UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended December 28, 2024

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________

Commission File Number 001-35672

BERRY GLOBAL GROUP, INC.

A Delaware corporation

101 Oakley Street, Evansville, Indiana, 47710

(812) 424-2904

IRS employer identification number

20-5234618

Securities registered pursuant to Section 12(b) of the Exchange Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 par value per share	BERY	New York Stock Exchange LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer ☒

Accelerated Filer ☐

Non-Accelerated Filer ☐

Smaller Reporting Company ☐

Emerging Growth Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

There were 115.8 million shares of common stock outstanding at February 5, 2025.

CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS

Information included or incorporated by reference in Berry Global Group, Inc.’s filings with the U.S. Securities and Exchange Commission (the “SEC”) and press releases or other public statements contains or may contain forward-looking statements. This report includes “forward-looking” statements with respect to our financial condition, results of operations and business and our expectations or beliefs concerning future events. These statements contain words such as “believes,” “expects,” “may,” “will,” “should,” “would,” “could,” “seeks,” “approximately,” “intends,” “plans,” “estimates,” “project,” “outlook,” “anticipates” or “looking forward” or similar expressions that relate to our strategy, plans, intentions, or expectations. All statements we make relating to our estimated and projected earnings, margins, costs, expenditures, cash flows, growth rates, and financial results or to our expectations regarding future industry trends are forward-looking statements. In addition, we, through our senior management, from time to time make forward-looking public statements concerning our expected future operations and performance and other developments. These forward-looking statements are subject to risks and uncertainties that may change at any time, and, therefore, our actual results may differ materially from those that we expected. All forward-looking statements are made only as of the date hereof, and we undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.

Additionally, we caution readers that the list of important factors discussed in our most recent Form 10-K in the section titled “Risk Factors” and subsequent periodic reports filed with the SEC may not contain all of the material factors that are important to you. In addition, in light of these risks and uncertainties, the matters referred to in the forward-looking statements contained in this report may not in fact occur. Accordingly, readers should not place undue reliance on those statements.

Berry Global Group, Inc.

Form 10-Q Index

For Quarterly Period Ended December 28, 2024

Part I.	Financial Information		Page No.
	Item 1.	Financial Statements:
		Consolidated Statements of Income and Comprehensive Income	4
		Consolidated Balance Sheets	5
		Consolidated Statements of Cash Flows	6
		Consolidated Statements of Changes in Stockholders’ Equity	7
		Notes to Consolidated Financial Statements	8
	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	18
	Item 3.	Quantitative and Qualitative Disclosures about Market Risk	21
	Item 4.	Controls and Procedures	22
Part II.	Other Information
	Item 1.	Legal Proceedings	22
	Item 1A.	Risk Factors	22
	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	23
	Item 5.	Other Information	23
	Item 6.	Exhibits	23
	Signature		24

Index

Part I. Financial Information

Item 1.

Financial Statements

Berry Global Group, Inc.

Consolidated Statements of Income

(Unaudited)

(in millions of dollars, except per share amounts)

	Quarterly Period Ended
	December 28, 2024			December 30, 2023
Net sales	$	2,385		$	2,333
Costs and expenses:
Cost of goods sold		1,929			1,903
Selling, general and administrative		223			206
Amortization of intangibles		46			47
Business consolidation and other activities		35			12
Operating income		152			165
Other expense (income)		(22	)		15
Interest expense		75			71
Income from continuing operations before income taxes		99			79
Income tax expense		18			14
Income from continuing operations		81			65
Discontinued operations
Loss from discontinued operations		(70	)		(6	)
Income tax expense (benefit)		(3	)		—
Net loss on discontinued operations (Note 2)		(67	)		(6	)
Net income	$	14		$	59

Net income (loss) per share:
Basic earnings (loss) per share:
Continuing operations	$	0.70		$	0.56
Discontinued operations		(0.58	)		(0.05	)
Net income	$	0.12		$	0.51
Diluted earnings (loss) per share:
Continuing operations	$	0.69		$	0.55
Discontinued operations		(0.57	)		(0.05	)
Net income	$	0.12		$	0.50

