O-I Glass(OI)
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Owens-Brockway Glass Container Inc. Launches $300 Million Senior Notes Offering
Newsfilter· 2024-05-20 12:41
Core Points - O-I Glass, Inc. announced that its subsidiary, Owens-Brockway Glass Container Inc. (OBGC), plans to offer $300 million in senior notes due 2032 in a private offering [1] - The proceeds from the offering will be used to redeem all outstanding 6.375% Senior Notes due 2025 [2] - The notes will not be registered under the Securities Act and will be offered only to qualified institutional buyers and certain non-U.S. persons [3] Company Overview - O-I Glass, Inc. is a leading global producer of glass bottles and jars, with net sales of $7.1 billion in 2023 [5] - The company operates 68 plants in 19 countries and employs over 23,000 people [5]
Owens-Brockway Glass Container Inc. Launches $300 Million Senior Notes Offering
globenewswire.com· 2024-05-20 12:41
PERRYSBURG, Ohio, May 20, 2024 (GLOBE NEWSWIRE) -- FOR IMMEDIATE RELEASE O-I Glass, Inc. (the "Company") announced that Owens-Brockway Glass Container Inc. ("OBGC"), an indirect wholly owned subsidiary of the Company, intends to offer, subject to market and other conditions, $300 million aggregate principal amount of its senior notes due 2032 (the "Notes") in a private offering (the "Offering") to eligible purchasers under Rule 144A and Regulation S of the U.S. Securities Act of 1933, as amended (the "Secur ...
OI European Group B.V. Announces Upsizing and Pricing of Senior Notes Offering
globenewswire.com· 2024-05-16 20:15
Promotion of the Notes in the United Kingdom is restricted by the Financial Services and Markets Act 2000 (the "FSMA"), and accordingly, the Notes are not being promoted to the general public in the United Kingdom. This announcement is only addressed to and directed at persons who (i) are outside the United Kingdom, (ii) have professional experience in matters relating to investments (being investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promot ...
OI European Group B.V. Launches €400 Million Senior Notes Offering
Newsfilter· 2024-05-16 07:03
FOR IMMEDIATE RELEASE OI European Group B.V. Launches €400 Million Senior Notes Offering PERRYSBURG, Ohio / SCHIEDAM, the Netherlands, May 16, 2024 (GLOBE NEWSWIRE) -- O-I Glass, Inc. (the "Company") announced that OI European Group B.V. ("OIEG"), an indirect wholly owned subsidiary of the Company, intends to offer, subject to market and other conditions, €400 million aggregate principal amount of its senior notes due 2029 (the "Notes") in a private offering (the "Offering") to eligible purchasers under Rul ...
OI European Group B.V. Launches €400 Million Senior Notes Offering
globenewswire.com· 2024-05-16 07:03
FOR IMMEDIATE RELEASE The Notes and the guarantees have not been registered under the Securities Act, or applicable state securities laws, and will be offered only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act and to certain non-U.S. persons in transactions outside the United States in reliance on Regulation S under the Securities Act. Unless so registered, the Notes and the guarantees may not be offered or sold in the United States exc ...
OI EUROPEAN GROUP B.V. OFFER TO PURCHASE FOR CASH ANY AND ALL 2.875% SENIOR NOTES DUE 2025
Newsfilter· 2024-05-16 07:02
Core Points - O-I Glass, Inc. announced an offer to purchase any and all outstanding 2.875% senior notes due 2025 for cash, with €500 million aggregate principal amount currently outstanding [2][9][7] - The total consideration for the notes accepted in the offer is set at €992.50 per €1,000 principal amount, excluding any accrued and unpaid interest [13][14] - The offer is part of a strategy to finance a new senior notes offering, with the intention to retire and cancel the purchased notes [9][16] Offer Details - The offer commenced on May 16, 2024, and is set to expire on May 23, 2024, with a guaranteed delivery date expected on May 28, 2024, and a settlement date anticipated for May 29, 2024 [5][10] - Holders can withdraw their tendered notes until the withdrawal date, which is also May 23, 2024 [10] - The offer is not conditioned on a minimum amount of notes being tendered, allowing flexibility for participation [10] Financial Context - The offer will be funded through the concurrent new notes offering and cash on hand, subject to certain financing conditions [9][16] - O-I Glass reported net sales of $7.1 billion in 2023, indicating a strong financial position to support this transaction [38]
O-I Glass Appoints John Humphrey as Independent Board Chair
Newsfilter· 2024-05-15 20:15
PERRYSBURG, Ohio, May 15, 2024 (GLOBE NEWSWIRE) -- O-I Glass, Inc. ("O-I") (NYSE:OI) today announced that, after the conclusion of O-I's Annual Meeting of Share Owners held earlier today, the Board appointed John Humphrey as the new Independent Board Chair, following the previously announced retirement of John H. Walker from the Board. Additionally, at the Annual Meeting, 10 director nominees were elected for one-year terms, including Gordon J. Hardie, whose appointment as Chief Executive Officer became eff ...
