Latest news with #PeterKonieczny
Yahoo
02-05-2025
- Business
- Yahoo
Amcor completes acquisition of Berry Global
This story was originally published on Packaging Dive. To receive daily news and insights, subscribe to our free daily Packaging Dive newsletter. Amcor, a global multi-substrate rigid and flexible packaging manufacturer, closed its all-stock acquisition of Indiana-based Berry Global on Wednesday – ahead of schedule, Amcor executives touted. CEO Peter Konieczny said in a statement that Amcor will enter fiscal year 2026 'in a better position than we anticipated.' Amcor reiterated expectations for $650 million in savings by the end of FY2028 — including $260 million in FY2026 — for the consumer and healthcare packaging giant. In a presentation during Amcor's fiscal Q3 earnings call late Wednesday, executives detailed that this will start as procurement, general and administrative and operations — or footprint optimization — efficiencies, followed by growth and financial synergies. Amcor said these benefits are not contingent on the macroeconomic environment. The Zurich-based company's reach now spans approximately 140 countries, with some 400 facilities, 70,000 employees and $23 billion in anticipated sales revenue. 'This combination delivers on our strategy to become a stronger company with a broader, more complete offering for customers and enhanced positions in attractive categories,' Konieczny said in a statement, highlighting plans to further refine the portfolio. Amcor projects annual cash flow of more than $3 billion by FY2028, 'providing significant capacity for Amcor to fund organic reinvestment, value accretive M&A and shareholder returns,' the company announced. Fred Stephan, who was previously president of Amcor Flexibles North America and then chief operating officer for Amcor, will serve as division president for global flexibles, which covers about 60% of Amcor's business. Jean-Marc Galvez, who served as Berry's president of the international consumer packaging division, has been appointed president of global containers and closures at Amcor, which is expected to account for the remaining 40%. The deal, described as the largest transaction in Amcor's history, was first announced last November and was previously valued at $8.4 billion. Earlier in 2024, Berry had discussed combinations and other strategic alternatives with multiple other companies. The transaction received respective shareholder approvals in February. That same month, Konieczny explained that Amcor would consider divestitures from Berry's portfolio. On Wednesday, Konieczny clarified that 'we're definitely looking at pruning of the portfolio in the context of the combined company' but it 'has nothing to do with carving out either legacy Berry or legacy Amcor.' Amcor last reported annual net sales of $13.6 billion for its 2024 fiscal year. Berry's most recent annual net sales totaled $12.3 billion. Berry released first-quarter results on Wednesday. Net sales totaled $2.52 billion, which represented 2% organic growth. In flexibles, net sales decreased by 5% to $761 million, which Berry partly attributed to selling its tapes business. Amcor's sales during the quarter ended March 31 fell about 2% year over year to $3.33 billion. Sales in flexibles increased while rigids declined. Customer and consumer demand was particularly weak in the North American beverages business, CFO Michael Casamento said on the earnings call. Inflation and subsequent tariff uncertainty have hurt consumer sentiment, Konieczny noted. Now in its fiscal fourth quarter, Amcor expects volume growth will remain muted. With its fiscal year ending on June 30, Amcor now projects adjusted earnings per share in a narrower range of 72 to 74 cents per share and adjusted free cash flow between $900 million and $1 billion. This takes into account having Berry in May and June. Editor's note: This story has been updated with additional information from Amcor's fiscal Q3 earnings call and presentation late Wednesday. Recommended Reading European Commission approves Amcor acquisition of Berry Global Sign in to access your portfolio
Yahoo
01-05-2025
- Business
- Yahoo
Amcor PLC (AMCCF) Q3 2025 Earnings Call Highlights: Navigating Growth Amidst Challenges