Consolidated Statements of Comprehensive Income

(Unaudited)

(in millions of dollars)

	Quarterly Period Ended
	December 28, 2024			December 30, 2023
Net income	$	14		$	59
Other comprehensive income (loss), net of tax:
Currency translation		(185	)		139
Pension		(2	)		—
Derivative instruments		36			(77	)
Other comprehensive income (loss)		(151	)		62
Comprehensive income (loss)	$	(137	)	$	121

See notes to consolidated financial statements.

Index

Berry Global Group, Inc.

Consolidated Balance Sheets

(in millions of dollars)

	December 28, 2024			September 28, 2024
	(Unaudited)
Assets
Current assets:
Cash and cash equivalents	$	1,181		$	865
Accounts receivable		1,089			1,269
Finished goods		845			837
Raw materials and supplies		483			534
Prepaid expenses and other current assets		210			184
Assets held for sale		291			—
Current assets of discontinued operations (Note 2)		—			885
Total current assets		4,099			4,574
Noncurrent assets:
Property, plant and equipment		3,483			3,627
Goodwill and intangible assets		5,307			5,588
Right-of-use assets		581			602
Other assets		107			172
Non-current assets of discontinued operations (Note 2)		—			2,050
Total assets	$	13,577		$	16,613


Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	845		$	1,471
Accrued employee costs		175			267
Other current liabilities		751			713
Current portion of long-term debt		740			810
Liabilities held for sale		38			—
Current liabilities of discontinued operations (Note 2)		—			411
Total current liabilities		2,549			3,672
Noncurrent liabilities:
Long-term debt		7,389			7,505
Deferred income taxes		411			457
Employee benefit obligations		136			152
Operating lease liabilities		479			496
Other long-term liabilities		407			578
Non-current liabilities of discontinued operations (Note 2)		—			145
Total liabilities		11,371			13,005

Stockholders’ equity:
Common stock (115.7 and 115.0 million shares issued, respectively)		1			1
Additional paid-in capital		1,360			1,321
Retained earnings		1,120			2,581
Accumulated other comprehensive loss		(275	)		(295	)
Total stockholders’ equity		2,206			3,608
Total liabilities and stockholders’ equity	$	13,577		$	16,613

See notes to consolidated financial statements.

Index

Berry Global Group, Inc.

Consolidated Statements of Cash Flows

(Unaudited)

(in millions of dollars)

	Quarterly Period Ended
	December 28, 2024			December 30, 2023
Cash Flows from Operating Activities:
Net income	$	14		$	59
Loss from discontinued operations		(67	)		(6	)
Income from continuing operations		81			65
Adjustments to reconcile net cash from operating activities:
Depreciation		124			123
Amortization of intangibles		46			47
Non-cash interest (income), net		(12	)		(20	)
Settlement of derivatives		—			19
Deferred income tax		(28	)		(16	)
Share-based compensation expense		21			18
Other non-cash operating activities, net		(23	)		14
Changes in working capital		(608	)		(425	)
Changes in other assets and liabilities		27			7
Operating cash used in continuing operations		(372	)		(168	)
Operating cash used in discontinued operations		(106	)		(31	)
Net cash from operating activities		(478	)		(199	)

Cash Flows from Investing Activities:
Additions to property, plant and equipment, net		(134	)		(168	)
Acquisition of business and other		(48	)		—
Investing cash used in continuing operations		(182	)		(168	)
Investing cash used in discontinued operations		(9	)		(15	)
Net cash from investing activities		(191	)		(183	)

Cash Flows from Financing Activities:
Proceeds from long-term borrowings		—			1,550
Repayments on long-term borrowings		(106	)		(1,858	)
Proceeds from HHNF long-term borrowings related to spin (Note 2)		1,585			—
Cash transferred to HHNF related to spin (Note 2)		(624	)		—
Proceeds from issuance of common stock		19			13
Repurchase of common stock		—			(7	)
Dividends paid		(36	)		(36	)
Debt financing costs and other (Note 2)		(39	)		(4	)
Net cash from financing activities		799			(342	)
Effect of currency translation on cash		(44	)		28
Net change in cash and cash equivalents		86			(696	)
Cash and cash equivalents at beginning of period		1,095			1,203
Cash and cash equivalents at end of period	$	1,181		$	507

See notes to consolidated financial statements.

