Silgan (SLGN) - 2025 Q2 - Quarterly Report

Part I. Financial Information This section provides the company's unaudited condensed consolidated financial statements, management's discussion and analysis, market risk disclosures, and controls and procedures for the interim period Item 1. Financial Statements Presents unaudited condensed consolidated financial statements for interim periods, including balance sheets, income, comprehensive income, cash flow, and equity statements, with detailed notes Condensed Consolidated Balance Sheets Presents the company's financial position at June 30, 2025, June 30, 2024, and December 31, 2024, showing increases in assets and liabilities Condensed Consolidated Balance Sheets (Dollars in thousands) | Asset/Liability/Equity | June 30, 2025 ($ thousands) | June 30, 2024 ($ thousands) | Dec. 31, 2024 ($ thousands) | | :--------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Assets | | | | | Cash and cash equivalents | 317,462 | 302,795 | 822,854 | | Trade accounts receivable, net | 1,242,066 | 1,056,785 | 594,279 | | Inventories | 1,258,511 | 1,005,589 | 928,056 | | Total current assets | 3,008,844 | 2,538,633 | 2,522,683 | | Property, plant and equipment, net | 2,382,104 | 1,933,591 | 2,282,903 | | Goodwill | 2,484,557 | 1,987,284 | 2,316,031 | | Other intangible assets, net | 906,743 | 685,043 | 869,468 | | Total Assets | 9,410,393 | 7,693,237 | 8,584,668 | | Liabilities | | | | | Revolving loans and current portion of long-term debt | 1,937,384 | 1,398,246 | 716,932 | | Trade accounts payable | 757,494 | 658,118 | 1,111,607 | | Total current liabilities | 3,134,537 | 2,395,997 | 2,247,532 | | Long-term debt | 3,114,693 | 2,530,718 | 3,419,921 | | Total Liabilities | 7,183,575 | 5,759,547 | 6,595,087 | | Stockholders' Equity | | | | | Total stockholders' equity | 2,222,218 | 1,933,690 | 1,989,581 | | Total Liabilities and Stockholders' Equity | 9,410,393 | 7,693,237 | 8,584,668 | Condensed Consolidated Statements of Income Presents income statements for the three and six months ended June 30, 2025 and 2024, showing increased net sales, gross profit, and net income Condensed Consolidated Statements of Income (Dollars and shares in thousands, except per share amounts) | Metric | Three Months Ended June 30, 2025 ($ thousands) | Three Months Ended June 30, 2024 ($ thousands) | Six Months Ended June 30, 2025 ($ thousands) | Six Months Ended June 30, 2024 ($ thousands) | | :-------------------------------- | :----------------------------------- | :----------------------------------- | :----------------------------------- | :----------------------------------- | | Net sales | 1,539,161 | 1,381,365 | 3,005,822 | 2,698,403 | | Cost of goods sold | 1,240,070 | 1,125,361 | 2,436,328 | 2,218,920 | | Gross profit | 299,091 | 256,004 | 569,494 | 479,483 | | Selling, general and administrative expenses | 121,836 | 107,701 | 250,923 | 208,177 | | Rationalization charges | 9,864 | 6,859 | 20,823 | 18,550 | | Income before interest and income taxes | 167,531 | 141,853 | 298,075 | 253,572 | | Interest and other debt expense | 48,699 | 41,343 | 91,627 | 79,990 | | Income before income taxes | 118,832 | 100,510 | 206,448 | 173,582 | | Provision for income taxes | 30,443 | 24,413 | 51,259 | 42,321 | | Net income | 88,944 | 76,097 | 156,906 | 131,261 | | Basic net income per share | 0.83 | 0.71 | 1.47 | 1.23 | | Diluted net income per share | 0.83 | 0.71 | 1.46 | 1.23 | Condensed Consolidated Statements of Comprehensive Income Details comprehensive income for the three and six months ended June 30, 2025 and 2024, highlighting foreign currency translation gains Condensed Consolidated Statements of Comprehensive Income (Dollars in thousands) | Metric | Three Months Ended June 30, 2025 ($ thousands) | Three Months Ended June 30, 2024 ($ thousands) | Six Months Ended June 30, 2025 ($ thousands) | Six Months Ended June 30, 2024 ($ thousands) | | :----------------------------------- | :----------------------------------- | :----------------------------------- | :----------------------------------- | :----------------------------------- | | Net