expense related to emissions allowances to comply with the European Union Emissions Trading Scheme. In the Americas, the state of California in the U.S., Mexico, the Canadian federal government and the province of Quebec, among others, have adopted cap-and-trade or carbon pricing legislation aimed at reducing GHG emissions. As a result, the Americas segment recognized approximately $4 million of expense related to emissions credits and fees to comply with various country, state/province, or municipality laws or regulations. New laws or regulations, significant changes in the amount of emissions allowances granted to the Company or the Company’s manufacturing plants or significant fluctuations in the price or availability of these emissions credits could have a significant long-term impact on the Company’s operations that are affected by such regulations and could have a material adverse effect on the Company’s financial condition, results of operations or cash flows.
Current wording
For the year ending December 31, 2025, the European segment recognized approximately $28 million of expense related to emissions allowances to comply with the European Union Emissions Trading Scheme. In the Americas, the state of California in the U.S., Mexico, the Canadian federal government and the province of Quebec, among others, have adopted cap-and-trade or carbon pricing legislation aimed at reducing GHG emissions. As a result, the Americas segment recognized approximately $5 million of expense related to emissions credits and fees to comply with various country, state/province, or municipality laws or regulations. New laws or regulations, significant changes in the amount of emissions allowances granted to the Company or the Company’s manufacturing plants or significant fluctuations in the price or availability of these emissions credits could have a significant long-term impact on the Company’s operations that are affected by such regulations and could have a material adverse effect on the Company’s financial condition, results of operations or cash flows.
Previous wording
The Company experiences a variety of impacts due to weather-related events, including severe weather, and events related to climate change, which may include extreme storms, flooding, wildfires, extreme temperatures, and chronic changes in meteorological patterns, across its 69 manufacturing facilities in 19 different countries. For example, in February 2021, severe weather conditions swept across the southern United States, curtailing access to natural gas and electricity for several of the Company’s facilities. While the situation was most acute in Texas, access to natural gas in Mexico was also significantly impacted as Texas supplies natural gas to the country. The Company estimates that segment operating profit in 2021 in the Americas was negatively impacted by approximately $38 million from the severe weather that occurred in February of 2021, which includes surcharges for usage or excess usage of electricity and natural gas during the period of severe weather, as well as the estimated impacts of higher energy costs, lost production downtime, lost sales, and the cost of incremental repairs. Climate change may increase the frequency or severity of such events.
Current wording
countries. For example, in February 2021, severe weather conditions swept across the southern United States, curtailing access to natural gas and electricity for several of the Company’s facilities. While the situation was most acute in Texas, access to natural gas in Mexico was also significantly impacted as Texas supplies natural gas to the country. The Company estimates that segment operating profit in 2021 in the Americas was negatively impacted by approximately $38 million from the severe weather that occurred in February of 2021, which includes surcharges for usage or excess usage of electricity and natural gas during the period of severe weather, as well as the estimated impacts of higher energy costs, lost production downtime, lost sales, and the cost of incremental repairs. Climate change may increase the frequency or severity of such events.
Previous wording
Retained corporate costs and other for 2024 were $134 million compared to $224 million in 2023. These costs decreased in 2024, primarily due to lower spending and management incentive expense.
Current wording
Retained corporate costs and other for 2025 were $107 million compared to $134 million in 2024. These costs decreased in 2025, primarily due to approximately $60 million of benefits from the Company’s Fit to Win initiative (exceeding management’s expectations) and an approximate $8 million one-time benefit from the settlement of a previously reserved royalty receivable in the fourth quarter of 2025, partially offset by higher management incentive expense and other costs.
Previous wording
The Company has initiated a strategic review of the remaining businesses in the former Asia Pacific region. This review is aimed at exploring options to maximize share owner value, focused on aligning the Company’s business with demand trends and improving the Company’s operating efficiency, cost structure and working capital management. The review is ongoing and may result in divestitures, corporate transactions or similar actions, and could cause the Company to incur restructuring, impairment, disposal or other related charges in future periods.
Current wording
The Company has initiated a strategic review of the remaining businesses in the former Asia Pacific region. This review is aimed at exploring options to maximize share owner value, focused on aligning the Company’s business with demand trends and improving the Company’s operating efficiency, cost structure and working capital management. The review has resulted in divestitures, corporate transactions or similar actions. This review is ongoing and could cause the Company to incur additional restructuring, impairment, disposal or other related charges in future periods.