Index

Berry Global Group, Inc.

Consolidated Statements of Changes in Stockholders’ Equity

(Unaudited)

(in millions of dollars)

	Common Stock		Additional Paid-in Capital		Accumulated Other Comprehensive Loss			Retained Earnings			Total
Balance at September 28, 2024	$	1	$	1,321	$	(295	)	$	2,581		$	3,608
Net income		—		—		—			14			14
Other comprehensive income (loss)		—		—		(151	)		—			(151	)
Share-based compensation		—		21		—			—			21
Proceeds from issuance of common stock		—		18		—			—			18
Dividends paid		—		—		—			(36	)		(36	)
Spin-off of HHNF business		—		—		171			(1,439	)		(1,268	)
Balance at December 28, 2024	$	1	$	1,360	$	(275	)	$	1,120		$	2,206

Balance at September 30, 2023	$	1	$	1,231	$	(336	)	$	2,320		$	3,216
Net income		—		—		—			59			59
Other comprehensive income		—		—		62			—			62
Share-based compensation		—		21		—			—			21
Proceeds from issuance of common stock		—		13		—			—			13
Common stock repurchased and retired		—		—		—			(7	)		(7	)
Dividends paid		—		—		—			(36	)		(36	)
Balance at December 30, 2023	$	1	$	1,265	$	(274	)	$	2,336		$	3,328

See notes to consolidated financial statements.

Index

Berry Global Group, Inc.

Notes to Consolidated Financial Statements

(Unaudited)

(tables in millions of dollars, except per share data)

1. Basis of Presentation

The accompanying unaudited Consolidated Financial Statements of Berry Global Group, Inc. (“the Company,” “we,” or “Berry”) have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC") for interim reporting. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In preparing financial statements in conformity with GAAP, we must make estimates and assumptions that affect the reported amounts and disclosures at the date of the financial statements and during the reporting period. Actual results could differ from those estimates. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included, and all subsequent events up to the time of the filing have been evaluated. For further information, refer to the Company’s most recent Form 10-K filed with the SEC.

The Condensed Consolidated Balance Sheet at September 28, 2024 has been derived from the audited financial statements at that date, but does not include all the information and footnotes required by U.S. GAAP for complete financial statements.

On November 4, 2024 (the “Distribution Date”), Berry completed the spin-off and merger (the “spin-off”) of its former Health, Hygiene & Specialties Global Nonwovens and Films business ("HHNF") with Glatfelter Corporation ("GLT"), to create Magnera Corporation ("Magnera"). To effect the spin-off, each Berry stockholder received 0.276305 shares of Magnera's common stock for every one share of Berry common stock (which also reflects the 1-13 reverse stock split effected by Magnera on November 4, 2024), held by each such Berry stockholder on the spin-off record date. On November 5, 2024, Magnera's common stock began trading on the New York Stock Exchange under the symbol “MAGN”. The Company did not retain any equity interest in Magnera.

In accordance with U.S. GAAP, the financial position and results of operations of the HHNF business are presented as discontinued operations and, as such, have been excluded from continuing operations for all periods presented. The restated historical financial statements reflecting the spin-off are unaudited but have been derived from Berry’s historical audited annual reports. With the exception of Note 2, the Notes to the Unaudited Condensed Consolidated Financial Statements reflect the continuing operations of Berry. See Note 2 - Discontinued Operations below for additional information regarding discontinued operations.

Certain amounts in the prior year’s condensed consolidated financial statement

SEC Form 10-Q filed by Berry Global Group Inc.