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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 September 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-08454 ACCO Brands Corporation (Exact Name of Registrant as Specified in Its Charter) (State or Other Jurisdiction of Incorporation or Or ...

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ACCO Brands (NYSE:ACCO) Q3 2025 Earnings Call October 31, 2025 08:30 AM ET Speaker3Hello everyone, and welcome to the ACCO Brands Third Quarter 2025 Earnings Conference Call. My name is Ezra, and I will be your coordinator today. If you would like to ask a question, press star followed by one on your telephone keypad. If you change your mind, press star followed by two. We will be taking questions at the end of the presentation. I will now hand over to Chris McGinnis, Senior Director of Investor Relations, ...

ACCO BRANDS Q3 2025 EARNINGS CONFERENCE CALL October 31, 2025 FORWARD-LOOKING STATEMENTS Statements contained herein, other than statements of historical fact, particularly those anticipating future financial performance, business prospects, growth, strategies, business operations and similar matters, results of operations, liquidity and financial condition, and those relating to cost reductions and anticipated pre-tax savings and restructuring costs are "forward-looking statements" within the meaning of th ...

Acco Brands (ACCO) came out with quarterly earnings of $0.21 per share, missing the Zacks Consensus Estimate of $0.22 per share. This compares to earnings of $0.23 per share a year ago. These figures are adjusted for non-recurring items.This quarterly report represents an earnings surprise of -4.55%. A quarter ago, it was expected that this maker of office supplies would post earnings of $0.29 per share when it actually produced earnings of $0.28, delivering a surprise of -3.45%.Over the last four quarters, ...

LAKE ZURICH, ILLINOIS, October 30, 2025 - ACCO Brands Corporation (NYSE: ACCO) today reported financial results for its third quarter and nine-months ended September 30, 2025. Exhibit 99.1 News Release ACCO BRANDS REPORTS THIRD QUARTER RESULTS "We delivered third quarter adjusted EPS in line with our outlook and expanded gross margin by 50 basis points as we continue to demonstrate strong operational discipline through continued execution of our $100 million cost reduction program. Sales were lower than exp ...

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Core Insights - ACCO Brands has published its 2024 Environmental, Social, and Governance (ESG) Report, highlighting its commitment to sustainability and corporate responsibility [1] Group 1: Environmental Initiatives - The report outlines various environmental initiatives undertaken by the company, focusing on reducing carbon emissions and enhancing energy efficiency [1] - ACCO Brands aims to achieve significant reductions in waste and water usage across its operations [1] Group 2: Social Responsibility - The company emphasizes its dedication to social responsibility, including community engagement and employee well-being [1] - ACCO Brands has implemented programs to promote diversity and inclusion within its workforce [1] Group 3: Governance Practices - The ESG report details the governance practices in place to ensure ethical business conduct and transparency [1] - ACCO Brands is committed to maintaining high standards of corporate governance and accountability [1]

```markdown [PART I — FINANCIAL INFORMATION](index=4&type=section&id=PART%20I%20%E2%80%94%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) This section presents ACCO Brands' unaudited condensed consolidated financial statements and detailed notes for Q2 and H1 2025 and 2024 [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) This section provides a snapshot of the company's assets, liabilities, and stockholders' equity at specific points in time | (in millions) | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $133.3 | $74.1 | | Total current assets | $835.9 | $731.5 | | Total assets | $2,377.6 | $2,228.4 | | **Liabilities and Stockholders' Equity** | | | | Total current liabilities | $452.9 | $490.3 | | Long-term debt, net | $944.1 | $783.3 | | Total liabilities | $1,740.3 | $1,622.3 | | Total stockholders' equity | $637.3 | $606.1 | | Total liabilities and stockholders' equity | $2,377.6 | $2,228.4 | - **Total assets increased by $149.2 million** from December 31, 2024, to June 30, 2025, primarily driven by increases in cash and cash equivalents, inventories, goodwill, and identifiable intangibles[17](index=17&type=chunk) - **Total liabilities increased by $118.0 million**, mainly due to a **significant increase in long-term debt, net, from $783.3 million to $944.1 million**[17](index=17&type=chunk) [Consolidated Statements of Income (Loss)](index=5&type=section&id=Consolidated%20Statements%20of%20Income%20%28Loss%29) This section details the company's revenues, expenses, and net income or loss over specific periods | (in millions, except per share data) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Net sales | $394.8 | $438.3 | $712.2 | $797.2 | | Gross profit | $129.7 | $152.6 | $229.3 | $263.0 | | Operating income (loss) | $33.0 | $(111.2) | $26.3 | $(105.3) | | Net income (loss) | $29.2 | $(125.2) | $16.0 | $(131.5) | | Diluted income (loss) per share | $0.31 | $(1.29) | $0.17 | $(1.37) | - **Net sales decreased