O-I Glass Completes Full Allocation for Second Round of Green Bond Offerings
Newsfilter· 2024-05-13 20:15
Perrysburg, Ohio, May 13, 2024 (GLOBE NEWSWIRE) -- – O-I Glass, Inc. ("O-I Glass", "O-I" or the "Company") announced today that the Company has completed full allocation of the proceeds from its second round of Green Bond offerings to advance the company's climate-change strategy. In May of 2023, Owens- Brockway Glass Container Inc., and OI European Group B.V. launched private Green Bond offerings of $690 million and €600 million, respectively. The Green Bond proceeds were spent on Eligible Green Projects a ...
Unlocking O-I Glass (OI) International Revenues: Trends, Surprises, and Prospects
Zacks Investment Research· 2024-05-06 14:16
Did you analyze how O-I Glass (OI) fared in its international operations for the quarter ending March 2024? Given the widespread global presence of this glass container manufacturer, scrutinizing the trends in international revenues becomes imperative to assess its financial strength and future growth possibilities.In today's increasingly interconnected global economy, a company's ability to tap into international markets can be a pivotal factor in shaping its overall financial health and growth trajectory. ...
O-I Glass(OI) - 2024 Q1 - Quarterly Report
2024-05-01 20:30
[FORM 10-Q Cover Page](index=1&type=section&id=FORM%2010-Q%20Cover%20Page) [Registrant Information](index=1&type=section&id=Registrant%20Information) This section provides the basic identification details of O-I Glass, Inc. as a registrant filing a Quarterly Report on Form 10-Q for the period ended March 31, 2024, confirming its filing status, stock exchange listing, and outstanding shares - O-I Glass, Inc. filed a Quarterly Report on Form 10-Q for the period ended March 31, 2024[2](index=2&type=chunk) | Indicator | Value | | :--- | :--- | | Commission file number | 1-9576 | | State of incorporation | Delaware | | Trading symbol | OI | | Exchange | New York Stock Exchange | | Large accelerated filer | Yes | | Common Stock Outstanding (March 31, 2024) | 155,721,710 shares | [Part I — FINANCIAL INFORMATION](index=2&type=section&id=Part%20I%20%E2%80%94%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements](index=2&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited condensed consolidated financial statements for O-I Glass, Inc., including the results of operations, comprehensive income, balance sheets, and cash flows for the quarter ended March 31, 2024, compared to prior periods, along with detailed explanatory notes [Condensed Consolidated Results of Operations](index=3&type=section&id=Condensed%20Consolidated%20Results%20of%20Operations) The company reported a significant decrease in net earnings attributable to the Company for the three months ended March 31, 2024, compared to the same period in 2023, primarily driven by lower net sales and gross profit | Metric (in millions) | Q1 2024 | Q1 2023 | Change (YoY) | | :--- | :--- | :--- | :--- | | Net sales | $1,593 | $1,831 | -$238 (-13.0%) | | Cost of goods sold | ($1,275) | ($1,347) | $72 | | Gross profit | $318 | $484 | -$166 (-34.3%) | | Selling and administrative expense | ($123) | ($147) | $24 | | Research, development and engineering expense | ($21) | ($19) | -$2 | | Interest expense, net | ($78) | ($68) | -$10 | | Equity earnings | $25 | $30 | -$5 | | Other expense, net | ($4) | ($10) | $6 | | Earnings before income taxes | $117 | $270 | -$153 (-56.7%) | | Provision for income taxes | ($41) | ($60) | $19 | | Net earnings | $76 | $210 | -$134 (-63.8%) | | Net earnings attributable to the Company | $72 | $206 | -$134 (-65.0%) | | Basic earnings per share | $0.46 | $1.33 | -$0.87 (-65.4%) | | Diluted earnings per share | $0.45 | $1.29 | -$0.84 (-65.1%) | [Condensed Consolidated Comprehensive Income](index=4&type=section&id=Condensed%20Consolidated%20Comprehensive%20Income) Total comprehensive income attributable to the Company decreased significantly year-over-year, primarily due to lower net earnings and a substantial reduction in foreign currency translation adjustments | Metric (in millions) | Q1 2024 | Q1 2023 | Change (YoY) | | :--- | :--- | :--- | :--- | | Net earnings | $76 | $210 | -$134 (-63.8%) | | Foreign currency translation adjustments | $5 | $161 | -$156 (-96.9%) | | Pension and other postretirement benefit adjustments, net of tax | $6 | ($3) | $9 | | Change in fair value of derivative instruments, net of tax | $9 | ($21) | $30 | | Other comprehensive income | $20 | $137 | -$117 (-85.4%) | | Total comprehensive income | $96 | $347 | -$251 (-72.3%) | | Comprehensive income attributable to the Company | $92 | $340 | -$248 (-72.9%) | [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) The balance sheet shows a decrease in total assets and total liabilities from December 31, 2023, to March 31, 2024, with a notable reduction in cash and cash equivalents and an increase in short-term debt | Metric (in millions) | March 31, 2024 | December 31, 2023 | March 31, 2023 | | :--- | :--- | :--- | :--- | | **Assets:** | | | | | Cash and cash equivalents | $395 | $913 | $480 | | Trade receivables, net | $801 | $671 | $997 | | Inventories | $1,210 | $1,071 | $1,019 | | Total current assets | $2,660 | $2,884 | $2,752 | | Property, plant and equipment, net | $3,551 | $3,555 | $3,062 | | Goodwill | $1,458 | $1,473 | $1,867 | | Total assets | $9,409 | $9,669 | $9,425 | | **Liabilities and Share Owners' Equity:** | | | | | Accounts payable | $1,170 | $1,437 | $1,304 | | Short-term loans and long-term