income | 88,944 | 76,097 | 156,906 | 131,261 | | Other comprehensive income (loss), net of tax: | | | | | | Changes in net prior service credit and actuarial losses | 1,425 | 1,411 | 2,825 | 2,814 | | Change in fair value of derivatives | (5,087) | 527 | (2,016) | 2,952 | | Foreign currency translation | 71,669 | (27,478) | 117,169 | (51,935) | | Other comprehensive income (loss) | 68,007 | (25,540) | 117,978 | (46,169) | | Comprehensive income | 156,951 | 50,557 | 274,884 | 85,092 | Condensed Consolidated Statements of Cash Flows Outlines cash flows for the six months ended June 30, 2025 and 2024, showing significant operating cash outflow offset by financing activities Condensed Consolidated Statements of Cash Flows (Dollars in thousands) | Cash Flow Activity | Six Months Ended June 30, 2025 ($ thousands) | Six Months Ended June 30, 2024 ($ thousands) | | :----------------------------------- | :----------------------------------- | :----------------------------------- | | Net income | 156,906 | 131,261 | | Depreciation and amortization | 155,335 | 131,932 | | Trade accounts receivable, net | (601,838) | (474,482) | | Inventories | (293,758) | (74,498) | | Trade accounts payable | (279,697) | (227,429) | | Net cash (used in) operating activities | (904,851) | (526,913) | | Capital expenditures | (155,693) | (131,442) | | Net cash (used in) investing activities | (145,844) | (128,408) | | Borrowings under revolving loans | 1,409,738 | 739,385 | | Repayments of long-term debt | (706,274) | (100,000) | | Dividends paid on common stock | (43,362) | (41,453) | | Repurchase of common stock | (6,873) | (7,735) | | Net cash provided by financing activities | 513,872 | 328,946 | | Effect of exchange rate changes on cash and cash equivalents | 31,431 | (13,753) | | Net (decrease) in cash and cash equivalents | (505,392) | (340,128) | | Balance at beginning of year | 822,854 | 642,923 | | Balance at end of period | 317,462 | 302,795 | Condensed Consolidated Statements of Stockholders' Equity Details changes in stockholders' equity for the periods ended June 30, 2025 and 2024, driven by net income and foreign currency translation gains Condensed Consolidated Statements of Stockholders' Equity (Dollars and shares in thousands, except per share amounts) | Metric | June 30, 2025 ($ thousands) | June 30, 2024 ($ thousands) | Dec. 31, 2024 ($ thousands) | | :----------------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Common stock - shares outstanding (end of period) | 106,993 | 106,779 | 106,795 | | Common stock - par value (end of period) | 1,751 | 1,751 | 1,751 | | Paid-in capital (end of period) | 374,582 | 360,344 | 367,871 | | Retained earnings (end of period) | 3,516,444 | 3,298,525 | 3,402,667 | | Accumulated other comprehensive loss (end of period) | (235,379) | (297,530) | (353,357) | | Treasury stock (end of period) | (1,435,180) | (1,429,400) | (1,429,351) | | Total stockholders' equity (end of period) | 2,222,218 | 1,933,690 | 1,989,581 | | Dividends declared on common stock per share (six months) | 0.40 | 0.38 | N/A | Notes to Condensed Consolidated Financial Statements Provides detailed disclosures on accounting policies, revenue, rationalization, comprehensive loss, inventory, debt, financial instruments, and segment information Note 1. Significant Accounting Policies Outlines the basis of presentation for interim financial statements, prepared under U.S. GAAP and to be read with the 2024 Form 10-K - Interim financial statements are prepared under U.S. GAAP, including normal recurring accruals, and should be read with the 2024 Form 10-K[20][21] Note 2. Revenue Disaggregates revenue by segment and geography, highlighting growth in Dispensing and Specialty Closures and European markets Revenues by Segment (Dollars in thousands) | Segment | Three Months Ended June 30, 2025 ($ thousands) | Three Months Ended June 30, 2024 ($ thousands) | Six Months Ended June 30, 2025 ($ thousands) | Six Months Ended June 30, 2024 ($ thousands) | | :-------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | | Dispensing and Specialty Closures | 702,187 | 565,377 | 