by 9.9%** for the three months ended June 30, 2025, and by **10.7%** for the six months ended June 30, 2025, compared to the prior year periods[19](index=19&type=chunk) - The company reported a **significant turnaround in operating income and net income**, moving from substantial losses in Q2 2024 and H1 2024 to positive income in Q2 2025 and H1 2025, largely due to the absence of the prior year's goodwill and intangible asset impairment charges[19](index=19&type=chunk) [Consolidated Statements of Comprehensive Income (Loss)](index=6&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income%20%28Loss%29) This section presents net income or loss and other comprehensive income or loss, reflecting non-owner equity changes | (in millions) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Net income (loss) | $29.2 | $(125.2) | $16.0 | $(131.5) | | Other comprehensive income (loss) net of tax | $8.7 | $(11.3) | $36.7 | $(29.6) | | Comprehensive income (loss) | $37.9 | $(136.5) | $52.7 | $(161.1) | - **Comprehensive income significantly improved**, moving from a loss of **$136.5 million in Q2 2024 to an income of $37.9 million in Q2 2025**, primarily driven by the increase in net income and positive foreign currency translation adjustments[22](index=22&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) This section outlines cash inflows and outflows from operating, investing, and financing activities | (in millions) | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | Net cash (used) provided by operating activities | $(33.4) | $2.6 | | Net cash used by investing activities | $(0.4) | $(4.8) | | Net cash provided by financing activities | $85.8 | $51.5 | | Net increase in cash and cash equivalents | $59.2 | $46.3 | | Cash and cash equivalents, end of period | $133.3 | $112.7 | - **Operating activities shifted from providing $2.6 million in cash in H1 2024 to using $33.4 million in H1 2025**, primarily due to changes in working capital and cash outflows for restructuring, taxes, interest, pensions, and incentives[25](index=25&type=chunk)[195](index=195&type=chunk) - **Financing activities provided significantly more cash in H1 2025 ($85.8 million) compared to H1 2024 ($51.5 million)**, mainly driven by increased borrowings and common stock repurchases[25](index=25&type=chunk)[199](index=199&type=chunk) [Consolidated Statement of Stockholders' Equity](index=8&type=section&id=Consolidated%20Statement%20of%20Stockholders%27%20Equity) This section details changes in the company's equity accounts over a period | (in millions) | Balance at December 31, 2024 | Balance at June 30, 2025 | | :--- | :--- | :--- | | Total Stockholders' Equity | $606.1 | $637.3 | | Net income (loss) | N/A | $29.2 | | Common stock repurchases | N/A | $(15.0) (March 31, 2025) / $(0.3) (June 30, 2025) | | Dividends declared | N/A | $(6.8) (March 31, 2025) / $(6.7) (June 30, 2025) | - **Total stockholders' equity increased from $606.1 million at December 31, 2024, to $637.3 million at June 30, 2025**, primarily due to net income and positive foreign currency translation adjustments, partially offset by common stock repurchases and dividends[28](index=28&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed explanations and additional information for the financial statements [1. Basis of Presentation](index=10&type=section&id=1.%20Basis%20of%20Presentation) This note describes the accounting principles and rules used in preparing the interim financial statements - The condensed consolidated interim financial statements are **unaudited** and prepared in accordance with SEC rules, condensing or omitting certain GAAP disclosures normally included in annual statements[35](index=35&type=chunk) - Management is responsible for the **accuracy and consistency of the financial statements**, which reflect all necessary adjustments for fair presentation[34](index=34&type=chunk)[36](index=36&type=chunk) [2. Recent Accounting Pronouncements and Adopted Accounting Standards](index=10&type=section&id=2.%20Recent%20Accounting%20Pronouncements%20and%20Adopted%20Accounting%20Standards) This note discusses new and recently adopted accounting standards and their potential impact on the company - The company is evaluating the impact of **ASU 2024-03** (Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disaggregation Disclosures) and **ASU 2023-09** (Income Taxes) on its financial statements, effective for annual periods beginning after December 15, 2026, and December 15, 2024, respectively[38](index=38&type=chunk)[39](index=39&type=chunk) - **ASU 2023-07 (Segment Reporting) was adopted in Q4 2024**, requiring disclosure of significant segment expenses and interim disclosures for reportable segment profit/loss and assets[42](index=42&type=chunk) [3. Acquisitions](index=11&type=section&id=3.%20Acquisitions) This note details recent business acquisitions and their financial implications - On February 28, 2025, ACCO Brands acquired Buro Seating Limited Partnership (Buro) for **AU$16.3 million (US$10.1 million)**, extending its presence in Australia and New Zealand into ergonomic seating[44](index=44&type=chunk) - The **Buro Acquisition was accounted for as a business combination**, and its results are included in the International operating segment's financial statements from February 28, 2025[44](index=44&type=chunk) [4. Long-term Debt and Short-term Borrowings](index=12&type=section&id=4.