Previous wording
For the year ended December 31, 2024, the Company recorded restructuring and other charges of approximately $206 million to Other expense, net ($204 million) and Equity earnings ($2 million) in the Consolidated Results of Operations, primarily related to the Fit to Win program. These charges consisted of employee costs, such as severance and benefit-related costs, write-down of assets and other exit costs in the Americas segment ($79 million), Europe segment ($115 million) and Retained corporate costs and other ($14 million). Additional restructuring charges are expected in future quarters when management completes their assessment to reduce redundant production capacity. The Company expects that the majority of the remaining cash expenditures related to the accrued employee and other exit costs will be paid out over the next several years. These charges also reflect approximately $2 million of other credits.
Current wording
For the year ended December 31, 2025, the Company recorded restructuring, asset impairment and other charges of approximately $443 million (which included $117 million related to its decision to halt the MAGMA program) to Other expense, net in the Consolidated Results of Operations, related to the Fit to Win initiative. These charges consisted of employee costs, such as severance and benefit-related costs, write-down of assets and other exit costs in the Americas segment ($112 million), Europe segment ($245 million) and Retained corporate costs and other ($88 million). In addition, these charges also reflect approximately $2 million of other credits. As of December 31, 2025, the Company has incurred cumulative charges of approximately $646 million related to the Fit to Win initiative. Approximately $50 million of additional restructuring charges are expected in 2026 when management completes their assessment to reduce redundant production capacity and streamline costs. The Company expects that the majority of the remaining cash expenditures related to the accrued employee and other exit costs will be paid out over the next several years.
Previous wording
From December 31, 1956 through June 1967, the Company, via a wholly-owned subsidiary, owned and operated a paper mill located on the shore of the Cuyahoga River in Ohio, which is now part of the Cuyahoga Valley National Park that is managed by the National Park Service (“NPS”). The Company and the United States are currently engaged in litigation regarding the site in the U.S. District Court for the Northern District of Ohio (Akron), with the United States claiming that the Company should pay $50 million as a remedy for certain soils at the site as well as its past and anticipated future costs. The Company undertook sampling at the site in 2024 and has proposed settling this matter and has recorded charges of $11 million in 2024 as its best estimate of this liability based on current information. These charges were recorded to Other expense, net in the Consolidated Results of Operations. While the Company believes it has meritorious defenses against this suit, if the proposed settlement is not accepted by the NPS and the lawsuit proceeds, the ultimate resolution of this matter could result in a loss in excess of the amount currently accrued.
Current wording
From December 31, 1956 through June 1967, the Company, via a wholly-owned subsidiary, owned and operated a paper mill located on the shore of the Cuyahoga River in Ohio, which is now part of the Cuyahoga Valley National Park that is managed by the National Park Service (“NPS”). The Company and the United States had been engaged in litigation regarding the site in the U.S. District Court for the Northern District of Ohio (Akron), with the United States claiming that the Company should pay $50 million as a remedy for certain soils at the site as well as its past and anticipated future costs. In 2024, the Company recorded charges of $11 million as its best estimate of this liability based on current information. In the first quarter of 2025, the Company and the NPS reached a tentative settlement, and the Company recorded a charge of approximately $4 million to Other expense, net in the Consolidated Results of Operations to augment its previous accrual balance related to this matter. In the third quarter of 2025, the consent order between the parties was approved by the U.S. District Court, and the Company paid $16.5 million to resolve this matter.
Previous wording
For the year ended December 31, 2024, the Company recorded a pretax gain of approximately $6 million on the sale of the land and buildings of previously closed plants in the Americas.
Current wording
For the year ended December 31, 2024, the Company recorded a pretax gain of approximately $6 million on the sale of the land and buildings of previously closed plants in the Americas segment.
Previous wording
In 2023, the Company settled a portion of its pension obligations and recorded approximately $19 million of pension settlement and curtailment charges, in the United States, Canada and Mexico.
Current wording
In 2024, the Company settled a portion of its pension obligations and recorded approximately $5 million of pension settlement charges in Mexico.
Previous wording
At December 31, 2024, the Credit Agreement includes a $300 million revolving credit facility, a $950 million multicurrency revolving credit facility and $1.45 billion in term loan A facilities ($1.34 billion outstanding balance at December 31, 2024, net of debt issuance costs). At December 31, 2024, the Company had unused credit of $1.24 billion available under the revolving credit facilities as part of the Credit Agreement. The
Current wording
At December 31, 2025, the Credit Agreement includes a $1.25 billion multicurrency revolving credit facility, the U.S. dollar equivalent of $800 million in term loan A facilities ($799 million outstanding balance at December 31, 2025, net of debt issuance costs) and $650 million in term loan B facilities ($643 million outstanding balance at September 30, 2025, net of debt issuance costs). At December 31, 2025, the Company’s subsidiaries that are party to the Credit Agreement had unused credit of $1.24 billion available under the revolving credit facilities as part of the Credit Agreement. The weighted average interest rate on borrowings outstanding under the Credit Agreement at December 31, 2025 was 5.66%.
