Smurfit Westrock plc
For the period ended Dec 31, 2025. Filed Feb 27, 2026.
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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 27, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-K
Period ended 2024-12-31; filed 2025-03-07.
0002005951-25-000005
Item 7. results of operationsCurrent report: 10-K
Period ended 2025-12-31; filed 2026-02-27.
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Item 7. Management’s Discussion and Analysisof 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.
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A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
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MANAGEMENT’S DISCUSSION AND ANALYSIS OF THE FINANCIAL CONDITION AND RESULTS OF
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OPERATIONS OF SMURFIT WESTROCK
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The following discussion and analysis of Smurfit Westrock’s financial condition and results of operations should be read in
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conjunction with Smurfit Westrock’s audited Consolidated Financial Statements and their related notes for the year ended
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December 31, 2025 and our audited Consolidated Financial Statements and their related notes for the year ended December 31,
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This discussion contains forward-looking statements that involve risks and uncertainties. Smurfit Westrock’s future results could
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differ materially from the results discussed below. Factors that could cause or contribute to such differences include, but are not
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limited to, those identified below and those discussed in the Item 1A. Risk Factors. Please refer to the section above entitled
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“Cautionary Note Regarding Forward-Looking Statements" for additional information.
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Smurfit Kappa was determined to be the accounting acquirer in the Combination; therefore, the historical consolidated financial
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statements of Smurfit Kappa for periods prior to the Combination were also considered to be the historical financial statements of the
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Company. Unless otherwise specified or the context otherwise requires, all references to the “Company” and “Smurfit Kappa” refer
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to Smurfit Kappa Group plc and its subsidiaries and their operations when referring to periods prior to the closing of the
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Combination, and references to the “Company” and “Smurfit Westrock” refer to the combined company, Smurfit Westrock and its
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subsidiaries, including, among others, Smurfit Kappa and WestRock, when referring to periods after the Combination.
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OVERVIEW
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Smurfit Westrock is one of the world's largest integrated manufacturers of paper-based packaging products in terms of volumes and
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sales, with operations in North America, South America, Europe, Asia, Africa, and Australia. Smurfit Westrock partners with its
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customers to provide differentiated, sustainable paper and packaging solutions that enhance its customers’ prospects of success in their
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markets.
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Transaction Agreement and Combination with WestRock
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Smurfit Westrock was created in July 2024 as a strategic combination between Smurfit Kappa Group plc(re-registered as Smurfit
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Kappa Group Limited) (“Smurfit Kappa”) and WestRock Company (“WestRock”). The Combination closed on July 5, 2024. Upon
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completion of the Combination, Smurfit Kappa and WestRock each became wholly-owned subsidiaries of Smurfit Westrock. As noted
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above, Smurfit Kappa was determined to be the accounting acquirer of WestRock. Accordingly, the financial statements reflected in
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these Consolidated Financial Statements and the discussions below include WestRock's financial position and results of operations for
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the period subsequent to the completion of the Combination on July 5, 2024. Consequently, the results reported for the twelve months
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ended December 31, 2024 do not include WestRock’s financial results for the first five days of July or any prior periods. Therefore, in
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fiscal 2025 acquired WestRock operations were included for an incremental six months and five days compared to fiscal 2024.
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Refer to “Note 2. Acquisitions” of the Consolidated Financial Statements for additional information related to the Combination and
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the accounting for the Combination.
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Following the completion of the Combination, Smurfit Westrock reassessed the Company’s reportable segments due to changes in
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organizational structure and how the Company’s chief operating decision maker (“CODM”) makes key operating decisions, allocates
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resources and assesses the performance of the business. Accordingly, Smurfit Westrock began to manage the combined business as
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three reportable segments: (1) North America, (2) Europe, MEA and APAC, and (3) LATAM. Refer to “Note 3. Segment
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Information” of the Consolidated Financial Statements for further discussion of the Company’s segment reporting structure.