Net Sales: $3.3 billion, marginally higher than last year. EBIT: $384 million, marginally higher than last year. Adjusted EPS Growth: Up 5% on a comparable basis. Flexibles Segment Volume Growth: Up 1% year-over-year. EBIT Margin for Flexibles: 13.7%, broadly in line with last year. Rigid Packaging Net Sales: Approximately 3% lower than last year. Rigid Packaging Volume Decline: 2% decline year-over-year. Net Cash Outflow: $17 million year-to-date. Leverage: 3.5 times, expected to reduce to approximately 3 times by end of fiscal 2026. Dividend: $0.1275 per share, 2% higher than the same quarter last year. Free Cash Flow Outlook: $900 million to $1 billion for the year. Synergies: $650 million expected over the next three years, with $260 million benefiting fiscal '26 earnings. Annual Cash Flow Projection: Exceed $3 billion each year by fiscal '28. EPS Outlook for Fiscal 2025: $0.72 to $0.74 per share on a reported basis. Warning! GuruFocus has detected 4 Warning Sign with AMCCF. Release Date: April 30, 2025 For the complete transcript of the earnings call, please refer to the full earnings call transcript. Amcor PLC (AMCCF) successfully closed its transformational combination with Berry Global earlier than anticipated, positioning the company to accelerate earnings growth through significant synergies. The company reported continued EPS growth in Q3, reflecting disciplined execution and resilience in a variable demand environment. Amcor PLC (AMCCF) has identified $650 million in synergies from the merger, with a clear plan to deliver $260 million in fiscal '26, contributing to significant earnings growth. The merger enhances Amcor PLC (AMCCF)'s capabilities in material science and innovation, with over 1,500 R&D professionals and an annual R&D investment of approximately $180 million. The company expects annual cash flow available for reinvestment to exceed $3 billion by fiscal '28, supporting organic growth, further M&A, and a growing dividend. North American volumes were weaker than anticipated, particularly in the beverage sector, due to soft consumer demand and macroeconomic uncertainties. The company experienced a net cash outflow of $17 million year-to-date, driven by higher inventories resulting from weaker sales volumes. Leverage increased to 3.5 times, higher than anticipated, due to stronger euro spot rates and higher quarter-end net debt. The demand environment in North America became more variable and uncertain, impacting the company's performance in the region. Amcor PLC (AMCCF) anticipates muted volume growth in Q4, reflecting ongoing macroeconomic challenges and uncertainty around tariffs. Q: Can you explain the progressive deceleration in North American volumes and what customers are sharing about this trend? A: Peter Konieczny, CEO: We entered the quarter expecting low- to mid-single-digit volume growth but saw weakness in North America, particularly in our beverage business, which was down high single digits. This was softer than the previous quarter. The decline is attributed to soft consumer demand, driven by sticky inflation and uncertainty around tariffs, rather than destocking, which is now behind us. Q: Regarding the 20% synergy-driven EPS growth assumption for fiscal '26, is there an underlying assumption about organic growth? A: Peter Konieczny, CEO: We are not providing specific guidance for fiscal '26 yet, but we have confidence in achieving $260 million in synergies, which translates to a 12% EPS uplift. This is independent of macroeconomic conditions, as we have clear plans and dedicated teams to deliver these synergies. Q: Can you provide a breakdown of the $260 million synergies expected in FY26, particularly regarding procurement? A: Michael Casamento, CFO: The synergies will come from SG&A, procurement, operations, and growth. Initially, SG&A will contribute, followed by procurement, which will build over time. Operations synergies take longer due to footprint optimization. We have identified areas of overlap and are confident in achieving these targets. Q: How has the idea of portfolio pruning changed since the merger announcement, given the current M&A environment? A: Peter Konieczny, CEO: We are assessing our portfolio in the context of the combined entity and the current environment. While the environment won't stop our initiative, timing for execution is uncertain. We remain disciplined in our approach and will continue to evaluate opportunities for portfolio optimization. Q: How do you plan to achieve procurement savings, especially in a challenging environment for resin suppliers? A: Peter Konieczny, CEO: The combined spend of $13 billion, with $10 billion in raw materials, allows us to leverage scale for better terms. We expect a 3% savings over three years, which is achievable. We will engage suppliers now that the acquisition is closed, focusing on price, terms, and alternative sourcing to drive value. For the complete transcript of the earnings call, please refer to the full earnings call transcript. This article first appeared on GuruFocus.