Previous wording
The Credit Agreement also contains one financial maintenance covenant, a Secured Leverage Ratio (as defined in the Credit Agreement), that requires the Company not to exceed a ratio of 2.50x calculated by dividing consolidated Net Indebtedness that is then secured by Liens on property or assets of the Company and certain of its subsidiaries by Consolidated EBITDA, as each term is defined and as described in the Credit Agreement. The Secured Leverage Ratio could restrict the ability of the Company to undertake additional financing or acquisitions to the extent that such financing or acquisitions would cause the Secured Leverage Ratio to exceed the specified maximum.
Current wording
The Credit Agreement also contains one financial maintenance covenant, a Secured Leverage Ratio, for the benefit of lenders under the term loans A and the revolving credit facility (and, following an acceleration of the term loans A and the revolving credit facility, for the benefit of the lenders under the term loans B) that requires the Company and certain of its subsidiaries, collectively, not to exceed a ratio of 2.50x calculated by dividing consolidated Net Indebtedness that is then secured by Liens on property or assets of the Company and certain of its subsidiaries by Consolidated EBITDA, as each such capitalized term is defined in the Credit Agreement. The Secured Leverage Ratio could restrict the ability of the Company and certain of its subsidiaries to undertake additional financing or acquisitions to the extent that such financing or acquisitions would cause the Secured Leverage Ratio to exceed the specified maximum.
Previous wording
Failure to comply with these covenants and restrictions could result in an event of default under the Credit Agreement. In such an event, the Company could not request additional borrowings under the revolving facilities, and all amounts outstanding under the Credit Agreement, together with accrued interest, could then be declared immediately due and payable. Upon the occurrence and for the duration of a payment event of default, an additional default interest rate equal to 2.0% per annum will apply to all overdue obligations under the Credit Agreement. If an event of default occurs under the Credit Agreement and the lenders cause all of the outstanding debt obligations under the Credit Agreement to become due and payable, this would result in a default under the indentures governing the Company’s outstanding debt securities and could lead to an acceleration of obligations related to these debt securities. As of December 31, 2024, the Company was in compliance with all covenants and restrictions in the Credit Agreement. In addition, the Company believes that it will remain in compliance for the term of the Credit Agreement and that its ability to borrow additional funds under the Credit Agreement will not be adversely affected by the covenants and restrictions.
Current wording
Failure to comply with these covenants and restrictions could result in an event of default under the Credit Agreement. In such an event, the applicable borrowers under the Credit Agreement would not be able to request borrowings under the revolving credit facility, and all amounts outstanding under the Credit Agreement, together with accrued interest, could then be declared immediately due and payable. Upon the occurrence and for the duration of a payment event of default, an additional default interest rate equal to 2.0% per annum will apply to all overdue obligations under the Credit Agreement. If an event of default occurs under the Credit Agreement and the lenders cause all of the outstanding debt obligations under the Credit Agreement to become due and payable, this could result in a default under a number of other outstanding debt securities and could lead to an acceleration of obligations related to these debt securities. As of December 31, 2025, the Company was in compliance with all covenants and restrictions in the Credit Agreement. In addition, the Company believes that it will remain in compliance for the term of the Credit Agreement and that its ability to borrow additional funds under the Credit Agreement will not be adversely affected by the covenants and restrictions.
Previous wording
The Total Leverage Ratio (as defined in the Credit Agreement) determines pricing under the Credit Agreement. The interest rate on borrowings under the Credit Agreement is, at the Company’s option, the Base Rate, Term SOFR or, for non-U.S. dollar borrowings only, the Eurocurrency Rate (each as defined in the Credit Agreement), plus an applicable margin. The applicable margin is linked to the Total Leverage Ratio. The margins range from 1.00% to 2.25% for Term SOFR loans and Eurocurrency Rate loans and from 0.00% to 1.25%for Base Rate loans. In addition, a commitment fee is payable on the unused revolving credit facility commitments ranging from 0.20% to 0.35% per annum linked to the Total Leverage Ratio.
Current wording
Credit Agreement is, at the option of the applicable borrower, the Base Rate, Term SOFR or, for non-US Dollar borrowings only, the Eurocurrency Rate (each such capitalized term as defined in the Credit Agreement), plus an applicable margin. The applicable margin, for the Term Loans A and the revolving credit facility, ranges from 1.00% to 1.75% for Term SOFR loans and Eurocurrency Rate loans and from 0.00% to 0.75% for Base Rate loans. The applicable margin, for the Term Loans B, is 3.00% for Term SOFR loans. In addition, a commitment fee is payable on the unused revolving credit facility commitments ranging from 0.20% to 0.35% per annum, depending on the Total Leverage Ratio.