%20Long-term%20Debt%20and%20Short-term%20Borrowings) This note provides information on the company's debt structure, including types, amounts, and covenants | (in millions) | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Euro Senior Secured Term Loan A | $140.4 | $127.9 | | Euro Dollar Senior Secured Revolving Credit Facility | $116.0 | $59.1 | | U.S. Dollar Senior Secured Revolving Credit Facility | $102.2 | $34.4 | | Australian Dollar Senior Secured Revolving Credit Facility | $34.4 | $32.8 | | Senior Unsecured Notes, due March 2029 (4.25% fixed) | $575.0 | $575.0 | | Other borrowings | $19.3 | $10.5 | | Total debt | $987.3 | $839.7 | | Long-term debt, net | $944.1 | $783.3 | - **Total debt increased by $147.6 million** from December 31, 2024, to June 30, 2025, primarily due to increased borrowings under the Euro and U.S. Dollar Senior Secured Revolving Credit Facilities[48](index=48&type=chunk) - As of June 30, 2025, the **Consolidated Leverage Ratio was approximately 4.29 to 1.00**, below the maximum covenant of 4.50 to 1.00[54](index=54&type=chunk) - An amendment to the Credit Agreement effective July 29, 2025, increases the maximum Consolidated Leverage Ratio covenant for certain future quarters and requires a **$35.0 million term loan repayment by September 30, 2025**[55](index=55&type=chunk) [5. Leases](index=13&type=section&id=5.%20Leases) This note outlines the company's lease arrangements, including costs and right-of-use assets | (in millions) | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | Operating lease cost | $14.4 | $14.6 | | Cash paid for operating leases | $15.0 | $14.8 | | Right-of-use assets obtained | $9.5 | $12.7 | - The **weighted average remaining lease term for operating leases is 5.4 years**, with a **weighted average discount rate of 5.3%** as of June 30, 2025[61](index=61&type=chunk) [6. Pension and Other Retiree Benefits](index=15&type=section&id=6.%20Pension%20and%20Other%20Retiree%20Benefits) This note details the costs and obligations related to the company's pension and post-retirement benefit plans | (in millions) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | U.S. Pension Net periodic benefit (income) cost | $(0.7) | $(0.7) | $(1.4) | $(1.4) | | International Pension Net periodic benefit (income) cost | $1.5 | $5.7 | $2.9 | $7.0 | | Post-retirement Net periodic benefit (income) cost | $(0.1) | $(0.1) | $(0.2) | $(0.2) | - **International pension net periodic benefit cost decreased significantly from $5.7 million in Q2 2024 to $1.5 million in Q2 2025**, partly due to a **$4.4 million settlement** from the wind-up of Canadian pension plans in Q2 2024[64](index=64&type=chunk) - The company expects to contribute approximately **$16.6 million to its defined benefit plans in 2025**, having contributed **$8.0 million** by June 30, 2025[65](index=65&type=chunk) [7. Stock-Based Compensation](index=15&type=section&id=7.%20Stock-Based%20Compensation) This note describes the company's stock-based compensation plans and related expenses | (in millions) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Total stock-based compensation expense | $0.5 | $2.5 | $8.3 | $7.6 | - **Total stock-based compensation expense decreased for the three months ended June 30, 2025, but increased for the six months ended June 30, 2025**, compared to the prior year periods[66](index=66&type=chunk) - As of June 30, 2025, **unrecognized compensation expense totaled $9.1 million for RSUs** (weighted average 2.1 years) and **$4.7 million for PSUs** (weighted average 1.5 years)[68](index=68&type=chunk) [8. Inventories](index=16&type=section&id=8.%20Inventories) This note provides a breakdown of the company's inventory components and their valuation | (in millions) | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Raw materials | $45.2 | $35.9 | | Work in process | $4.3 | $3.3 | | Finished goods | $264.3 | $231.2 | | Total inventories | $313.8 | $270.4 | - **Total inventories increased by $43.4 million** from December 31, 2024, to June 30, 2025, primarily in finished goods and raw materials[69](index=69&type=chunk) [9. Goodwill and Identifiable Intangible Assets](index=16&type=section&id=9.%20Goodwill%20and%20Identifiable%20Intangible%20Assets) This note details the company's goodwill and other intangible assets, including changes and impairment assessments | (in millions) | Balance at December 31, 2024 | Balance at June 30, 2025 | | :--- | :--- | :--- | | Goodwill | $446.4 | $471.8 | | Identifiable intangibles, net | $709.6 | $719.5 | - **Goodwill increased by $25.4 million to $471.8 million** as of June 30, 2025, primarily due to **$4.2 million from the Buro Acquisition** and **$21.2 million from foreign currency translation**[73](index=73&type=chunk) - The company performed **qualitative assessments for goodwill and indefinite-lived trade names** as of May 31, 2025, concluding no impairment triggering events occurred[71](index=71&type=chunk)[76](index=76&type=chunk) - **Identifiable intangible assets, net, increased by $9.9 million to $719.5 million**, with **$5.8 million from the Buro Acquisition**[78](index=78&type=chunk)[81](index=81&type=chunk)[82](index=82&type=chunk) [10. Restructuring](index=18&type=section&id=10.