1,373,290 | 1,101,297 | | Metal Containers | 676,056 | 650,796 | 1,304,483 | 1,267,925 | | Custom Containers | 160,918 | 165,192 | 328,049 | 329,181 | | Total Revenues | 1,539,161 | 1,381,365 | 3,005,822 | 2,698,403 | Revenues by Geography (Dollars in thousands) | Geography | Three Months Ended June 30, 2025 ($ thousands) | Three Months Ended June 30, 2024 ($ thousands) | Six Months Ended June 30, 2025 ($ thousands) | Six Months Ended June 30, 2024 ($ thousands) | | :-------------- | :------------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | | North America | 1,041,051 | 1,034,401 | 2,058,621 | 2,016,364 | | Europe and other | 498,110 | 346,964 | 947,201 | 682,039 | | Total Revenues | 1,539,161 | 1,381,365 | 3,005,822 | 2,698,403 | - Contract assets (unbilled receivables) were $121.7 million at June 30, 2025, up from $101.4 million at June 30, 2024[22] Note 3. Rationalization Charges Details rationalization charges by segment and activity, with projections for remaining expenses and cash expenditures Rationalization Charges by Segment (Dollars in thousands) | Segment | Three Months Ended June 30, 2025 ($ thousands) | Three Months Ended June 30, 2024 ($ thousands) | Six Months Ended June 30, 2025 ($ thousands) | Six Months Ended June 30, 2024 ($ thousands) | | :-------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | | Dispensing and Specialty Closures | 3,275 | 3,191 | 7,646 | 9,748 | | Metal Containers | 5,140 | 2,493 | 10,072 | 6,077 | | Custom Containers | 1,449 | 1,175 | 3,105 | 2,725 | | Total | 9,864 | 6,859 | 20,823 | 18,550 | Activity in Rationalization Reserves (Dollars in thousands) | Category | Balance at Dec. 31, 2024 ($ thousands) | Charged to expense ($ thousands) | Utilized and currency translation ($ thousands) | Balance at June 30, 2025 ($ thousands) | | :-------------------- | :----------------------- | :----------------- | :-------------------------------- | :----------------------- | | Employee Severance and Benefits | 29,318 | 6,181 | (4,126) | 31,373 | | Plant Exit Costs | — | 3,910 | (3,910) | — | | Non-Cash Asset Write-Downs | — | 10,732 | (10,732) | — | | Total | 29,318 | 20,823 | (18,768) | 31,373 | - Remaining expenses for rationalization plans (excluding Central States Pension Plan withdrawal) are expected to be $16.1 million, with cash expenditures of $21.6 million; Central States Pension Plan withdrawal liability will incur approximately $0.8 million annually through 2040[24] Note 4. Accumulated Other Comprehensive Loss Explains the change in accumulated other comprehensive loss, primarily driven by foreign currency translation gains Accumulated Other Comprehensive Loss (Dollars in thousands) | Component | Balance at Dec. 31, 2024 ($ thousands) | Other comprehensive income before reclassifications ($ thousands) | Amounts reclassified from accumulated other comprehensive loss ($ thousands) | Other comprehensive income ($ thousands) | Balance at June 30, 2025 ($ thousands) | | :-------------------------------- | :----------------------- | :-------------------------------------------------- | :----------------------------------------------------------- | :------------------------- | :----------------------- | | Unrecognized Net Defined Benefit Plan Costs | (129,988) | — | 2,825 | 2,825 | (127,163) | | Fair Value of Derivatives | (5,039) | (871) | (1,145) | (2,016) | (7,055) | | Foreign Currency Translation | (218,330) | 117,169 | — | 117,169 | (101,161) | | Total | (353,357) | 116,298 | 1,680 | 117,978 | (235,379) | - Foreign currency translation gains of $117.2 million for the six months ended June 30, 2025, significantly reduced the accumulated other comprehensive loss, driven by foreign subsidiary financial statement translation gains ($225.4 million) and partially offset by net investment hedge losses ($(141.7) million)[26][28] Note 5. Inventories Provides a breakdown of inventories by category, showing an increase in total inventories at June 30, 2025 Inventories (Dollars in thousands) | Category | June 30, 2025 ($ thousands) | June 30, 2024 ($ thousands) | Dec. 31, 2024 ($ thousands) | | :----------------------------------- | :------------ | :------------ | :------------ | | Raw materials | 490,214 | 408,681 | 450,389 | | Work-in-process | 231,578 | 190,661 | 199,030 | | Finished goods | 788,044 | 706,234 | 530,406 | | Other | 17,636 | 17,395 | 17,192 | | Subtotal | 1,527,472 | 1,322,971 | 1,197,017 | | Adjustment to value inventory at cost on the LIFO method | (268,961) | (317,382) | (268,961) | | Total Inventories | 1,258,511 | 1,005,589 | 928,056 | Note 6. Long-Term Debt Details the company's long-term debt, showing an increase in total debt principal due to bank debt and a significant repayment of Senior Notes Long-Term Debt (Dollars in thousands) | Debt Type | June 30, 2025 ($ thousands) | June 30, 2024 ($ thousands) | Dec. 31, 2024 ($ thousands) | | :----------------------------------- | :------------ | :------------ | :------------ | | Bank debt: | | | | | Bank revolving loans | 1,361,887 | — | — | | U.S. term loans | 850,000 | 850,000 | 850,000 | | Euro term loans | 1,056,421 | — | 931,950 | | Other foreign bank revolving and term loans | 67,224 | 54,277 | 35,725 | | Total bank debt | 3,335,532 | 1,569,277 | 1,817,675 | | 4⅛% Senior Notes | 600,000 | 600,000 | 600,000 | | 2¼% Senior Notes | 586,900 | 535,850 | 517,750 | | 1.4% Senior Secured Notes | 500,000 | 500,000 | 500,000 | | 3¼% Senior Notes | — | 696,605 | 673,075 | | Finance leases | 40,943 | 38,134 | 41,673 | | Total debt - principal | 5,063,375 | 3,939,866 | 4,150,173 | | Less unamortized debt issuance costs and debt discount | 11,298 | 10,902 | 13,320 | | Total debt | 5,052,077 | 3,928,964 | 4,136,853 | | Less current portion | 1,937,384 | 1,398,246 | 716,932 | | Long-term debt | 3,114,693 | 2,530,718 | 3,419,921 | - On March 15, 2025, the company repaid €650.0 million of 3¼% Senior Notes due 2025, funded by Euro revolving loan borrowings and cash on hand[31] Note 7. Financial Instruments Discusses the company's use of derivative financial instruments to manage market risks, including fair value measurements and hedging strategies Carrying Amounts and Estimated Fair Values of Financial Instruments at June 30, 2025 (Dollars in thousands) | Instrument | Carrying Amount ($ thousands) | Fair Value ($ thousands) | | :-------------------------- | :-------------- | :--------- | | Assets: | | | | Cash and cash equivalents | 317,462 | 317,462 | | Liabilities: | | | | Bank debt | 3,335,532 | 3,335,532 | | 4⅛% Senior Notes | 599,629 | 589,818 | | 2¼% Senior Notes | 586,900 | 568,677 | | 1.4% Senior Secured Notes | 499,957 | 486,515 | - Derivative instruments (interest rate and natural gas swaps) are used to manage interest rate and natural gas cost exposures, not for trading or speculation, and are classified within Level 2 for fair value measurement[34][37][38] - Foreign currency exchange rate risk is minimized through Euro-denominated borrowings and internal hedging strategies, including net investment hedges, which resulted in foreign currency losses of $(141.7) million for the six months ended June 30, 2025[39][42] Note 8. Commitments and Contingencies States that no pending legal proceedings are expected to materially adversely affect the company's business or financial condition - No pending legal proceedings are expected to have a material adverse effect on the company's business or financial condition[43] Note 9. Supply Chain Finance Program Describes the company's supply chain finance program and the outstanding payables under it - The company has a supply chain finance program where suppliers can elect to sell receivables to a financial institution, with outstanding payables under this program totaling $248.4 million at June 30, 2025[44] Note 10. Retirement Benefits Details net periodic pension and other postretirement benefit costs, showing slight increases in pension costs and decreases in postretirement costs Net Periodic Pension Benefit Cost (Dollars in thousands) | Component | Three Months Ended June 30, 2025 ($ thousands) | Three Months Ended June 30, 2024 ($ thousands) | Six Months Ended June 30, 2025 ($ thousands) | Six Months Ended June 30, 2024 ($ thousands) | | :-------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | | Service cost | 1,968 | 2,164 | 3,912 | 4,329 | | Interest cost | 8,177 | 8,408 | 16,296 | 16,821 | | Expected return on plan assets | (10,256) | (10,771) | (20,513) | (21,542) | | Amortization of prior service cost | 5 | 23 | 13 | 46 | | Amortization of actuarial losses | 1,883 | 1,853 | 3,776 | 3,705 | | Net periodic benefit cost | 1,777 | 1,677 | 3,484 | 3,359 | Net Periodic Other Postretirement Benefit Cost (Dollars in thousands) | Component | Three Months Ended June 30, 2025 ($ thousands) | Three Months Ended June 30, 2024 ($ thousands) | Six Months Ended June 30, 2025 ($ thousands) | Six Months Ended June 30, 2024 ($ thousands) | | :-------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | | Service cost | 6 | 7 | 10 | 14 | | Interest cost | 151 | 167 | 302 | 332 | | Amortization of prior service credit | (14) | (5) | (29) | (10) | | Amortization of actuarial gains | (86) | (84) | (172) | (168) | | Net periodic benefit cost | 57 | 85 | 111 | 168 | Note 11. Income Taxes Discusses the IRS review of the 2023 tax year and the company's participation in the Compliance Assurance Program for 2024 and 2025 - The IRS completed its review of the 2023 tax year with no changes, and the company is participating in the Compliance Assurance Program for 2024 and 2025[46] Note 12. Treasury Stock Details the common stock repurchase program and shares repurchased for tax requirements related to vested restricted stock units - A $300.0 million common stock repurchase authorization is in effect until December 31, 2026, with $93.3 million remaining as of June 30, 2025; no shares were repurchased under this authorization in the first six months of 2025[47] - During the first six months of 2025, 127,278 shares were repurchased at an average cost of $54.00 to satisfy minimum employee withholding tax requirements for vested restricted stock units[48] Note 13. Stock-Based Compensation Reports the grant of restricted stock units and their fair value during the first six months of 2025 - 727,234 restricted stock units were granted in the first six months of 2025, with a fair value of $39.3 million, to be amortized over the vesting period[50] Note 14. Segment Information Provides segment-level performance based on Adjusted EBIT, highlighting net sales and Adjusted EBIT for Dispensing and Specialty Closures, Metal Containers, and Custom Containers Reportable Segment Information - Net Sales (Dollars in thousands) | Segment | Three Months Ended June 30, 2025 ($ thousands) | Three Months Ended June 30, 2024 ($ thousands) | Six Months Ended June 30, 2025 ($ thousands) | Six Months Ended June 30, 2024 ($ thousands) | | :-------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | | Dispensing and Specialty Closures | 702,187 | 565,377 | 1,373,290 | 1,101,297 | | Metal Containers | 676,056 | 650,796 | 1,304,483 | 1,267,925 | | Custom Containers | 160,918 | 165,192 | 328,049 | 329,181 | | Total Net Sales | 1,539,161 | 1,381,365 | 3,005,822 | 2,698,403 | Reportable Segment Information - Adjusted EBIT (Dollars in thousands) | Segment | Three Months Ended June 30, 2025 ($ thousands) | Three Months Ended June 30, 2024 ($ thousands) | Six Months Ended June 30, 2025 ($ thousands) | Six Months Ended June 30, 2024 ($ thousands) | | :-------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | | Dispensing and Specialty Closures | 107,925 | 92,707 | 207,128 | 170,557 | | Metal Containers | 70,771 | 58,513 | 120,327 | 103,467 | | Custom Containers | 24,929 | 22,545 | 49,513 | 42,713 | | Corporate | (10,654) | (8,401) | (25,727) | (15,893) | | Total Adjusted EBIT | 192,971 | 165,364 | 351,241 | 300,844 | Reconciliation of Total Adjusted EBIT to Income Before Income Taxes (Dollars in thousands) | Metric | Three Months Ended June 30, 2025 ($ thousands) | Three Months Ended June 30, 2024 ($ thousands) | Six Months Ended June 30, 2025 ($ thousands) | Six Months Ended June 30, 2024 ($ thousands) | | :----------------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | | Total adjusted EBIT | 192,971 | 165,364 | 351,241 | 300,844 | | Less: | | | | | | Acquired intangible asset amortization expense | 15,946 | 12,356 | 31,359 | 25,637 | | Other pension (income) for U.S. pension plans | (925) | (1,211) | (1,850) | (2,422) | | Equity in earnings of affiliates, net of tax | 555 | — | 1,717 | — | | Rationalization charges | 9,864 | 6,859 | 20,823 | 18,550 | | Costs attributed to announced acquisitions | — | 5,507 | 1,117 | 5,507 | | Income before interest and income taxes | 167,531 | 141,853 | 298,075 | 253,572 | | Interest and other debt expense | 48,699 | 41,343 | 91,627 | 79,990 | | Income before income taxes | 118,832 | 100,510 | 206,448 | 173,582 | - The Metal Containers segment and part of the Dispensing and Specialty Closures segment experience seasonality due to fruit and vegetable harvests, leading to historically higher unit sales and disproportionate Adjusted EBIT in the third quarter[53] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Management's discussion and analysis of financial condition and results, covering net sales, income, segment performance, liquidity, and capital allocation General Introduces Silgan Holdings Inc. as a rigid packaging manufacturer, outlining its strategic focus on growth, cost reduction, and acquisitions - Silgan is a leading manufacturer of sustainable rigid packaging solutions across three main product categories: dispensing and specialty closures, metal containers, and custom plastic containers[58] - The company's strategy focuses on increasing shareholder value through business growth, cost reduction, building competitive positions, and strategic acquisitions, such as the October 2024 acquisition of Weener Packaging[59][60] Results of Operations Analyzes consolidated net sales, gross profit, and income before interest and income taxes, highlighting the impact of acquisitions and productivity improvements Consolidated Income Statement Data as a Percentage of Net Sales | Metric | 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: | | | | | | Dispensing and Specialty Closures | 45.6 | 40.9 | 45.7 | 40.8 | | Metal Containers | 43.9 | 47.1 | 43.4 | 47.0 | | Custom Containers | 10.5 | 12.0 | 10.9 | 12.2 | | Consolidated | 100.0 | 100.0 | 100.0 | 100.0 | | Cost of goods sold | 80.6 | 81.5 | 81.1 | 82.2 | | Gross profit | 19.4 | 18.5 | 18.9 | 17.8 | | Selling, general and administrative expenses | 7.9 | 7.8 | 8.3 | 7.7 | | Rationalization charges | 0.6 | 0.4 | 0.7 | 0.7 | | Income before interest and income taxes | 10.9 | 10.3 | 9.9 | 9.4 | | Interest and other debt expense | 3.2 | 3.0 | 3.0 | 2.9 | | Income before income taxes | 7.7 | 7.3 | 6.9 | 6.5 | | Provision for income taxes | 2.0 | 1.8 | 1.7 | 1.6 | | Income before equity in earnings of affiliates | 5.7 | 5.5 | 5.2 | 4.9 | | Equity in earnings of affiliates, net of tax | 0.1 | — | 0.1 | — | | Net income | 5.8 | 5.5 | 5.3 | 4.9 | Consolidated Net Sales (Dollars in millions) | Segment | Three Months Ended June 30, 2025 ($ millions) | Three Months Ended June 30, 2024 ($ millions) | Six Months Ended June 30, 2025 ($ millions) | Six Months Ended June 30, 2024 ($ millions) | | :-------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | | Dispensing and Specialty Closures | 702.2 | 565.4 | 1,373.3 | 1,101.3 | | Metal Containers | 676.1 | 650.8 | 1,304.5 | 1,267.9 | | Custom Containers | 160.9 | 165.2 | 328.0 | 329.2 | | Consolidated | 1,539.2 | 1,381.4 | 3,005.8 | 2,698.4 | Consolidated Income Before Interest and Income Taxes (Dollars in millions) | Segment | Three Months Ended June 30, 2025 ($ millions) | Three Months Ended June 30, 2024 ($ millions) | Six Months Ended June 30, 2025 ($ millions) | Six Months Ended June 30, 2024 ($ millions) | | :-------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | | Dispensing and Specialty Closures | 89.8 | 78.9 | 169.7 | 138.7 | | Metal Containers | 65.7 | 56.3 | 110.5 | 98.0 | | Custom Containers | 22.6 | 20.5 | 44.7 | 38.3 | | Corporate | (10.6) | (13.9) | (26.8) | (21.4) | | Consolidated | 167.5 | 141.8 | 298.1 | 253.6 | - Consolidated net sales increased by 11.4% to $1.5 billion in Q2 2025 and $3.0 billion in H1 2025, primarily driven by the Weener Packaging