Previous wording
Operating activities: Cash provided by operating activities was $489 million for 2024, compared to $818 million of cash provided by operating activities for 2023. The decrease in cash provided by operating activities in 2024 was primarily due to lower business performance, the non-recurrence of the $445 million goodwill impairment non-cash charge that occurred in 2023 and higher restructuring payments, partially offset by a lower use of working capital than in 2023.
Current wording
Operating activities: Cash provided by operating activities was $600 million for 2025, compared to $489 million of cash provided by operating activities for 2024. Despite a higher net loss in 2025, the increase in cash provided by operating activities in 2025 was primarily due to higher non-cash charges and lower working capital levels, partially offset by higher cash paid for restructuring payments.
Previous wording
Working capital was a use of cash of $125 million in 2024, compared to a use of cash of $148 million in 2023. The use of cash from working capital in 2024 was driven by lower accounts payable as spending levels declined compared to 2023 and lower income tax payables. The Company’s use of its accounts receivable factoring programs resulted in a decrease in cash provided by operating activities of approximately $7 million and an increase in cash provided by operating activities of approximately $7 million for 2024 and 2023, respectively. See Note 20 to the Consolidated Financial Statements for additional information. Excluding the impact of accounts receivable factoring, the Company’s days sales outstanding as of December 31, 2024 were comparable to December 31, 2023.
Current wording
Working capital provided $20 million of cash in 2025, compared to a use of cash of $125 million in 2024. Excluding the impact of exchange rates, the higher cash provided from working capital in 2025 was driven by lower receivables and inventory levels. The Company’s use of its accounts receivable factoring programs resulted in a decreases in net cash provided by operating activities of approximately $4 million and $7 million in 2025 and 2024, respectively. See Note 20 to the Consolidated Financial Statements for additional information. Excluding the impact of accounts receivable factoring, the Company’s days sales outstanding as of December 31, 2025 were comparable to December 31, 2024.
Previous wording
Cash payments for restructuring activities increased to $41 million in 2024 from $26 million in 2023 due to higher payments associated with the initial phase of the Company’s Fit to Win program, which will continue into at least 2025.
Current wording
Cash payments for restructuring activities increased to $128 million in 2025 from $41 million in 2024 due to higher payments associated with the Company’s Fit to Win initiative, which will continue into at least 2026. The Company estimates that payments for restructuring activities will be approximately $150 million in 2026 and are expected to taper thereafter.
Previous wording
Investing activities: Cash utilized in investing activities was $620 million for 2024, compared to $683 million of cash utilized in investing activities for 2023. Capital spending for property, plant and equipment was $617 million in 2024, compared to $688 million in 2023. The Company estimates that its full year 2025 capital expenditures will be approximately$400 million to $450 million.
Current wording
Investing activities: Cash utilized in investing activities was $368 million for 2025, compared to $620 million of cash utilized in investing activities for 2024. Capital spending for property, plant and equipment was $432 million in 2025, compared to $617 million in 2024, reflecting lower spending as the Company was constructing a new plant in Bowling Green, Kentucky and several other expansion projects in 2024 that did not reoccur in 2025. The Company estimates that its full year 2026 capital expenditures will be approximately$450 million.
Previous wording
The Company received approximately $29 million of net cash proceeds for the sale of miscellaneous businesses and other assets in 2024 compared to $11 million received in 2023. The Company contributed $3 million to its joint ventures in 2024 compared to $10 million contributed in 2023. The Company paid $29 million and received $4 million related to hedge activity in 2024 and 2023, respectively.
Current wording
The Company received approximately $56 million of net cash proceeds for the sale of miscellaneous businesses and other assets in 2025 compared to $29 million received in 2024. The Company received $8 million and paid $29 million related to hedging activity in 2025 and 2024, respectively.