%20Restructuring) This note outlines the company's restructuring activities, expenses, and liabilities | (in millions) | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | Net restructuring expense (reduction) | $11.7 | $(0.6) | | Employee termination costs provision | $9.6 | $(0.9) | | Total restructuring liability (June 30) | $23.4 | $18.3 | - The company recorded **$11.7 million in net restructuring expense** for the six months ended June 30, 2025, primarily for severance and footprint rationalization in both Americas and International segments, a **significant increase from a $0.6 million net reduction** in the prior year[83](index=83&type=chunk) - Approximately **$15.6 million of the remaining $23.4 million restructuring liability** as of June 30, 2025, is expected to be paid within the next twelve months[84](index=84&type=chunk) [11. Income Taxes](index=19&type=section&id=11.%20Income%20Taxes) This note provides information on income tax expense, benefits, and significant tax-related events | (in millions) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Income (loss) before income tax | $22.7 | $(127.4) | $6.2 | $(132.7) | | Income tax benefit | $(6.5) | $(2.2) | $(9.8) | $(1.2) | - The **income tax benefit increased by $4.3 million for Q2 2025 and $8.6 million for H1 2025**, primarily due to a **net tax benefit of $13.4 million** from settling the Brazil Tax Assessments[19](index=19&type=chunk)[86](index=86&type=chunk)[87](index=87&type=chunk)[97](index=97&type=chunk) - ACCO Brazil settled tax assessments totaling **$7.1 million** under an amnesty program in June 2025, with an initial payment of **$2.0 million** and the remainder in installments through June 2026, resulting in the **release of a $20.5 million reserve**[95](index=95&type=chunk)[96](index=96&type=chunk)[97](index=97&type=chunk) - The company is assessing the impact of the recently enacted **One Big Beautiful Bill Act (OBBBA)** and monitoring the **OECD's Pillar Two Global Minimum Tax initiative**[89](index=89&type=chunk)[90](index=90&type=chunk) [12. Earnings per Share](index=21&type=section&id=12.%20Earnings%20per%20Share) This note details the calculation of basic and diluted earnings per share | (in millions except per share data) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Net income (loss) | $29.2 | $(125.2) | $16.0 | $(131.5) | | Basic income (loss) per share | $0.32 | $(1.29) | $0.17 | $(1.37) | | Diluted income (loss) per share | $0.31 | $(1.29) | $0.17 | $(1.37) | | Weighted-average number of common shares outstanding (Basic) | 91.6 | 96.8 | 92.5 | 96.3 | | Weighted-average number of common shares outstanding (Diluted) | 93.1 | 96.8 | 94.3 | 96.3 | - **Diluted EPS significantly improved from a loss of $(1.29) in Q2 2024 to an income of $0.31 in Q2 2025**, and from a loss of **$(1.37) in H1 2024 to an income of $0.17 in H1 2025**[100](index=100&type=chunk) - The company repurchased and retired **3.2 million shares** during the six months ended June 30, 2025[102](index=102&type=chunk) [13. Derivative Financial Instruments](index=21&type=section&id=13.%20Derivative%20Financial%20Instruments) This note describes the company's use of derivative instruments for hedging and their fair values | (in millions) | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Fair Value of Derivative Assets | $4.7 | $13.3 | | Fair Value of Derivative Liabilities | $8.8 | $9.3 | - The company uses **forward foreign currency contracts to hedge foreign denominated inventory purchases** (cash flow hedges) and **intercompany loans** (not designated as hedges), primarily against the Euro, Australian dollar, Canadian dollar, Swedish krona, British pound, and Japanese yen[105](index=105&type=chunk)[107](index=107&type=chunk)[108](index=108&type=chunk) - As of June 30, 2025, outstanding cash flow foreign exchange contracts had a **notional value of $92.3 million**, and non-designated contracts had a **notional value of $67.6 million**[107](index=107&type=chunk)[108](index=108&type=chunk) [14. Fair Value of Financial Instruments](index=23&type=section&id=14.%20Fair%20Value%20of%20Financial%20Instruments) This note provides information on the fair value measurements of the company's financial instruments - The company's derivative financial instruments (forward currency contracts) are classified as **Level 2 in the fair value hierarchy**, valued based on quoted foreign currency spot and forward rates[117](index=117&type=chunk) | (in millions) | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Carrying amount of total debt | $987.3 | $839.7 | | Estimated fair value of total debt | $918.4 | $789.4 | - **Goodwill and indefinite-lived trade names are remeasured on a non-recurring basis**, considered **Level 3 measurements** due to significant unobservable inputs[121](index=121&type=chunk) [15. Accumulated Other Comprehensive Income (Loss)](index=24&type=section&id=15.%20Accumulated%20Other%20Comprehensive%20Income%20%28Loss%29) This note details the components of accumulated other comprehensive income or loss | (in millions) | Balance at December 31, 2024 | Balance at June 30, 2025 | | :--- | :--- | :--- | | Accumulated Other Comprehensive Income (Loss) | $(572.1) | $(535.4) | | Foreign Currency Adjustments | $(415.9) | $(368.0) | | Derivative Financial Instruments | $2.1 | $(2.7) | | Pension and Other Post-retirement Benefit Costs | $(158.3) | $(164.7) | - **Accumulated Other Comprehensive Loss improved from $(572.1) million at December 31, 2024, to $(535.4) million at June 30, 2025**, primarily due to positive foreign currency translation adjustments[122](index=122&type=chunk) [16. Revenue Recognition](index=25&type=section&id=16.