Associated Press
30-04-2025
- Business
- Associated Press
Amcor completes combination with Berry Global; Positioned to significantly enhance value for customers and shareholders
Creates broader more complete portfolio with scale and global breadth, brings together material science and innovation capabilities required to revolutionize product development, enhances positions in attractive categories Provides clear visibility to approximately 12% EPS accretion in FY26 through synergy benefits alone 35%+ EPS accretion by end of FY28 through $650 million total synergies Expected annual cash flow of over $3 billion by FY28 provides significant capacity to fund organic reinvestment, value accretive M&A and capital returns to shareholders through a compelling dividend and share repurchases Unlocks further opportunities to refine portfolio, to enhance average growth rates, margins and cash generation ZURICH, April 30, 2025 /PRNewswire/ -- Amcor plc ('Amcor') (NYSE: AMCR, ASX: AMC) today announced the successful completion of its all-stock combination with Berry Global ('Berry'), effective today. Through this combination, Amcor enhances its position as a global leader in consumer and healthcare packaging solutions with the unique material science and innovation capabilities required to revolutionize product development and meet customers' and consumers' sustainability aspirations. With multiple new growth opportunities and $650 million of identified synergies, Amcor is well placed to deliver significant near- and long-term value for customers and shareholders. Amcor CEO Peter Konieczny commented, 'This combination delivers on our strategy to become a stronger company with a broader, more complete offering for customers and enhanced positions in attractive categories. Our focus now turns to delivering on synergies and growth opportunities, including leveraging our extensive global footprint and enhanced innovation and R&D capabilities, while also further refining our portfolio. The outstanding work our teams have completed over the past several months enables Amcor to enter fiscal 2026 in a better position than we anticipated, with a synergy run rate that will start strong and build quickly through the year. We are now uniquely positioned to deliver more consistent growth, further improve margins and drive compelling near- and long-term value for shareholders.' In fiscal 2026, before taking into account growth in the underlying business, Amcor expects delivery of $260 million of pre-tax synergies alone to drive adjusted EPS accretion of approximately 12 percent. By the end of fiscal 2028, the company expects total pre-tax synergy benefits to build to approximately $650 million and to have delivered an additional $280 million one-time cash benefits from working capital improvements. Including full run rate synergies, annual cash flow is expected to exceed $3 billion by fiscal 2028, providing significant capacity for Amcor to fund organic reinvestment, value accretive M&A and shareholder returns through a compelling and growing dividend and share repurchases, taking long-term shareholder value creation to a new and higher level. Amcor CEO Peter Konieczny concluded, 'As a clear leader in consumer and healthcare packaging with a broad global footprint, Amcor is now better positioned to meet customer and consumer needs as markets continue to evolve. We are thrilled to welcome our new employees, customers and shareholders. This is day one of an exciting and incredibly strong future for Amcor and all our stakeholders.' About Amcor Amcor is a global leader in packaging solutions for consumer and healthcare products. With industry-leading innovation capabilities, global scale and technical expertise, we help our customers grow and meet the needs of millions of consumers every day. Our teams develop responsible, more sustainable packaging in flexible and rigid formats across multiple materials. Supported by a commitment to safety, ~70,000 colleagues across ~140 countries bring our global capabilities to local customers and provide local access to global brands. Our work is guided by our purpose of elevating customers, shaping lives and protecting the future. NYSE: AMCR; ASX: AMC | LinkedIn | YouTube Cautionary Statement Regarding Forward-Looking Statements This press release contains certain statements that are 'forward-looking statements' within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements are generally identified with words like 'believe,' 'expect,' 'target,' 'project,' 'may,' 'could,' 'would,' 'approximately,' 'possible,' 'will,' 'should,' 'intend,' 'plan,' 'anticipate,' 'commit,' 'estimate,' 'potential,' 'ambitions,' 'outlook,' or 'continue,' the negative of these words, other terms of similar meaning, or the use of future dates. Such statements, including projections as to the anticipated benefits of the merger with Berry Global Group Inc. ('Berry'), the impact of the merger on Amcor's and Berry's business and future financial and operating results and prospects, and the amount and timing of synergies from the merger, are based on the current estimates, assumptions, projections and expectations of the management of Amcor and Berry and are qualified by the inherent risks and uncertainties surrounding future expectations generally. Actual results could differ materially from those currently anticipated