Previous wording
Financing activities: Cash utilized in financing activities was $8 million for 2024 compared to $27 million of cash utilized by financing activities in 2023. Financing activities in 2024 included additions to long-term debt of $1,102 million, which included the issuance of €500 million aggregate principal amount of 5.250% senior notes due 2029 and $300 million aggregate principal amount of 7.375% senior notes due 2032. Financing activities in 2024 also included the repayment of long-term debt of $1,043 million, which included the repurchase of €323.4 million aggregate principal amount of the Company’s 2.875% Senior Notes 2025 pursuant to a tender offer and the redemption of $300 million aggregate principal amount of the Company’s 6.375% Senior Notes due 2025. Financing activities in 2023 included additions to long-term debt of $1,332 million, which included the issuance of€600 million aggregate principal amount of 6.250% senior notes due 2028 and $690 million aggregate principal amount of 7.250% senior notes due 2031. Financing activities in 2023 also included the repayment of long-term debt of $1,298 million, which included the repurchase and redemption of$250 million aggregate principal amount of the Company’s 5.875% Senior Notes due 2023, the repurchase of €666.7 million aggregate principal amount of
Current wording
Financing activities: Cash utilized in financing activities was $250 million for 2025 compared to $8 million of cash utilized by financing activities in 2024. Financing activities in 2025 included additions to long-term debt of $2,526 million, which included the refinancing of the Company’s credit agreement. Financing activities in 2025 also included the repayment of long-term debt of $2,643 million. Financing activities in 2024 included additions to long-term debt of $1,102 million, which included the issuance of €500 million aggregate principal amount of 5.250% senior notes due 2029 and $300 million aggregate principal amount of 7.375% senior notes due 2032. Financing activities in 2024 also included the repayment of long-term debt of $1,043 million, which included the repurchase of €323.4 million aggregate principal amount of the Company’s 2.875% Senior Notes 2025 pursuant to a tender offer and the redemption of $300 million aggregate principal amount of the Company’s 6.375% Senior Notes due 2025. As a result of financing activities, the Company paid finance fees and premiums of $18 million and $13 million for 2025 and 2024, respectively. Repayments under short-term loans were $30 million in 2025 compared to $17 million of borrowings in 2024. The Company paid approximately $23 million related to hedging activity in 2025.
Previous wording
In May 2024, the Company’s Board of Directors authorized a $100 million anti-dilutive share repurchase program for the Company’s common stock that the Company intends to use to offset stock-based compensation provided to the Company’s directors, officers, and employees. This repurchase program superseded and replaced a prior $150 million repurchase program authorized by the Board of Directors in February 2021. In each of 2024 and 2023, the Company repurchased $40 million of shares of the Company’s common stock under these share repurchase programs. The Company intends to repurchase at least $40 million of shares of the Company’s common stock in 2025.
Current wording
In May 2024, the Company’s Board of Directors authorized a $100 million anti-dilutive share repurchase program for the Company’s common stock that the Company intends to use to offset stock-based compensation provided to the Company’s directors, officers, and employees. In each of 2025 and 2024, the Company repurchased $40 million of shares of the Company’s common stock under these share repurchase programs. The Company intends to repurchase at least $40 million of shares of the Company’s common stock in 2026.
Previous wording
The Company anticipates that cash flows from its operations and from utilization of credit available under the Agreement will be sufficient to fund its operating and seasonal working capital needs, debt service and other obligations on a short-term (the next 12 months) and long-term basis (beyond the next 12 months). However, as the Company cannot predict the conflict between Russia and Ukraine and its impact on the Company’s customers and suppliers, the negative financial impact to the Company’s results cannot be reasonably estimated but could be material. In addition, cash and cash equivalents held by foreign subsidiaries may be subject to foreign withholding taxes upon repatriation to the U.S. At December 31, 2024 and December 31, 2023, the Company had approximately $631 million and $810 million, respectively, in cash and cash equivalents in certain of its foreign subsidiaries. The Company accrues withholding taxes for planned remittances in accordance with assertions under ASC 740 in regards to unremitted earnings. The Company is actively managing its business to maintain cash flow, and it has significant liquidity. The Company believes that these factors will allow it to meet its anticipated funding requirements.
Current wording
obligations on a short-term (the next 12 months) and long-term basis (beyond the next 12 months). However, as the Company cannot predict the conflict between Russia and Ukraine and its impact on the Company’s customers and suppliers, the negative financial impact to the Company’s results cannot be reasonably estimated but could be material. In addition, cash and cash equivalents held by foreign subsidiaries may be subject to foreign withholding taxes upon repatriation to the U.S. At December 31, 2025 and December 31, 2024, the Company had approximately $678 million and $631 million, respectively, in cash and cash equivalents in certain of its foreign subsidiaries. The Company accrues withholding taxes for planned remittances in accordance with assertions under ASC 740 in regards to unremitted earnings. The Company is actively managing its business to maintain cash flow, and it has significant liquidity. The Company believes that these factors will allow it to meet its anticipated funding requirements.