%20Revenue%20Recognition) This note explains the company's policies for recognizing revenue from contracts with customers - Revenue is recognized when **control of promised goods or services is transferred to customers**, reflecting the expected consideration[125](index=125&type=chunk) | (in millions) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Net sales (Total) | $394.8 | $438.3 | $712.2 | $797.2 | | ACCO Brands Americas | $248.5 | $292.3 | $422.4 | $489.5 | | ACCO Brands International | $146.3 | $146.0 | $289.8 | $307.7 | | Product and services transferred at a point in time | $386.2 | $429.8 | $695.4 | $778.7 | | Product and services transferred over time | $8.6 | $8.5 | $16.8 | $18.5 | - The **majority of net sales are from products and services transferred at a point in time**[132](index=132&type=chunk) [17. Information on Operating Segments](index=26&type=section&id=17.%20Information%20on%20Operating%20Segments) This note provides financial data and other information for the company's operating segments - The company operates in **two segments: ACCO Brands Americas** (U.S., Canada, Latin America) and **ACCO Brands International** (EMEA, Australia/N.Z., Asia), each designing, marketing, sourcing, manufacturing, and selling branded products[133](index=133&type=chunk)[136](index=136&type=chunk) | (in millions) | ACCO Brands Americas (Q2 2025) | ACCO Brands International (Q2 2025) | Total (Q2 2025) | | :--- | :--- | :--- | :--- | | Net sales | $248.5 | $146.3 | $394.8 | | Segment operating income (loss) | $40.7 | $0.8 | $41.5 | | (in millions) | ACCO Brands Americas (H1 2025) | ACCO Brands International (H1 2025) | Total (H1 2025) | | :--- | :--- | :--- | :--- | | Net Sales | $422.4 | $289.8 | $712.2 | | Segment operating income (loss) | $41.6 | $5.9 | $47.5 | - **Segment operating income for Americas was $40.7 million in Q2 2025** (vs. $(108.7) million in Q2 2024) and for **International was $0.8 million** (vs. $7.8 million in Q2 2024)[138](index=138&type=chunk) [18. Commitments and Contingencies](index=29&type=section&id=18.%20Commitments%20and%20Contingencies) This note discloses the company's legal and contractual commitments and potential liabilities - The **Brazil Tax Assessments were settled in June 2025** under an amnesty program, as detailed in Note 11[145](index=145&type=chunk) - Management believes the ultimate resolution of currently outstanding litigation and regulatory proceedings will **not have a material adverse effect on financial condition, results of operations, or cash flow**, but acknowledges no assurance of success in defense[147](index=147&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=31&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's analysis of ACCO Brands' financial condition and results of operations for the reported periods [Introduction](index=31&type=section&id=Introduction) This section introduces the Management's Discussion and Analysis, emphasizing its context with financial statements - This section should be read in conjunction with the **unaudited condensed consolidated financial statements and notes** for the three and six months ended June 30, 2025 and 2024[150](index=150&type=chunk) [Overview of the Company](index=31&type=section&id=Overview%20of%20the%20Company) This section provides a brief description of ACCO Brands' global business and product offerings - ACCO Brands is a **global consumer, technology, and business branded products company**, offering brands like At-A-Glance®, Kensington®, and PowerA®[151](index=151&type=chunk) - The company operates through **two segments, Americas and International**, selling products like gaming accessories, storage, notebooks, and office machines through diverse channels including mass retailers, e-tailers, and direct sales[152](index=152&type=chunk)[153](index=153&type=chunk) [Overview of Performance](index=31&type=section&id=Overview%20of%20Performance) This section summarizes the company's financial performance, highlighting key drivers and challenges - Performance was impacted by **softer global demand, weak macroeconomic conditions, geopolitical instability, and new U.S. and reciprocal tariffs**[154](index=154&type=chunk) | (in millions) | Q2 2025 | Q2 2024 | | :--- | :--- | :--- | | Net sales | $394.8 | $438.3 | | Operating income (loss) | $33.0 | $(111.2) | | Operating cash flow (H1) | $(33.4) | $2.6 | - **Operating income improved significantly from a $111.2 million loss in Q2 2024 to a $33.0 million income in Q2 2025**, primarily due to the absence of **$165.2 million non-cash impairment charges** in the prior year[156](index=156&type=chunk) [Impact and Potential Impact of Tariffs](index=32&type=section&id=Impact%20and%20Potential%20Impact%20of%20Tariffs) This section discusses the effects of tariffs on the company's sales, costs, and strategic responses - **New U.S. tariffs in Q2 2025 led to customer purchasing disruptions, cancelled/delayed orders, and higher costs**, negatively impacting Americas segment sales and gross profit[155](index=155&type=chunk)[158](index=158&type=chunk) - The company is responding by implementing **price increases**, investing in inventory from lower-tariff countries, moving sourcing, negotiating with suppliers, and expanding **SKU rationalization**[162](index=162&type=chunk) [Consolidated Results of Operations for the Three and Six Months Ended June 30, 2025 