due to a number of risks and uncertainties many of which are beyond Amcor's and Berry's control. Neither Amcor nor Berry nor any of their respective directors, executive officers, or advisors, provide any representation, assurance, or guarantee that the occurrence of the events expressed or implied in any forward-looking statements will actually occur or if any of them do occur, what impact they will have on the business, results of operations or financial condition of Amcor and Berry. Should any risks and uncertainties develop into actual events, these developments could have a material adverse effect on Amcor's and Berry's respective businesses, the merger and the ability to successfully realize expected benefits from the merger. Risks and uncertainties that could cause actual results to differ from expectations include, but are not limited to: risks arising from the integration of the Amcor and Berry businesses; risk that the anticipated benefits of the merger may not be realized when expected or at all; risk of unexpected costs or expenses resulting from the merger; risk of litigation related to the merger; risks related to the disruption of management's time from ongoing business operations as a result of the merger; risk that the merger may have an adverse effect on Amcor's and Berry's respective ability to retain key personnel and customers; general economic, market and social developments and conditions; evolving legal, regulatory and tax regimes under which Amcor or Berry operates; potential business uncertainty, including changes to existing business relationships, that could affect Amcor's and Berry's respective financial performance; changes in consumer demand patterns and customer requirements in numerous industries; the loss of key customers, a reduction in their production requirements, or consolidation among key customers; significant competition in the industries and regions in which Amcor or Berry operates; an inability to expand Amcor's and Berry's respective current businesses effectively through either organic growth, including product innovation, investments, or acquisitions; challenging global economic conditions; impacts of operating internationally; price fluctuations or shortages in the availability of raw materials, energy, and other inputs which could adversely affect Amcor's and Berry's respective businesses; production, supply, and other commercial risks, including counterparty credit risks, which may be exacerbated in times of economic volatility; pandemics, epidemics, or other disease outbreaks; an inability to attract and retain Amcor's and Berry's respective global executive teams and Amcor's and Berry's respective skilled workforce and manage key transitions; labor disputes and an inability to renew collective bargaining agreements at acceptable terms; physical impacts of climate change; cybersecurity risks, which could disrupt Amcor's and Berry's respective operations or risk of loss of Amcor's and Berry's respective sensitive business information; failures or disruptions in Amcor's and Berry's respective information technology systems which could disrupt Amcor's and Berry's respective operations, compromise customer, employee, supplier, and other data; a significant increase in Amcor's and Berry's respective indebtedness or a downgrade in Amcor's and Berry's respective credit ratings could reduce Amcor's and Berry's respective operating flexibility and increase Amcor's and Berry's respective borrowing costs and negatively affect Amcor's and Berry's respective financial condition and results of operations; rising interest rates that increase Amcor's and Berry's respective borrowing costs on Amcor's and Berry's respective variable rate indebtedness and could have other negative impacts; foreign exchange rate risk; a significant write-down of goodwill and/or other intangible assets; a failure to maintain an effective system of internal control over financial reporting; an inability of Amcor's and Berry's respective insurance policies, including Amcor's and Berry's respective use of a captive insurance company, to provide adequate protection against all of the risks Amcor and Berry face; an inability to defend Amcor's or Berry's respective intellectual property rights or intellectual property infringement claims against Amcor or Berry; litigation, including product liability claims or litigation related to Environmental, Social, and Governance ('ESG'), matters or regulatory developments; increasing scrutiny and changing expectations from investors, customers, suppliers, and governments with respect to Amcor's and Berry's respective ESG practices and commitments resulting in additional costs or exposure to additional risks; changing ESG government regulations including climate-related rules; changing environmental, health, and safety laws; changes in tax laws or changes in Amcor's and Berry's respective geographic mix of earnings; and other risks and uncertainties are supplemented by those identified from time to time in Amcor's and Berry's filings with the Securities and Exchange Commission (the 'SEC'), including without limitation, those described under Part I, 'Item 1A - Risk Factors' in Amcor's Annual Report on Form 10-K for the fiscal year ended June 30, 2024 and Berry's Annual Report on Form 10-K for the fiscal year ended September 28, 2024, each as updated by Amcor's or Berry's quarterly reports on Form 10-Q. You can obtain copies of Amcor's and Berry's filings with the SEC for free at the SEC's website ( ). Forward-looking statements included herein are made only as of the date hereof and Amcor and Berry do not undertake any obligation to update any forward-looking statements, or any other information in this communication, as a result of new information, future developments or otherwise, or to correct any inaccuracies or omissions in them which become apparent, except as expressly required by law. All forward-looking statements in this communication are qualified in their entirety by this cautionary statement. View original content to download multimedia: SOURCE Amcor