Previous wording
use in the Company’s business is grouped for impairment testing at the lowest level for which cash flows can reasonably be identified, typically a segment or a component of a segment. If an impairment indicator exists, the Company first evaluates the recoverability of PP&E based on undiscounted projected cash flows, excluding interest and taxes. If an asset group is considered impaired, the impairment loss to be recognized is measured as the amount by which the asset group’s carrying amount exceeds its fair value. Historically, most of the Company’s PP&E impairments have been due to restructuring activities that result in the closure of plant sites or disposal of furnaces or other PP&E. All PP&E impairments recorded during 2024, 2023 and 2022 were due to restructuring activities. In these cases, the asset group’s carrying values are reduced to their fair values, which is their expected sale values of the real property less costs to sell.
Current wording
Property, Plant and Equipment (PP&E) - The Company tests for impairment of PP&E whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. PP&E held for use in the Company’s business is grouped for impairment testing at the lowest level for which cash flows can reasonably be identified, typically a segment or a component of a segment. If an impairment indicator exists, the Company first evaluates the recoverability of PP&E based on undiscounted projected cash flows, excluding interest and taxes. If an asset group is considered impaired, the impairment loss to be recognized is measured as the amount by which the asset group’s carrying amount exceeds its fair value. Historically, most of the Company’s PP&E impairments have been due to restructuring activities that result in the closure of plant sites or disposal of furnaces or other PP&E. All PP&E impairments recorded during 2025, 2024 and 2023 were due to restructuring activities. In these cases, the asset group’s carrying values are reduced to their fair values, which is their expected sale values of the real property less costs to sell.
Previous wording
Impairment testing on asset groups that are held for use requires estimation of projected future cash flows generated by the asset group. The assumptions underlying cash flow projections represent management’s best estimates at the time of the impairment review. Factors that management must estimate include, among other things: industry and market conditions, sales volume and prices, production costs and inflation. Changes in key assumptions or actual conditions which differ from estimates could result in an impairment charge. The Company uses reasonable and supportable assumptions when performing impairment reviews and cannot predict the occurrence of future events and circumstances that could result in impairment charges. During 2024, 2023 and 2022, no impairment indicators were identified, and no impairment testing has been required related to PP&E asset groups that are held for use.
Current wording
Impairment testing on asset groups that are held for use requires estimation of projected future cash flows generated by the asset group. The assumptions underlying cash flow projections represent management’s best estimates at the time of the impairment review. Factors that management must estimate include, among other things: industry and market conditions, sales volume and prices, production costs and inflation. Changes in key assumptions or actual conditions which differ from estimates could result in an impairment charge. The Company uses reasonable and supportable assumptions when performing impairment reviews and cannot predict the
Previous wording
During the fourth quarter of 2023, the Company completed its annual impairment testing and determined that the goodwill balance on its North America reporting unit was fully impaired. The primary driver of this impairment was management’s update to its long-range plan, which indicated lower estimated future cash flows for its North America reporting unit (in the Americas segment) as compared to the projections used in the prior goodwill impairment test performed as of October 1, 2022. The Company’s business in North America has experienced declining shipments to its alcoholic beverage customers, especially in the second half of 2023, and this trend is likely to continue for the foreseeable future. As a result, in the fourth quarter of 2023, the Company permanently closed a plant and two additional furnaces in the North America reporting unit to better balance its long-term manufacturing supply with lower demand. The update to management’s long-range plan, combined
Current wording
During the fourth quarter of 2023, the Company completed its annual impairment testing and determined that the goodwill balance on its North America reporting unit was fully impaired. The primary driver of this impairment was management’s update to its long-range plan, which indicated lower estimated future cash flows for its North America reporting unit (in the Americas segment) as compared to the projections used in the prior goodwill impairment test performed as of October 1, 2022. The Company’s business in North America has experienced declining shipments to its alcoholic beverage customers, especially in the second half of 2023, and this trend is likely to continue for the foreseeable future. As a result, in the fourth quarter of 2023, the Company permanently closed a plant and two additional furnaces in the North America reporting unit to better balance its long-term manufacturing supply with lower demand. The update to management’s long-range plan, combined withthe impact of a higher weighted average cost of capital given higher interest rates andthe narrow difference between the estimated fair value and carrying value of the North America reporting unit as of October 1, 2022, resulted in the BEV of the Company’s North American reporting unit declining to less than its carrying value. As a result, the Company recorded a non-cash impairment charge of $445 million in the fourth quarter of 2023, which was equal to the remaining goodwill balance on its North America reporting unit.