and 2024](index=32&type=section&id=Consolidated%20Results%20of%20Operations%20for%20the%20Three%20and%20Six%20Months%20Ended%20June%2030%2C%202025%20and%202024) This section analyzes the company's overall financial performance for the reported periods [Net Sales](index=32&type=section&id=Net%20Sales) This section analyzes the company's revenue performance, including factors influencing changes | (in millions) | Q2 2025 | Q2 2024 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Net sales | $394.8 | $438.3 | $(43.5) | (9.9)% | | Comparable sales (Non-GAAP) | $392.2 | $438.3 | $(46.1) | (10.5)% | | (in millions) | H1 2025 | H1 2024 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Net sales | $712.2 | $797.2 | $(85.0) | (10.7)% | | Comparable sales (Non-GAAP) | $721.3 | $797.2 | $(75.9) | (9.6)% | - The **decline in net sales was primarily driven by lower volume** due to customer purchasing disruptions related to tariffs and reduced global demand for consumer and business products, partially offset by growth in gaming accessories[161](index=161&type=chunk)[163](index=163&type=chunk) [Gross Profit](index=33&type=section&id=Gross%20Profit) This section examines the company's gross profit and margin, detailing factors affecting profitability | (in millions) | Q2 2025 | Q2 2024 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Gross profit | $129.7 | $152.6 | $(22.9) | (15.0)% | | Gross profit margin | 32.9% | 34.8% | N/A | (1.9) pts | | (in millions) | H1 2025 | H1 2024 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Gross profit | $229.3 | $263.0 | $(33.7) | (12.8)% | | Gross profit margin | 32.2% | 33.0% | N/A | (0.8) pts | - **Gross profit decreased due to volume declines, unfavorable fixed-cost absorption, and tariff impacts**, partially offset by savings from global cost reduction actions[164](index=164&type=chunk)[165](index=165&type=chunk) [Selling, General and Administrative Expenses ("SG&A")](index=33&type=section&id=Selling%2C%20General%20and%20Administrative%20Expenses%20%28%22SG%26A%22%29) This section analyzes trends and drivers in the company's operating expenses | (in millions) | Q2 2025 | Q2 2024 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | SG&A expenses | $82.6 | $88.0 | $(5.4) | (6.1)% | | (in millions) | H1 2025 | H1 2024 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | SG&A expenses | $175.3 | $182.2 | $(6.9) | (3.8)% | - **SG&A expenses decreased due to global cost reductions and lower incentive compensation expense**[166](index=166&type=chunk)[167](index=167&type=chunk) [Operating Income (Loss)](index=33&type=section&id=Operating%20Income%20%28Loss%29) This section discusses the company's operating profitability and the factors contributing to its changes | (in millions) | Q2 2025 | Q2 2024 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Operating income (loss) | $33.0 | $(111.2) | $144.2 | NM | | Operating income (loss) margin | 8.4% | (25.4)% | N/A | 33.8 pts | | (in millions) | H1 2025 | H1 2024 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Operating income (loss) | $26.3 | $(105.3) | $131.6 | NM | | Operating income (loss) margin | 3.7% | (13.2)% | N/A | 16.9 pts | - **Operating income significantly improved from a loss in the prior year periods**, primarily due to the absence of **$165.2 million non-cash impairment charges** related to goodwill and an indefinite-lived trade name in the Americas segment[168](index=168&type=chunk)[169](index=169&type=chunk) - Current year operating income was **positively impacted by a $6.9 million gain on asset disposal and cost reduction actions**, but negatively by lower sales volume, unfavorable fixed-cost absorption, and higher restructuring expense[168](index=168&type=chunk)[169](index=169&type=chunk) [Interest Expense, Net](index=33&type=section&id=Interest%20Expense%2C%20Net) This section details the company's net interest expense and its influencing factors | (in millions) | Q2 2025 | Q2 2024 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Interest expense, net | $8.9 | $11.6 | $(2.7) | (23.3)% | | (in millions) | H1 2025 | H1 2024 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Interest expense, net | $17.8 | $23.0 | $(5.2) | (22.6)% | - **Interest expense, net, decreased due to lower variable interest rates on reduced variable debt balances**[170](index=170&type=chunk)[171](index=171&type=chunk) - The **weighted average interest rate on variable rate debt decreased to 4.76%** as of June 30, 2025, from **6.22%** in the prior year[171](index=171&type=chunk) [Income Tax Benefit](index=34&type=section&id=Income%20Tax%20Benefit) This section analyzes the company's income tax benefit and its primary drivers | (in millions) | Q2 2025 | Q2 2024 | Change ($) | | :--- | :--- | :--- | :--- | | Income tax benefit | $(6.5) | $(2.2) | $(4.3) | | Income (loss) before taxes | $22.7 | $(127.4) | N/A | | (in millions) | H1 2025 | H1 2024 | Change ($) | | :--- | :--- | :--- | :--- | | Income tax benefit | $(9.8) | $(1.2) | $(8.6) | | Income (loss) before taxes | $6.2 | $(132.7) | N/A | - The **increase in income tax benefit was primarily attributable to a net tax benefit of $13.4 million** from settling the Brazil Tax Assessments in June 2025[173](index=173&type=chunk) [Segment Net Sales and Operating Income for the Three and Six Months Ended June 30, 2025 and 2024](index=34&type=section&id=Segment%20Net%20Sales%20and%20Operating%20Income%20for%20the%20Three%20and%20Six%20Months%20Ended%20June%2030%2C%202025%20and%202024) This