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A detailed discussion of the fiscal 2025 year-over-year changes can be found below and a detailed discussion of fiscal 2024 year-over-
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year changes can be found in Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in
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our Annual Report on Form 10-K for the fiscal year ended December 31, 2024.
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EXECUTIVE SUMMARY
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Both legacy Smurfit Kappa and WestRock established and publicly disclosed sustainability targets which are important to many
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stakeholders, including certain investors and customers. Similarly, Smurfit Westrock may develop and publish new consolidated
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group targets. We expect to report performance relative to any such targets on an annual basis. Failure to meet any such targets could
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result in negative publicity and reputational damage and could have a material adverse effect on our business, reputation, results of
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operations, financial condition and the trading price of our ordinary shares. If any such targets or commitments are not achieved on
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their projected timelines or at all, or if they are perceived negatively, including the perception that they are not sufficiently robust or,
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conversely, are too costly, this would impact our reputation as well as our relationships with investors, customers and other
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stakeholders. Moreover, any failure to act responsibly with respect to sustainability issues or to effectively respond to new, or changes
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in, legal or regulatory requirements concerning environmental or other sustainability matters, or increased operating or manufacturing
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costs due to increased regulation could have a material adverse effect on our business, reputation, operating results, financial condition
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and the trading price of our ordinary shares. In addition, we may also be adversely impacted as a result of conduct by contractors,
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customers or suppliers that fail to meet our or our stakeholders’ sustainability standards.
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Any of these risks could adversely affect our results of operations, cash flows and financial condition and the trading price of our
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Failure by us to successfully implement strategic transformation initiatives, including those relating to information technology
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infrastructure, could adversely affect our business.
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Smurfit Kappa and WestRock have throughout the years undertaken various projects relating to information technology infrastructure.
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As part of integration initiatives, the Company is reviewing and evaluating its various business systems and the system strategies and
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alternatives for Smurfit Westrock. The implementation of changes in business systems could represent a significant financial
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undertaking and may require substantial time and attention of management and key employees. We may not be able to successfully
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implement these initiatives without delays or may experience unanticipated business disruptions and/or we may not achieve the
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desired benefits from such changes. Project completion dates may also change. Any of these items, along with any failure to
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effectively manage data governance risks during implementation of these initiatives, could adversely affect our results of operations,
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cash flows and financial condition and the trading price of our ordinary shares.
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If we are unsuccessful in integrating acquisitions or if disposals result in unexpected costs or liabilities, our business could be
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We have completed a number of mergers, acquisitions, investments and divestitures in the past, including the recent Combination, and
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we may seek to acquire, invest in, sell or enter into transactions with additional companies in the future. See also the risks discussed
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under “Risks Related to the Combination” described below.
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We may not be able to identify suitable targets or purchasers or successfully complete suitable transactions in the future, and future
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completed transactions may not be successful.
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These transactions create risks, including, but not limited to, risks associated with:
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•disrupting our ongoing business, including greater than expected costs and management time and effort involved in
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identifying and completing the transactions and integrating acquisitions;
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•integrating acquired businesses and personnel into our business, including integrating personnel, information technology
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systems and operations across different cultures and languages, and addressing the operational risks associated with these
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integration activities as well as the economic, political and regulatory risks associated with specific countries;
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•working with partners or other ownership structures with shared decision-making authority;
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•obtaining and verifying relevant information regarding a business prior to the consummation of the transaction, including the
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identification and assessment of liabilities, claims or other circumstances that could result in litigation or regulatory risk
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Retirement Plans” of the Notes to Consolidated Financial Statements for additional information.
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Debt” and “Note 22. Variable Interest Entities” of the Notes to Consolidated Financial Statements for a discussion of the receivables
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See “Note 21. Commitments and Contingencies” of the Notes to Consolidated Financial Statements for additional information.
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•Capital commitments. See “Note 21. Commitments and Contingencies,” of the Notes to the Consolidated Financial
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•Purchase commitments. See “Note 21. Commitments and Contingencies,” of the Notes to the Consolidated Financial