debt due within one year | $815 | $248 | $345 | | Total current liabilities | $2,602 | $2,346 | $2,255 | | Long-term debt | $4,119 | $4,698 | $4,422 | | Share owners' equity | $1,826 | $1,744 | $1,887 | | Total liabilities and share owners' equity | $9,409 | $9,669 | $9,425 | [Condensed Consolidated Cash Flows](index=6&type=section&id=Condensed%20Consolidated%20Cash%20Flows) Cash utilized in operating activities increased significantly in Q1 2024 compared to Q1 2023, primarily due to lower net earnings, while investing activities also utilized more cash, driven by higher capital expenditures for a new plant and expansion projects | Metric (in millions) | Q1 2024 | Q1 2023 | Change (YoY) | | :--- | :--- | :--- | :--- | | Cash utilized in operating activities | ($270) | ($193) | -$77 | | Cash utilized in investing activities | ($215) | ($98) | -$117 | | Cash utilized in financing activities | ($17) | ($16) | -$1 | | Effect of exchange rate fluctuations on cash | ($16) | $14 | -$30 | | Change in cash | ($518) | ($293) | -$225 | | Cash at beginning of period | $913 | $773 | $140 | | Cash at end of period | $395 | $480 | -$85 | - Cash payments for property, plant and equipment increased from **$95 million** in Q1 2023 to **$213 million** in Q1 2024, driven by a new plant in Kentucky and other expansion projects[16](index=16&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=7&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) These notes provide detailed disclosures supporting the condensed consolidated financial statements, covering segment performance, revenue recognition, credit risk, inventory composition, derivative instruments, restructuring activities, pension costs, income tax provisions, debt structure, legal contingencies, equity changes, comprehensive loss components, other expenses, earnings per share calculations, and supplemental cash flow information [1. Segment Information](index=7&type=section&id=1.%20Segment%20Information) O-I Glass operates in two reportable segments: Americas and Europe, both experiencing a decline in net sales and segment operating profit in Q1 2024 compared to Q1 2023, with segment operating profit used as a non-GAAP measure to evaluate performance and allocate resources | Metric (in millions) | Americas (Q1 2024) | Americas (Q1 2023) | Europe (Q1 2024) | Europe (Q1 2023) | Total Reportable Segments (Q1 2024) | Total Reportable Segments (Q1 2023) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Net sales | $854 | $1,000 | $709 | $799 | $1,563 | $1,799 | | Segment operating profit | $102 | $176 | $133 | $222 | $235 | $398 | | Total assets (March 31, 2024) | $5,258 | N/A | $3,729 | N/A | $8,987 | N/A | | Total assets (March 31, 2023) | N/A | $5,341 | N/A | $3,639 | N/A | $8,980 | - Segment operating profit decreased by **42%** in Americas and **40%** in Europe year-over-year[22](index=22&type=chunk) [2. Revenue](index=8&type=section&id=2.%20Revenue) Revenue is recognized when control of glass containers is transferred, primarily upon shipment, with net sales decreasing by 13% in Q1 2024 compared to Q1 2023, and alcoholic beverages remaining the largest end-use category | Customer End Use (in millions) | Americas (Q1 2024) | Europe (Q1 2024) | Total (Q1 2024) | Americas (Q1 2023) | Europe (Q1 2023) | Total (Q1 2023) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Alcoholic beverages | $468 | $517 | $985 | $609 | $604 | $1,213 | | Food and other | $214 | $120 | $334 | $218 | $126 | $344 | | Non-alcoholic beverages | $172 | $72 | $244 | $173 | $69 | $242 | | Reportable segment totals | $854 | $709 | $1,563 | $1,000 | $799 | $1,799 | | Net sales | N/A | N/A | $1,593 | N/A | N/A | $1,831 | - No material bad debt expense, contract assets, contract liabilities, or deferred contract costs were recorded for the three-month periods ended March 31, 2024 and 2023[24](index=24&type=chunk) [3. Credit Losses](index=9&type=section&id=3.%20Credit%20Losses) The Company manages credit risk by assessing customer creditworthiness and establishing credit limits, with trade receivables, net of allowances, decreasing from $997 million at March 31, 2023, to $801 million at March 31, 2024, and no material changes in the allowance for credit losses | Metric (in millions) | March 31, 2024 | March 31, 2023 | | :--- | :--- | :--- | | Accounts receivable, net | $801 | $997 | | Allowance for credit losses | $30 | $32 | [4. Inventories](index=9&type=section&id=4.%20Inventories) Total inventories increased to $1,210 million at March 31, 2024, from $1,019 million at March 31, 2023, primarily driven by an increase in finished goods | Inventory Class (in millions) | March 31, 2024 | December 31, 2023 | March 31, 2023 | | :--- | :--- | :--- | :--- | | Finished goods | $999 | $868 | $800 | | Raw materials | $159 | $151 | $171 | | Operating supplies | $52 | $52 | $48 | | Total | $1,210 | $1,071 | $1,019 | [5. Derivative Instruments](index=10&type=section&id=5.