Yahoo
28-02-2025
- Business
- Yahoo
Amcor and Berry Global merger approved by shareholders
Global packaging solutions company Amcor and plastic packaging producer Berry Global's shareholders have given their approval for the merger of the two companies, originally announced in November 2024. More than 71% of Amcor's outstanding shares were present or represented by proxy at the vote, with more than 99% voting in favour of the proposal. Similarly, Berry Global saw more than 83% of its shares represented, with over 98% voting in support. The final voting results will be filed by both companies with the US Securities and Exchange Commission (SEC) on Form 8-K. Berry Global Group CEO Kevin Kwilinski said: 'We are excited to take another important step toward finalising this combination between Berry and Amcor and are pleased the shareholders of both companies clearly recognise the significant opportunities we will have as one company to deliver enhanced value for all stakeholders." The anticipated closure of this combination is set for the middle of 2025, pending the fulfilment of closing conditions. Once combined, Amcor and Berry Global are poised to offer improved consumer and healthcare packaging solutions to their customers, leveraging their combined material science and innovation capabilities to drive product development. Amcor CEO Peter Konieczny said: 'The resounding support from both companies' shareholders marks another important milestone in bringing Amcor and Berry together. 'Our combined company will be positioned to serve customers better, grow faster and operate globally in a way neither company could accomplish alone. Together, we have an exciting and unique opportunity to truly transform the future of packaging.' In November last year, Amcor and Berry Global Group entered into the definitive merger agreement to create a consumer packaging solutions company through an all-stock transaction. At the time, the $8.4bn deal was expected to generate annual synergies of $650m. "Amcor and Berry Global merger approved by shareholders" was originally created and published by Packaging Gateway, a GlobalData owned brand. The information on this site has been included in good faith for general informational purposes only. It is not intended to amount to advice on which you should rely, and we give no representation, warranty or guarantee, whether express or implied as to its accuracy or completeness. You must obtain professional or specialist advice before taking, or refraining from, any action on the basis of the content on our site. Sign in to access your portfolio
Yahoo
26-02-2025
- Business
- Yahoo
Amcor and Berry Global Shareholders Overwhelmingly Approve Combination
Approval marks another significant milestone towards combining these highly complementary businesses ZURICH, Switzerland & EVANSVILLE, Ind., February 26, 2025--(BUSINESS WIRE)--Amcor plc ("Amcor") (NYSE: AMCR, ASX: AMC) and Berry Global Group, Inc. ("Berry") (NYSE: BERY) today announce that at their respective shareholder meetings, held yesterday, shareholders of both companies overwhelmingly voted to approve the combination of these two companies. This approval satisfies the shareholder vote condition for the combination, originally announced in November 2024. Together, Amcor and Berry will be among the global leaders in consumer and healthcare packaging solutions with the combined material science and innovation capabilities required to revolutionize product development and better solve customers' needs and consumers' sustainability aspirations. These two highly complementary businesses are expected to grow faster together in attractive categories and opportunities to further refine the portfolio. With faster growth and $650 million of identified synergies, this combination is expected to drive significant near and long term value for all shareholders. Amcor CEO Peter Konieczny commented, "The resounding support from both companies' shareholders marks another important milestone in bringing Amcor and Berry together. Our combined company will be positioned to serve customers better, grow faster and operate globally in a way neither company could accomplish alone. Together, we have an exciting and unique opportunity to truly transform the future of packaging." Berry CEO Kevin Kwilinski added, "We are excited to take another important step toward finalizing this combination between Berry and Amcor and are pleased the shareholders of both companies clearly recognize the significant opportunities we will have as one company to deliver enhanced value for all stakeholders." More than 71% of Amcor's outstanding shares