section provides a detailed breakdown of sales and operating income by the company's operating segments [ACCO Brands Americas](index=34&type=section&id=ACCO%20Brands%20Americas) This section analyzes the financial performance of the company's Americas operating segment | (in millions) | Q2 2025 | Q2 2024 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Net sales | $248.5 | $292.3 | $(43.8) | (15.0)% | | Comparable sales (Non-GAAP) | $251.6 | $292.3 | $(40.7) | (13.9)% | | Segment operating income (loss) | $40.7 | $(108.7) | $149.4 | NM | | (in millions) | H1 2025 | H1 2024 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Net sales | $422.4 | $489.5 | $(67.1) | (13.7)% | | Comparable sales (Non-GAAP) | $432.5 | $489.5 | $(57.0) | (11.6)% | | Segment operating income (loss) | $41.6 | $(102.6) | $144.2 | NM | - **Americas net sales decreased due to lower volume** from tariff-related customer disruptions and reduced demand for consumer/business products, partially offset by gaming accessories growth[175](index=175&type=chunk)[176](index=176&type=chunk) - **Segment operating income improved significantly from a loss in the prior year**, primarily due to the absence of **$165.2 million impairment charges**, partially offset by lower sales volume, unfavorable fixed-cost absorption, and higher restructuring expense[177](index=177&type=chunk)[178](index=178&type=chunk)[179](index=179&type=chunk) [ACCO Brands International](index=35&type=section&id=ACCO%20Brands%20International) This section analyzes the financial performance of the company's International operating segment | (in millions) | Q2 2025 | Q2 2024 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Net sales | $146.3 | $146.0 | $0.3 | 0.2% | | Comparable sales (Non-GAAP) | $140.6 | $146.0 | $(5.4) | (3.7)% | | Segment operating income | $0.8 | $7.8 | $(7.0) | (89.7)% | | (in millions) | H1 2025 | H1 2024 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Net sales | $289.8 | $307.7 | $(17.9) | (5.8)% | | Comparable sales (Non-GAAP) | $288.8 | $307.7 | $(18.9) | (6.1)% | | Segment operating income | $5.9 | $20.6 | $(14.7) | (71.4)% | - **International net sales were flat in Q2 2025 but decreased in H1 2025**, primarily due to lower volume from reduced demand for business products, partially offset by price increases, the Buro Acquisition, and growth in gaming/technology accessories[181](index=181&type=chunk) - **Segment operating income decreased significantly due to higher restructuring costs and lower sales volume**, partially offset by cost savings, price increases, and a gain on asset disposal[182](index=182&type=chunk)[183](index=183&type=chunk) [Liquidity and Capital Resources](index=35&type=section&id=Liquidity%20and%20Capital%20Resources) This section discusses the company's ability to generate and manage cash, including debt and capital allocation - Primary liquidity sources are operating cash flows, **cash on hand ($133.3 million as of June 30, 2025)**, and seasonal borrowings under the **$467.5 million Revolving Facility**, which had **$206.8 million available for borrowings**[184](index=184&type=chunk) - The **Consolidated Leverage Ratio was approximately 4.29 to 1.00** as of June 30, 2025, below the maximum covenant of 4.50 to 1.00[185](index=185&type=chunk) - Cash flow priorities, after business operations, include **debt reduction, dividends, share repurchases, and strategic acquisitions**[185](index=185&type=chunk) - A multi-year restructuring and cost savings program aims for **$100.0 million in annualized pre-tax savings by end of 2026**, with **over $40.0 million already realized**[191](index=191&type=chunk) [Cash Flow for the Six Months Ended June 30, 2025 and 2024](index=37&type=section&id=Cash%20Flow%20for%20the%20Six%20Months%20Ended%20June%2030%2C%202025%20and%202024) This section provides a detailed analysis of cash flows from operating, investing, and financing activities | (in millions) | H1 2025 | H1 2024 | Change ($) | | :--- | :--- | :--- | :--- | | Net cash flow provided (used) by: | | | | | Operating activities | $(33.4) | $2.6 | $(36.0) | | Investing activities | $(0.4) | $(4.8) | $4.4 | | Financing activities | $85.8 | $51.5 | $34.3 | | Net increase in cash and cash equivalents | $59.2 | $46.3 | $12.9 | - **Cash used by operating activities in H1 2025 was $33.4 million**, primarily due to cash used for trade working capital and other liabilities, partially offset by cash inflows excluding non-cash impacts[195](index=195&type=chunk) - **Cash used by investing activities was minimal at $0.4 million in H1 2025**, as the Buro Acquisition and capital expenditures were largely offset by **$16.5 million in proceeds from asset dispositions**[197](index=197&type=chunk) - **Cash provided by financing activities increased to $85.8 million in H1 2025**, driven by borrowings exceeding debt repayments, partially offset by dividends and common stock repurchases[199](index=199&type=chunk) [Supplemental Non-GAAP Financial Measure](index=37&type=section&id=Supplemental%20Non-GAAP%20Financial%20Measure) This section explains and reconciles non-GAAP financial measures used to assess performance - **Comparable sales, a non-GAAP measure**, exclude the impact of material acquisitions and translate current-period foreign operation sales at prior-year currency rates to provide a clearer understanding