%20Derivative%20Instruments) The Company uses various derivative instruments, including natural gas forwards, foreign exchange contracts, and interest rate swaps, to manage exposure to commodity price, foreign exchange, and interest rate risks, with the fair value of derivative liabilities significantly decreasing from December 31, 2023, to March 31, 2024 | Derivative Type (in millions) | Fair Value of Hedge Assets (Mar 31, 2024) | Fair Value of Hedge Liabilities (Mar 31, 2024) | Fair Value of Hedge Assets (Dec 31, 2023) | Fair Value of Hedge Liabilities (Dec 31, 2023) | | :--- | :--- | :--- | :--- | :--- | | Commodity forward contracts and collars | $— | $15 | $— | $14 | | Fair value hedges of foreign exchange risk | $6 | $92 | $4 | $111 | | Net investment hedges | $3 | $41 | $4 | $56 | | Total derivatives accounted for as hedges | $9 | $148 | $8 | $181 | | Foreign exchange derivative contracts (not designated as hedges) | $1 | $9 | $5 | $9 | | Total derivatives | $10 | $157 | $13 | $190 | - An unrecognized loss of **$8 million** related to commodity forward contracts and collars was included in Accumulated OCI at March 31, 2024, to be reclassified into earnings over the next 12 months[32](index=32&type=chunk) | Gain (Loss) Recognized in OCI (Effective Portion) (in millions) | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | Commodity forward contracts and collars | ($4) | ($18) | | Cash flow hedges of foreign exchange risk | $0 | ($2) | | Net Investment Hedges | $15 | ($6) | | Total | $11 | ($26) | [6. Restructuring Accruals](index=13&type=section&id=6.%20Restructuring%20Accruals) Restructuring accruals decreased to $29 million at March 31, 2024, from $39 million at January 1, 2024, primarily due to net cash payments for employee and other exit costs, with no major restructuring programs in effect | Restructuring Accruals (in millions) | Employee Costs | Asset Impairment | Other Exit Costs | Total Restructuring | | :--- | :--- | :--- | :--- | :--- | | Balance at January 1, 2024 | $27 | $0 | $12 | $39 | | Net cash paid | ($8) | $0 | ($2) | ($10) | | Balance at March 31, 2024 | $19 | $0 | $10 | $29 | | Balance at January 1, 2023 | $17 | $0 | $10 | $27 | | Net cash paid | ($3) | $0 | ($3) | ($6) | | Balance at March 31, 2023 | $14 | $0 | $7 | $21 | [7. Pension Benefit Plans](index=13&type=section&id=7.%20Pension%20Benefit%20Plans) Net periodic pension cost for both U.S. and Non-U.S. plans remained relatively stable in Q1 2024 compared to Q1 2023 | Pension Cost Component (in millions) | U.S. (Q1 2024) | U.S. (Q1 2023) | Non-U.S. (Q1 2024) | Non-U.S. (Q1 2023) | | :--- | :--- | :--- | :--- | :--- | | Service cost | $1 | $2 | $2 | $2 | | Interest cost | $11 | $11 | $9 | $9 | | Expected asset return | ($13) | ($14) | ($8) | ($7) | | Amortization of actuarial loss | $3 | $2 | $3 | $2 | | Net periodic pension cost | $2 | $1 | $6 | $6 | [8. Income Taxes](index=14&type=section&id=8.%20Income%20Taxes) The Company calculates its interim tax provision using the estimated annual effective tax rate (EAETR) methodology, with the effective tax rate for Q1 2024 significantly higher at 35% compared to 22.2% in Q1 2023, primarily due to a change in the mix of geographic earnings, and the Company is currently under income tax examination in several jurisdictions contesting assessments - The effective tax rate for Q1 2024 was **35%**, compared to **22.2%** for Q1 2023, mainly due to a shift in geographic earnings mix[107](index=107&type=chunk)[108](index=108&type=chunk) - The Company is under income tax examination in multiple jurisdictions (e.g., Brazil, Colombia, France, Germany, Indonesia, Italy, Mexico, Peru, U.S.) for years ranging from 2004 to 2022 and is contesting tax assessments[51](index=51&type=chunk) [9. Debt](index=14&type=section&id=9.%20Debt) Total long-term debt decreased from $4,840 million at December 31, 2023, to $4,815 million at March 31, 2024, following the refinancing of its credit agreement in 2022 and tender offers and new senior note issuances in May 2023 to manage its debt maturity profile, with the Company in compliance with all covenants under its Credit Agreement as of March 31, 2024 | Debt Type (in millions) | March 31, 2024 | December 31, 2023 | March 31, 2023 | | :--- | :--- | :--- | :--- | | Term Loan A | $1,391 | $1,391 | $1,426 | | Senior Notes (various maturities) | $3,232 | $3,255 | $3,297 | | Finance leases | $181 | $174 | $147 | | Other | $2 | $3 | $4 | | Total long-term debt | $4,815 | $4,840 | $4,723 | | Less amounts due within one year | $696 | $142 | $301 | | Long-term debt (non-current) | $4,119 | $4,698 | $4,422 | - At March 31, 2024, the Credit Agreement included a **$300 million** revolving credit facility, a **$950 million** multicurrency revolving credit facility, and **$1.45 billion** in term loan A facilities (**$1.39 billion** outstanding), with unused credit available of **$1.24 billion**[56](index=56&type=chunk) - The weighted average interest rate on borrowings outstanding under the Credit Agreement at March 31, 2024, was **6.60%**[56](index=56&type=chunk) - The Company was in compliance with all covenants and restrictions in the Credit Agreement as of March 31, 2024[59](index=59&type=chunk) [10. Contingencies](index=17&type=section&id=10.%20Contingencies) The Company has recorded accruals for estimated future environmental remediation costs and is involved in ongoing litigation, including an investigation by the Italian Competition Authority into alleged anti-competitive conduct, with the ultimate outcomes and potential losses for these matters not reliably estimable beyond current accruals | Environmental Remediation Accruals (in millions) | March 31, 2024 | December 31, 2023 | March 31, 2023 | | :--- | :--- | :--- | :--- | | Aggregate accruals (undiscounted) | $25 | $26 | $25 | - The Italian Competition Authority commenced an investigation in November 2023 into alleged anti-competitive conduct by nine glass manufacturers and distributors in Italy, including O-I Italy SpA and its joint venture[71](index=71&type=chunk) [11. Share Owners' Equity](index=18&type=section&id=11.