Previous wording
Goodwill at December 31, 2024 totaled approximately $1.32 billion, representing approximately 15% of total assets. As of December 31, 2024, the Company has three reporting units and includes $800 million of recorded goodwill to the Company’s Europe reporting unit, $521 million of recorded goodwill to the Company’s Latin America reporting unit and $0 of recorded goodwill to the Company’s North America reporting unit (subsequent to the 2023 impairment). During the fourth quarter of 2024, the Company completed its annual impairment testing and determined that noimpairment existed. The BEVs of the Company’s Europe and Latin America reporting units substantially exceeded their carrying values as of October 1, 2024. However, there can be no assurance that anticipated financial results will be achieved, and the goodwill balances remain susceptible to future impairment charges. Future changes in the Company’s cost of capital or expected cash flows may cause the Company’s goodwill to become impaired, resulting in a non-cash charge against the Company’s results of operations. Any impairment charges that the Company may take in the future could be material to its consolidated results of operations and financial condition.
Current wording
Goodwill at December 31, 2025 totaled approximately $1.49 billion, representing approximately 16% of total assets. As of December 31, 2025, the Company has three reporting units and includes $897 million of recorded goodwill to the Company’s Europe reporting unit, $590 million of recorded goodwill to the Company’s Latin America reporting unit and $0 of recorded goodwill to the Company’s North America reporting unit (subsequent to the 2023 impairment). During the fourth quarter of 2025, the Company completed its annual impairment testing and determined that noimpairment existed. As of October 1, 2025, the BEV of the Company’s Europe reporting unit exceeded its carrying value by approximately 21%, while the BEV of the Company’s Latin America reporting unit substantially exceeded its carrying value. However, there can be no assurance that anticipated financial results will be achieved, and the goodwill balances remain susceptible to future impairment charges. Future changes in the Company’s cost of capital or expected cash flows may cause the Company’s goodwill to become impaired, resulting in a non-cash charge against the Company’s results of
Previous wording
Estimates - The determination of pension obligations and the related pension expense or credits to operations involves certain estimations. The most critical estimates are the discount rate used to calculate the actuarial present value of benefit obligations and the expected long-term rate of return on plan assets. The Company uses discount rates based on yields of high quality fixed rate debt securities at the end of the year. At December 31, 2024, the weighted average discount rate was 5.66% and 5.74% for U.S. and non-U.S. plans, respectively. The Company uses an expected long-term rate of return on assets that is based on both past performance of the various plans’ assets and estimated future performance of the assets. In developing this assumption, the Company also considers the Plans’ asset mix and evaluates input from its third-party pension plan asset consultants, including their review of asset class return expectations. Due to the nature of the plans’ assets and the volatility of debt and equity markets, actual returns may vary significantly from year to year. For purposes of determining pension charges and credits in 2024, the Company’s estimated weighted average expected long-term rate of return on plan assets is 5.75% for U.S. plans and 5.14% for non-U.S. plans compared to 5.75% for U.S. plans and 4.67% for non-U.S. plans in 2023. The Company recorded pension expense (exclusive of settlement and curtailment charges) of $32 million, $30 million, and $34 million in 2024, 2023, and 2022, respectively. Depending on currency translation rates, the Company expects to record approximately $29 million of total pension expense for the full year of 2025. The 2025 pension expense will reflect a 5.75% and 5.12% expected long-term rate of return for the U.S. assets and non-U.S. assets, respectively.
Current wording
Estimates - The determination of pension obligations and the related pension expense or credits to operations involves certain estimations. The most critical estimates are the discount rate used to calculate the actuarial present value of benefit obligations and the expected long-term rate of return on plan assets. The Company uses discount rates based on yields of high quality fixed rate debt securities at the end of the year. At December 31, 2025, the weighted average discount rate was 5.49% and 5.80% for U.S. and non-U.S. plans, respectively. The Company uses an expected long-term rate of return on assets that is based on both past performance of the various plans’ assets and estimated future performance of the assets. In developing this assumption, the Company also considers the Plans’ asset mix and evaluates input from its third-party pension plan asset consultants, including their review of asset class return expectations. Due to the nature of the plans’ assets and the volatility of debt and equity markets, actual returns may vary significantly from year to year. For purposes of determining pension charges and credits in 2025, the Company’s estimated weighted average expected long-term rate of return on plan assets is 5.75% for U.S. plans and 5.12% for non-U.S. plans compared to 5.75% for U.S. plans and 5.14% for non-U.S. plans in 2024. The Company recorded pension expense (exclusive of settlement and curtailment charges) of $31 million, $32 million, and $30 million in 2025, 2024, and 2023, respectively. Depending on currency translation rates, the Company expects to record approximately $34 million of total pension expense for the full year of 2026. The 2026 pension expense will reflect a 5.75% and 5.16% expected long-term rate of return for the U.S. assets and non-U.S. assets, respectively.
Showing the first 40 of 42 pairs. Open the source sections for the rest.