of underlying operational results[201](index=201&type=chunk)[202](index=202&type=chunk) | (in millions) | Q2 2025 GAAP Net Sales | Q2 2025 Currency Translation | Q2 2025 Non-GAAP Comparable Sales | | :--- | :--- | :--- | :--- | | ACCO Brands Americas | $248.5 | $(3.1) | $251.6 | | ACCO Brands International | $146.3 | $5.7 | $140.6 | | Total | $394.8 | $2.6 | $392.2 | | (in millions) | H1 2025 GAAP Net Sales | H1 2025 Currency Translation | H1 2025 Non-GAAP Comparable Sales | | :--- | :--- | :--- | :--- | | ACCO Brands Americas | $422.4 | $(10.1) | $432.5 | | ACCO Brands International | $289.8 | $1.0 | $288.8 | | Total | $712.2 | $(9.1) | $721.3 | [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=39&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section provides disclosures on market risks, confirming no material changes in foreign exchange or interest rate management for the quarter - **No material changes occurred in Foreign Exchange Risk Management or Interest Rate Risk Management** during the quarter ended June 30, 2025[210](index=210&type=chunk) [Item 4. Controls and Procedures](index=39&type=section&id=Item%204.%20Controls%20and%20Procedures) This section confirms the effectiveness of disclosure controls and procedures and reports no material changes in internal control over financial reporting for the quarter - The Chief Executive Officer and Chief Financial Officer concluded that **disclosure controls and procedures were effective as of June 30, 2025**[211](index=211&type=chunk) - **No material changes in internal control over financial reporting occurred** during the quarter ended June 30, 2025[212](index=212&type=chunk) [PART II — OTHER INFORMATION](index=39&type=section&id=PART%20II%20%E2%80%94%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=39&type=section&id=Item%201.%20Legal%20Proceedings) This section addresses legal and regulatory proceedings, including settled Brazil Tax Assessments, with management expecting no material adverse financial impact - The **Brazil Tax Assessments were settled in June 2025** under an amnesty program[214](index=214&type=chunk) - Management believes the ultimate resolution of currently outstanding legal matters will **not have a material adverse effect on financial condition, results of operations, or cash flow**, but future claims could[215](index=215&type=chunk) [Item 1A. Risk Factors](index=40&type=section&id=Item%201A.%20Risk%20Factors) This section reports no material changes to risk factors from the Annual Report on Form 10-K, except as updated in the Q1 2025 Quarterly Report - **No material changes to risk factors** from the Annual Report on Form 10-K for December 31, 2024, except as updated in the Quarterly Report on Form 10-Q for March 31, 2025[217](index=217&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=40&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section reports no common stock repurchases during Q2 2025, with $75.6 million remaining under the share repurchase authorization | Period | Total Number of Shares Purchased | Average Price Paid per Share | Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program | | :--- | :--- | :--- | :--- | | April 1, 2025 to April 30, 2025 | — | $— | $75,645,700 | | May 1, 2025 to May 31, 2025 | — | $— | $75,645,700 | | June 1, 2025 to June 30, 2025 | — | $— | $75,645,700 | | Total | — | $— | $75,645,700 | - The company did **not repurchase any common stock** during the quarter ended June 30, 2025[220](index=220&type=chunk) - As of June 30, 2025, **$75,645,700 remained available** under the **$100 million share repurchase authorization**[220](index=220&type=chunk) [Item 3. Defaults Upon Senior Securities](index=40&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) This section states that there were no defaults upon senior securities during the reporting period - **No defaults upon senior securities occurred**[221](index=221&type=chunk) [Item 4. Mine Safety Disclosures](index=40&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This section indicates that mine safety disclosures are not applicable to the company - **Mine safety disclosures are not applicable**[222](index=222&type=chunk) [Item 5. Other Information](index=41&type=section&id=Item%205.%20Other%20Information) This section reports no director or officer adopted, materially modified, or terminated a Rule 10b5-1 or non-Rule 10b5-1 trading arrangement during the quarter - **No director or officer adopted, materially modified, or terminated a Rule 10b5-1 or non-Rule 10b5-1 trading arrangement** during the quarter[223](index=223&type=chunk) [Item 6. Exhibits](index=41&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including certifications and other relevant documents - Exhibits include **certifications (31.1, 31.2, 32.1, 32.2)**, the **Second Amendment to the 2022 ACCO Brands Corporation Incentive Plan (10.1)**, and **Inline XBRL documents (101.INS, 101.SCH, 104)**[224](index=224&type=chunk) [SIGNATURES](index=42&type=section&id=SIGNATURES) This section formally concludes the report with the required signatures of authorized company executives - The report is duly signed on behalf of ACCO Brands Corporation by **Thomas W. Tedford (President and CEO)**, **Deborah A. O'Connor (EVP and CFO)**, and **James M. Dudek, Jr. (SVP, Corporate Controller and Chief Accounting Officer)** on August 1, 2025[226](index=226&type=chunk)[227](index=227&type=chunk) ```