%20Share%20Owners%27%20Equity) Share owners' equity increased to $1,826 million at March 31, 2024, from $1,744 million at January 1, 2024, primarily due to net earnings and other comprehensive income, partially offset by share repurchases | Share Owners' Equity (in millions) | March 31, 2024 | January 1, 2024 | | :--- | :--- | :--- | | Balance | $1,826 | $1,744 | | Net earnings | $72 | N/A | | Other comprehensive income (loss) | $20 | N/A | | Shares repurchased | ($10) | N/A | - The Company repurchased **638,506 shares** of common stock for approximately **$10 million** during Q1 2024 under a **$150 million** anti-dilutive share repurchase program, with **$20 million** remaining available[73](index=73&type=chunk) | Shares Outstanding (in thousands) | March 31, 2024 | December 31, 2023 | March 31, 2023 | | :--- | :--- | :--- | :--- | | Shares of common stock issued (including treasury shares) | 187,083 | 185,009 | 186,417 | | Treasury shares | 31,361 | 30,755 | 31,143 | [12. Accumulated Other Comprehensive Loss](index=19&type=section&id=12.%20Accumulated%20Other%20Comprehensive%20Loss) Accumulated other comprehensive loss improved to $(1,560) million at March 31, 2024, from $(1,580) million at January 1, 2024, primarily due to positive changes in derivative instruments and employee benefit plans, partially offset by exchange rate fluctuations | Component (in millions) | Balance Jan 1, 2024 | Change before reclassifications | Amounts reclassified | Translation effect | Tax effect | Balance Mar 31, 2024 | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Net Effect of Exchange Rate Fluctuations | ($949) | $5 | $0 | $0 | $0 | ($944) | | Change in Certain Derivative Instruments | ($43) | $8 | ($1) | $1 | $1 | ($34) | | Employee Benefit Plans | ($588) | ($1) | $6 | $1 | $0 | ($582) | | Total Accumulated Other Comprehensive Loss | ($1,580) | $12 | $5 | $2 | $1 | ($1,560) | [13. Other Expense, Net](index=19&type=section&id=13.%20Other%20Expense,%20Net) Other expense, net decreased to $4 million in Q1 2024 from $10 million in Q1 2023, primarily due to a reduction in other income (expense) and a foreign currency exchange loss in the prior year | Component (in millions) | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | Intangible amortization expense | ($8) | ($8) | | Foreign currency exchange loss | ($3) | $1 | | Royalty income | $6 | $7 | | Other income (expense) | $1 | ($10) | | Other expense, net | ($4) | ($10) | [14. Earnings Per Share](index=20&type=section&id=14.%20Earnings%20Per%20Share) Basic and diluted earnings per share attributable to the Company significantly decreased in Q1 2024 compared to Q1 2023, reflecting lower net earnings | Metric | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | Net earnings attributable to the Company (in millions) | $72 | $206 | | Weighted average shares outstanding (thousands) - Basic | 154,273 | 154,696 | | Weighted average diluted shares outstanding (thousands) | 158,467 | 159,094 | | Basic earnings per share | $0.46 | $1.33 | | Diluted earnings per share | $0.45 | $1.29 | - The diluted EPS computation for Q1 2024 excluded **621,013** weighted average shares due to their antidilutive effect, compared to **222,946** shares in Q1 2023[79](index=79&type=chunk) [15. Supplemental Cash Flow Information](index=20&type=section&id=15.%20Supplemental%20Cash%20Flow%20Information) Supplemental cash flow data indicates a decrease in total income taxes paid in cash and an increase in interest paid in cash for Q1 2024 compared to Q1 2023, with the Company continuing to utilize factoring programs for trade receivables and supply chain financing, and outstanding obligations under the SCF Program decreasing | Cash Payment (in millions) | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | Total income taxes paid in cash | $36 | $41 | | Interest paid in cash | $78 | $68 | | Trade Receivables Sold (in millions) | March 31, 2024 | December 31, 2023 | March 31, 2023 | | :--- | :--- | :--- | :--- | | Total trade receivables sold | $525 | $542 | $515 | | Factored under supply-chain financing programs | $172 | $178 | $176 | - The use of factoring programs decreased cash provided by operating activities by approximately **$17 million** in Q1 2024 and **$20 million** in Q1 2023[82](index=82&type=chunk) | Outstanding Payment Obligations under SCF Program (in millions) | March 31, 2024 | December 31, 2023 | March 31, 2023 | | :--- | :--- | :--- | :--- | | Outstanding obligations | $94 | $113 | $120 | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=22&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the Company's financial performance and condition for the first quarter of 2024 compared to 2023, highlighting a significant decline in net sales and earnings primarily due to lower sales volumes, reduced pricing, and increased operating costs from production curtailments, and includes forward-looking information, capital resources, liquidity, and critical accounting estimates [Executive Overview — Quarters ended March 31, 2024 and 2023](index=23&type=section&id=Executive%20Overview%20%E2%80%94%20Quarters%20ended%20March%2031,%202024%20and%202023) The Company experienced a substantial decline in financial performance in Q1 2024, with net sales decreasing by 13% and net earnings attributable to the Company falling by 65% compared to Q1 2023, primarily driven by lower sales volumes, reduced average selling prices, and higher interest expenses - Net sales in Q1 2024 decreased by **$238 million (13%)** compared to Q1 2023, primarily due to lower sales volumes and average