Rearranged current paragraphs (11)
Current report — wording carried from elsewhere
In 2025, the Company finalized its plans for the permanent closure of several plants and furnaces and the elimination of a number of selling, general and administrative positions in Europe in connection with its Fit to Win initiative. The Company will continue to monitor business trends and consider whether any additional temporary downtime or permanent capacity closures in Europe will be necessary in future periods to align its business with demand trends. Any permanent capacity closures could result in material restructuring and impairment charges, as well as cash expenditures, in future periods.
Current report — wording carried from elsewhere
ongoing operations and other adjustments as set forth in the following table (dollars in millions).
Current report — wording carried from elsewhere
The Company experiences a variety of impacts due to weather-related events, including severe weather, and events related to climate change, which may include extreme storms, flooding, wildfires, extreme temperatures, and chronic changes in meteorological patterns, across its 64 manufacturing facilities in 18 different
Current report — wording carried from elsewhere
For the year ended December 31, 2024, the Company recorded restructuring and other charges of approximately $206 million to Other expense, net ($204 million) and Equity earnings ($2 million) in the Consolidated Results of Operations, primarily related to the Fit to Win initiative. These charges consisted of employee costs, such as severance and benefit-related costs, write-down of assets and other exit costs in the
Current report — wording carried from elsewhere
Americas segment ($79 million), Europe segment ($115 million) and Retained corporate costs and other ($14 million). These charges also reflect approximately $2 million of other credits.
Current report — wording carried from elsewhere
The Total Leverage Ratio (as defined in the Credit Agreement) determines pricing under the Credit Agreement for the Term Loans A and the revolving credit facility. The interest rate on borrowings under the
Current report — wording carried from elsewhere
The Company anticipates that cash flows from its operations and from utilization of credit available under the Agreement will be sufficient to fund its operating and seasonal working capital needs, debt service and other
Current report — wording carried from elsewhere
occurrence of future events and circumstances that could result in impairment charges. During 2025, 2024 and 2023, no impairment indicators were identified, and no impairment testing has been required related to PP&E asset groups that are held for use.
Current report — wording carried from elsewhere
operations. Any impairment charges that the Company may take in the future could be material to its consolidated results of operations and financial condition.
Current report — wording carried from elsewhere
Company has received tax assessments in excess of established reserves for uncertain tax positions. The Company is contesting these tax assessments, and will continue to do so, including pursuing all available remedies, such as appeals and litigation, if necessary.
Current report — wording carried from elsewhere
has recorded a valuation allowance for the portion of deferred tax assets where based on the weight of available evidence it is unlikely to realize those deferred tax assets.
Rearranged previous paragraphs (7)
Previous report — wording carried elsewhere
For the year ended December 31, 2023, the Company recorded a pretax gain of approximately $4 million on the sale of the land and buildings of a previously closed plant in China.
Previous report — wording carried elsewhere
During the fourth quarter of 2023, the Company completed its annual impairment testing and determined that the goodwill balance on its North America reporting unit was fully impaired. The primary driver of this impairment was management’s update to its long-range plan, which indicated lower estimated future cash flows for its North American reporting unit (in the Americas segment) as compared to the projections used in the prior goodwill impairment test performed as of October 1, 2022. As a result, the Company recorded a non-cash impairment charge of $445 million in the fourth quarter of 2023, which was equal to the remaining goodwill balance on its North America reporting unit.
Previous report — wording carried elsewhere
See Note 11 to the Consolidated Financial Statements for further information.
Previous report — wording carried elsewhere
weighted average interest rate on borrowings outstanding under the Credit Agreement at December 31, 2024 was 6.32%.
Previous report — wording carried elsewhere
the Company’s 3.125% Senior Notes due 2024, and the repurchase of $282.8 million aggregate principal amount of the Company’s 5.375% Senior Notes due 2025. As a result of financing activities, the Company paid finance fees and premiums of $13 million and $22 million for 2024 and 2023, respectively. Borrowings under short-term loans were $17 million and $47 million in 2024 and 2023, respectively. The Company paid approximately $40 million related to hedging activity in 2023.
Previous report — wording carried elsewhere
Property, Plant and Equipment (PP&E) - The Company tests for impairment of PP&E whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. PP&E held for
Previous report — wording carried elsewhere
withthe impact of a higher weighted average cost of capital given higher interest rates andthe narrow difference between the estimated fair value and carrying value of the North America reporting unit as of October 1, 2022, resulted in the BEV of the Company’s North American reporting unit declining to less than its carrying value. As a result, the Company recorded a non-cash impairment charge of $445 million in the fourth quarter of 2023, which was equal to the remaining goodwill balance on its North America reporting unit.