were present or represented by proxy, and more than 99% of these shares were voted in favor of the relevant proposal. More than 83% of Berry's outstanding shares were present or represented by proxy, and more than 98% of these shares were voted in favor of the relevant proposal. Amcor and Berry will each file the final voting results with the US SEC on Form 8-K. The combination is well advanced and is expected to close in mid calendar year 2025, subject to closing conditions. About Amcor Amcor plc is a global leader in developing and producing responsible packaging solutions across a variety of materials for food, beverage, pharmaceutical, medical, home and personal-care, and other products. Amcor works with leading companies around the world to protect products, differentiate brands, and improve supply chains. The Company offers a range of innovative, differentiating flexible and rigid packaging, specialty cartons, closures and services. The company is focused on making packaging that is increasingly recyclable, reusable, lighter weight and made using an increasing amount of recycled content. In fiscal year 2024, 41,000 Amcor people generated $13.6 billion in annual sales from operations that span 212 locations in 40 countries. NYSE: AMCR; ASX: AMC About Berry Berry is a global leader in innovative packaging solutions that we believe make life better for people and the planet. We do this every day by leveraging our unmatched global capabilities, sustainability leadership, and deep innovation expertise to serve customers of all sizes around the world. Harnessing the strength in our diversity and industry-leading talent of over 34,000 global employees across more than 200 locations, we partner with customers to develop, design, and manufacture innovative products with an eye toward the circular economy. The challenges we solve and the innovations we pioneer benefit our customers at every stage of their journey. Important Information for Investors and Shareholders This communication does not constitute an offer to sell or the solicitation of an offer to buy or exchange any securities or a solicitation of any vote or approval in any jurisdiction. It does not constitute a prospectus or prospectus equivalent document. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the U.S. Securities Act of 1933, as amended. In connection with the proposed transaction between Amcor plc ("Amcor") and Berry Global Group ("Berry"), on January 13, 2025, Amcor filed with the Securities and Exchange Commission (the "SEC") a registration statement on Form S-4, as amended on January 21, 2025, containing a joint proxy statement of Amcor and Berry that also constitutes a prospectus of Amcor. The registration statement was declared effective by the SEC on January 23, 2025 and Amcor and Berry commenced mailing the definitive joint proxy statement/prospectus to their respective shareholders on or about January 23, 2025. INVESTORS AND SECURITY HOLDERS OF AMCOR AND BERRY ARE URGED TO READ THE DEFINITIVE JOINT PROXY STATEMENT/PROSPECTUS AND OTHER DOCUMENTS FILED OR THAT WILL BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION. Investors and security holders may obtain free copies of the registration statement and the definitive joint proxy statement/prospectus and other documents filed with the SEC by Amcor or Berry through the website maintained by the SEC at Copies of the documents filed with the SEC by Amcor are available free of charge on Amcor's website at under the tab "Investors" and under the heading "Financial Information" and subheading "SEC Filings." Copies of the documents filed with the SEC by Berry are available free of charge on Berry's website at under the tab "Investors" and under the heading "Financials" and subheading "SEC Filings." Cautionary Statement Regarding Forward-Looking Statements This communication contains certain statements that are "forward-looking statements" within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. Some of these forward-looking statements can be identified by words like "anticipate," "approximately," "believe," "continue," "could," "estimate," "expect," "forecast," "intend," "may," "outlook," "plan," "potential," "possible," "predict," "project," "target," "seek," "should," "will," or "would," the negative of these words, other terms of similar meaning or the use of future dates. Such statements, including projections as to the anticipated benefits of the proposed transaction, the impact of the proposed transaction on Amcor's and Berry's business and future financial and operating results and prospects, the amount and timing of synergies from the proposed transaction, the terms and scope of the expected financing in connection with the proposed transaction, the aggregate amount of indebtedness of the combined company following the closing of the proposed transaction and the closing date for the proposed transaction, are based on the current estimates, assumptions and projections of the management of Amcor and Berry, and are qualified by the inherent risks and uncertainties surrounding future expectations generally. Actual results could differ materially from those currently anticipated due to a number of risks and uncertainties, many of which are beyond Amcor's and Berry's control. None of Amcor, Berry or any of their respective directors, executive officers, or