selling prices, partially offset by favorable foreign currency translation[89](index=89&type=chunk) - Earnings before income taxes were **$153 million lower** in Q1 2024, attributed to lower segment operating profit and higher interest expense, partially offset by lower retained corporate and other costs[90](index=90&type=chunk) - Net earnings attributable to the Company were **$72 million ($0.45 diluted EPS)** in Q1 2024, down from **$206 million ($1.29 diluted EPS)** in Q1 2023[92](index=92&type=chunk) [Results of Operations — First Quarter of 2024 Compared with First Quarter of 2023](index=23&type=section&id=Results%20of%20Operations%20%E2%80%94%20First%20Quarter%20of%202024%20Compared%20with%20First%20Quarter%20of%202023) This section details the specific factors contributing to the year-over-year changes in net sales, earnings before income taxes, segment operating profit, interest expense, income taxes, and net earnings, with key drivers including reduced glass container shipments due to destocking and soft consumer demand, increased operating costs from production curtailments, and higher interest rates [Net Sales](index=23&type=section&id=Net%20Sales) Net sales decreased by $238 million (13%) in Q1 2024, primarily due to a 12.5% decline in glass container shipments and lower average selling prices, partially offset by favorable foreign currency exchange rates - Glass container shipments declined approximately **12.5%** in Q1 2024, decreasing net sales by about **$264 million**, due to continued destocking, soft consumer consumption, and the early Easter holiday[93](index=93&type=chunk) - Lower average selling prices decreased net sales by **$14 million**, while favorable foreign currency exchange rates increased net sales by **$42 million**[93](index=93&type=chunk) | Impact on Reportable Segment Net Sales (in millions) | Amount | | :--- | :--- | | Price | ($14) | | Sales volume and mix | ($264) | | Effects of changing foreign currency rates | $42 | | Total effect | ($236) | | Reportable segment net sales - 2023 | $1,799 | | Reportable segment net sales - 2024 | $1,563 | - Americas net sales decreased by **$146 million (15%)**, with shipments down **15%**[94](index=94&type=chunk) - Europe net sales decreased by **$90 million (11%)**, with shipments down **10%**[96](index=96&type=chunk) [Earnings before Income Taxes and Segment Operating Profit](index=24&type=section&id=Earnings%20before%20Income%20Taxes%20and%20Segment%20Operating%20Profit) Earnings before income taxes decreased by $153 million, and segment operating profit for reportable segments decreased by $163 million (41%) in Q1 2024, primarily due to lower shipments, reduced net prices, higher operating costs from temporary production curtailments, and the non-recurrence of an energy subsidy in Europe - Segment operating profit decreased by **$163 million (41%)** in Q1 2024, driven by lower shipments, lower net prices, and higher operating costs due to lower production volumes from temporary curtailments[99](index=99&type=chunk) | Impact on Reportable Segment Operating Profit (in millions) | Amount | | :--- | :--- | | Net price (net of cost inflation) | ($15) | | Sales volume and mix | ($52) | | Operating costs | ($100) | | Effects of changing foreign currency rates | $4 | | Total net effect | ($163) | | Reportable segment operating profit - 2023 | $398 | | Reportable segment operating profit - 2024 | $235 | - Americas segment operating profit decreased by **$74 million (42%)**, with operating costs **$40 million higher** due to lower production volumes[100](index=100&type=chunk) - Europe segment operating profit decreased by **$89 million (40%)**, with operating costs **$60 million higher**, including the non-recurrence of a **$7 million** energy subsidy[103](index=103&type=chunk) - Temporary production curtailments in both Americas and Europe are expected to continue, leading to higher operating costs due to unabsorbed fixed costs[101](index=101&type=chunk)[104](index=104&type=chunk) [Interest Expense, Net](index=25&type=section&id=Interest%20Expense,%20Net) Net interest expense increased by $10 million in Q1 2024 compared to Q1 2023, primarily due to higher interest rates | Metric (in millions) | Q1 2024 | Q1 2023 | Change (YoY) | | :--- | :--- | :--- | :--- | | Net interest expense | $78 | $68 | $10 | | Primary reason | Higher interest rates | | | [Provision for Income Taxes](index=25&type=section&id=Provision%20for%20Income%20Taxes) The effective tax rate for Q1 2024 was 35%, a significant increase from 22.2% in Q1 2023, mainly attributed to a change in the mix of geographic earnings | Metric | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | Effective tax rate | 35% | 22.2% | | Primary reason for change | Change in mix of geographic earnings | | [Net Earnings Attributable to the Company](index=26&type=section&id=Net%20Earnings%20Attributable%20to%20the%20Company) Net earnings attributable to the Company decreased substantially to $72 million ($0.45 diluted EPS) in Q1 2024 from $206 million ($1.29 diluted EPS) in Q1 2023 | Metric (in millions, except EPS) | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | Net earnings attributable to the Company | $72 | $206 | | Diluted EPS | $0.45 | $1.29 | [Forward-Looking Operational and Financial Information](index=26&type=section&id=Forward-Looking%20Operational%20and%20Financial%20Information) The Company has revised its full-year 2024 outlook, expecting flat to low single-digit sales volume growth due to slower consumer recovery and prolonged destocking, which will lead to higher operating costs from continued production curtailments, though margin expansion initiatives are being accelerated, and the Company remains committed to long-term value creation, including its MAGMA deployment, anticipating specific cash flow and capital expenditure ranges for 2024 - The company now expects sales volume (in tons) to be flat to up low single digits in full year 2024 compared to 2023, reflecting slower consumer consumption recovery and longer inventory destocking in wine and spirits[112](index=112&type=chunk) - Higher operating costs are expected due to increased temporary production curtailment costs to balance supply with softer demand, with margin expansion initiatives being accelerated to partially mitigate commercial pressures[112](index=112&type=chunk) - The first MAGMA greenfield plant in Kentucky is expected to start in July or August 2024[112](index=112&type=chunk) | Metric (in millions) | Full Year 2024 Expectation | | :--- | :--- | | Cash provided by operating activities | $675 - $700 | | Capital expenditures | $550 - $575 | [Items Excluded from Reportable Segment Totals](index=26&type=section&id=Items%20Excluded%20from%20Reportable%20Segment%20Totals) Retained corporate costs and other decreased in Q1 2024 due to lower management incentive expense and reduced spending, and the Company is conducting a strategic review of its former Asia Pacific businesses to maximize shareholder value | Metric (in millions) | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | Retained corporate costs and other | $40 | $60 | | Primary reason for decrease | Lower management incentive expense and spending | | - A strategic review of the remaining businesses in the former Asia Pacific region is ongoing, exploring options like divestitures or corporate transactions to align with demand trends and improve efficiency[112](index=112&type=chunk) [Capital Resources and Liquidity](index=27&type=section&id=Capital%20Resources%20and%20Liquidity) The Company's capital structure includes a Credit Agreement with revolving credit facilities and term loans, amended in 2022, and it manages its debt through senior notes, with recent tender offers and new issuances in May 2023, maintaining compliance with debt covenants and expecting sufficient liquidity from operations and credit facilities to meet its obligations, despite increased cash utilization in operating and investing activities in Q1 2024 - The Credit Agreement, amended in August 2022, includes a **$300 million** revolving credit facility, a **$950 million** multicurrency revolving credit facility, and **$1.45 billion** in term loan A facilities (**$1.39 billion** outstanding at March 31, 2024)[115](index=115&type=chunk) - As of March 31, 2024, the Company had **$1.24 billion** in unused credit available under its revolving credit facilities and was in compliance with all covenants, including the Secured Leverage Ratio[115](index=115&type=chunk)[118](index=118&type=chunk) - In May 2023, the Company issued **€600 million** of 6.250% Senior Notes due 2028 and **$690 million** of 7.250% Senior Notes due 2031, using proceeds to repurchase existing senior notes[123](index=123&type=chunk) [Material Cash Requirements](index=28&type=section&id=Material%20Cash%20Requirements) There have been no material changes to the Company's material cash requirements at March 31, 2024, from those disclosed in its Annual Report on Form 10-K for the year ended December 31, 2023 - No material changes in cash requirements from the 2023 Annual Report on Form 10-K[126](index=126&type=chunk) [Cash Flows](index=30&type=section&id=Cash%20Flows) Cash utilized in operating activities increased to $270 million in Q1 2024 from $193 million in Q1 2023, primarily due to lower net income, while investing activities utilized $215 million, up from $98 million, driven by higher capital expenditures for a new plant, and the Company anticipates sufficient cash flows from operations and credit facilities to meet its short-term and long-term obligations | Cash Flow Activity (in millions) | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | Cash utilized in operating activities | ($270) | ($193) | | Cash utilized in investing activities | ($215) | ($98) | | Cash utilized in financing activities | ($17) | ($16) | - Working capital was a use of cash of **$492 million** in Q1 2024, compared to **$536 million** in Q1 2023, both reflecting higher inventories[128](index=128&type=chunk) - Capital spending for property, plant and equipment was **$213 million** in Q1 2024, up from **$95 million** in Q1 2023, driven by a new plant in Kentucky and other expansion projects[129](index=129&type=chunk) - The Company expects cash flows from operations and available credit to be sufficient for funding operating needs, debt service, and other obligations[131](index=131&type=chunk) [Critical Accounting Estimates](index=30&type=section&id=Critical%20Accounting%20Estimates) The Company's financial statements rely on management's estimates and assumptions, which are evaluated continuously, with no material changes in critical accounting estimates reported at March 31, 2024, compared to the 2023 Annual Report on Form 10-K - No material changes in critical accounting estimates at March 31, 2024, from those described in the Company's Annual Report on Form 10-K for the year ended December 31, 2023[134](index=134&type=chunk) [Forward-Looking Statements](index=31&type=section&id=Forward-Looking%20Statements) This section contains cautionary