advisors, provide any representation, assurance or guarantee that the occurrence of the events expressed or implied in any forward-looking statements will actually occur, or if any of them do occur, what impact they will have on the business, results of operations or financial condition of Amcor or Berry. Should any risks and uncertainties develop into actual events, these developments could have a material adverse effect on Amcor's and Berry's businesses, the proposed transaction and the ability to successfully complete the proposed transaction and realize its expected benefits. Risks and uncertainties that could cause results to differ from expectations include, but are not limited to, the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement; the risk that the conditions to the completion of the proposed transaction (including shareholder and regulatory approvals) are not satisfied in a timely manner or at all; the risks arising from the integration of the Amcor and Berry businesses; the risk that the anticipated benefits of the proposed transaction may not be realized when expected or at all; the risk of unexpected costs or expenses resulting from the proposed transaction; the risk of litigation related to the proposed transaction; the risks related to disruption of management's time from ongoing business operations as a result of the proposed transaction; the risk that the proposed transaction may have an adverse effect on the ability of Amcor and Berry to retain key personnel and customers; and those risks discussed in Amcor's and Berry's respective filings with the SEC. Forward looking statements included herein are made only as of the date hereof and neither Amcor nor Berry undertakes any obligation to update any forward-looking statements, or any other information in this communication, as a result of new information, future developments or otherwise, or to correct any inaccuracies or omissions in them which become apparent. All forward-looking statements in this communication are qualified in their entirety by this cautionary statement. Note Regarding Use of Non-GAAP Financial Measures Included in this communication are measures of financial performance that are not calculated in accordance with U.S. GAAP. These measures include annual cash flow, adjusted cash earnings per share and certain cost, growth and financial synergies of the combined company post consummation of the transaction. In arriving at these non-GAAP measures, Amcor excludes items that either have a non-recurring impact on the income statement or which, in the judgment of our management, are items that, either as a result of their nature or size, could, were they not singled out, potentially cause investors to extrapolate future performance from an improper base. These non-GAAP measures are presented for illustrative purposes only, contain a variety of adjustments, assumptions and preliminary estimates and are not necessarily indicative of what the combined company's actual results of operations or financial condition would be upon completion of the merger. In the view of Amcor's management, the estimated synergies included in this communication were prepared on a reasonable basis, reflecting the best available estimates and judgments of Amcor's management at the time of preparation and presented as of the time of preparation, to the best of Amcor's management's knowledge and belief, the expected course of action and the expected performance of the combined company. While presented with numerical specificity, the estimated synergies presented herein are subject to estimates and assumptions in many respects, inherently uncertain and, as a result, subject to interpretation. The estimates and assumptions used to prepare these estimated synergies may prove not to be appropriate for any number of reasons, including general economic conditions, trends in the packaging industry, including trends in capital spending, inventory and unit production, competition and the risks discussed under the sections entitled "Cautionary Statement Regarding Forward-Looking Statements" and "Risk Factors" in the Joint Proxy Statement. Such estimated synergies do not take into account any circumstances or events occurring after the date such information was prepared and also reflect assumptions as to certain business decisions that are subject to change. These non-GAAP financial measures should not be construed in isolation or as a substitute for, or superior to, results determined in accordance with U.S. GAAP, are not reported by all of Amcor's or Berry's competitors and may not be directly comparable to similarly titled measures of Amcor's competitors given potential differences in the exact method of calculation. View source version on Contacts Amcor Investor Relations Contacts Tracey WhiteheadGlobal Head of Investor RelationsT: +61 408 037 590E: Damien BirdVice President Investor Relations Asia PacificT: +61 481 900 499E: Damon WrightVice President Investor Relations North AmericaT: +1 224 313 7141E: Amcor Media Contacts Australia James StrongManaging DirectorSodali & CoEurope Ernesto DuranAmcor Head of Global CommunicationsNorth America Julie LiedtkeAmcor Director, Media RelationsBerry Investor Relations / Media Contact Dustin StilwellVP, Head of Investor RelationsT: +1 812 306 2964E: ir@ E: mediarelations@ Sign in to access your portfolio