statements regarding forward-looking information, highlighting that actual future financial performance may differ from expectations due to various risks, including general economic conditions, raw material and energy costs, competitive pressures, changes in consumer preferences, supply chain disruptions, technological advancements (like MAGMA), labor issues, debt risks, foreign currency fluctuations, and environmental regulations - Forward-looking statements involve uncertainty and risk, and future financial performance may differ from expectations[135](index=135&type=chunk)[137](index=137&type=chunk) - Key risk factors include general political, economic, and competitive conditions, cost and availability of raw materials, labor, energy, and transportation, competitive pressures, changes in consumer preferences, supply chain disruptions, the ability to implement the MAGMA program, and risks related to indebtedness and foreign operations[136](index=136&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=31&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) There have been no material changes in the Company's market risk disclosures at March 31, 2024, compared to those provided in its Annual Report on Form 10-K for the year ended December 31, 2023 - No material changes in market risk at March 31, 2024, from those described in the Company's Annual Report on Form 10-K for the year ended December 31, 2023[138](index=138&type=chunk) [Item 4. Controls and Procedures](index=32&type=section&id=Item%204.%20Controls%20and%20Procedures) The Company's management, including the CEO and CFO, concluded that its disclosure controls and procedures were effective at a reasonable assurance level as of March 31, 2024, with no material changes in internal control over financial reporting during the quarter - The Company's disclosure controls and procedures were effective at the reasonable assurance level as of March 31, 2024[140](index=140&type=chunk) - No material changes in internal control over financial reporting occurred during the fiscal quarter ended March 31, 2024[141](index=141&type=chunk) [PART II — OTHER INFORMATION](index=33&type=section&id=PART%20II%20%E2%80%94%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=33&type=section&id=Item%201.%20Legal%20Proceedings) No environmental proceedings requiring disclosure under SEC regulations (monetary sanctions above $1 million) were pending or contemplated as of March 31, 2024, with further details on legal proceedings incorporated by reference from Note 10 of the financial statements - No environmental proceedings with potential monetary sanctions above **$1 million** were pending or contemplated as of March 31, 2024[144](index=144&type=chunk) [Item 1A. Risk Factors](index=33&type=section&id=Item%201A.%20Risk%20Factors) There have been no material changes in the Company's risk factors at March 31, 2024, from those described in its Annual Report on Form 10-K for the year ended December 31, 2023 - No material changes in risk factors at March 31, 2024, from those described in the Company's Annual Report on Form 10-K for the year ended December 31, 2023[146](index=146&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=33&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) During Q1 2024, the Company repurchased 638,506 shares of its common stock for approximately $10 million under an anti-dilutive share repurchase program, with approximately $20 million remaining available under this program as of March 31, 2024 | Period | Total Number of Shares Purchased (in thousands) | Average Price Paid per Share | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (in thousands) | Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (in millions) | | :--- | :--- | :--- | :--- | :--- | | January 1 - January 31, 2024 | 639 | $15.64 | 639 | $20 | | February 1 - February 29, 2024 | 0 | N/A | 0 | $20 | | March 1 - March 31, 2024 | 0 | N/A | 0 | $20 | | Total | 639 | $15.64 | 639 | N/A | - The share repurchases were part of a **$150 million** anti-dilutive share repurchase program authorized by the Board of Directors, intended to offset stock-based compensation[147](index=147&type=chunk) [Item 5. Other Information](index=33&type=section&id=Item%205.%20Other%20Information) No director or officer of the Company adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement" during the three months ended March 31, 2024 - No Rule 10b5-1 or non-Rule 10b5-1 trading arrangements were adopted or terminated by directors or officers during Q1 2024[150](index=150&type=chunk) [Item 6. Exhibits](index=34&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including forms of employee performance stock unit and restricted stock unit agreements, certifications from the Principal Executive and Financial Officers, and financial statements formatted in iXBRL - Exhibits include Employee Performance Stock Unit Agreement, Employee Restricted Stock Unit Agreement, Certifications of Principal Executive Officer and Principal Financial Officer (pursuant to Sarbanes-Oxley Act and 18 U.S.C. Section 1350), and financial statements in iXBRL format[151](index=151&type=chunk) [SIGNATURES](index=35&type=section&id=SIGNATURES) [Signature Block](index=35&type=section&id=Signature%20Block) The report is duly signed on behalf of O-I Glass, Inc. by John A. Haudrich, Senior Vice President and Chief Financial Officer, on May 1, 2024 - The report was signed by John A. Haudrich, Senior Vice President and Chief Financial Officer, on May 1, 2024[156](index=156&type=chunk)