acquisition and higher organic unit volumes in dispensing products[62][64] - Gross profit margin increased by 0.9 percentage points in Q2 2025 (to 19.4%) and 1.1 percentage points in H1 2025 (to 18.9%)[65] - Income before interest and income taxes increased by $25.7 million (Q2 2025) and $44.5 million (H1 2025), with margins improving to 10.9% and 9.9% respectively, largely due to Weener Packaging and improved manufacturing productivity[67][68] - Interest and other debt expense increased by $7.4 million (Q2 2025) and $11.6 million (H1 2025) due to higher average borrowings related to the Weener Packaging acquisition[69] - Effective tax rates increased slightly to 25.6% (Q2 2025) and 24.8% (H1 2025) primarily due to changes in the geographic mix of profit[70] Non-GAAP Measures Explains the use of non-GAAP measures like Adjusted EBIT and Adjusted EBIT margin to present core operating performance - Adjusted EBIT and Adjusted EBIT margin are non-GAAP measures used to assess core operating performance by excluding specific non-recurring or non-operational items (e.g., acquired intangible asset amortization, certain pension expenses, rationalization charges, acquisition costs) and including equity in earnings of affiliates[72][73][74] Reconciliation of Non-GAAP Financial Measures (Dollars in millions) | Metric | Three Months Ended June 30, 2025 ($ millions) | Three Months Ended June 30, 2024 ($ millions) | Six Months Ended June 30, 2025 ($ millions) | Six Months Ended June 30, 2024 ($ millions) | | :----------------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | | Dispensing and Specialty Closures | | | | | | Income before interest and income taxes (EBIT) | 89.8 | 78.9 | 169.7 | 138.7 | | Acquired intangible asset amortization expense | 14.4 | 10.9 | 28.4 | 22.6 | | Other pension (income) for U.S. pension plans | (0.2) | (0.3) | (0.3) | (0.5) | | Equity in earnings of affiliates, net of tax | 0.6 | — | 1.7 | — | | Rationalization charges | 3.3 | 3.2 | 7.6 | 9.7 | | Adjusted EBIT | 107.9 | 92.7 | 207.1 | 170.5 | | Metal Containers | | | | | | Income before interest and income taxes (EBIT) | 65.7 | 56.3 | 110.5 | 98.0 | | Acquired intangible asset amortization expense | 0.4 | 0.3 | 0.7 | 0.7 | | Other pension (income) for U.S. pension plans | (0.4) | (0.6) | (1.0) | (1.3) | | Rationalization charges | 5.1 | 2.5 | 10.1 | 6.1 | | Adjusted EBIT | 70.8 | 58.5 | 120.3 | 103.5 | | Custom Containers | | | | | | Income before interest and income taxes (EBIT) | 22.6 | 20.5 | 44.7 | 38.3 | | Acquired intangible asset amortization expense | 1.1 | 1.1 | 2.2 | 2.3 | | Other pension (income) for U.S. pension plans | (0.3) | (0.3) | (0.5) | (0.6) | | Rationalization charges | 1.5 | 1.2 | 3.1 | 2.7 | | Adjusted EBIT | 24.9 | 22.5 | 49.5 | 42.7 | | Corporate | | | | | | Loss before interest and income taxes (EBIT) | (10.6) | (13.9) | (26.8) | (21.4) | | Costs attributed to announced acquisitions | — | 5.5 | 1.1 | 5.5 | | Adjusted EBIT | (10.6) | (8.4) | (25.7) | (15.9) | | Total adjusted EBIT | 193.0 | 165.3 | 351.2 | 300.8 | Dispensing and Specialty Closures Segment Details the Dispensing and Specialty Closures segment's performance, showing significant net sales growth and increased Adjusted EBIT, despite margin pressure Dispensing and Specialty Closures Segment Performance (Dollars in millions) | Metric | Three Months Ended June 30, 2025 ($ millions) | Three Months Ended June 30, 2024 ($ millions) | Six Months Ended June 30, 2025 ($ millions) | Six Months Ended June 30, 2024 ($ millions) | | :----------------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | | Net sales | 702.2 | 565.4 | 1,373.3 | 1,101.3 | | Income before interest and income taxes (EBIT) | 89.8 | 78.9 | 169.7 | 138.7 | | Income before interest and income taxes margin (EBIT margin) | 12.8 % | 14.0 % | 12.4 % | 12.6 % | | Adjusted EBIT | 107.9 | 92.7 | 207.1 | 170.5 | | Adjusted EBIT margin | 15.4 % | 16.4 % | 15.1 % | 15.5 % | - Net sales increased by $136.8 million (24.2%) in Q2 2025 and $272.0 million (24.7%) in H1 2025, primarily due to the Weener Packaging acquisition ($143.6 million in Q2, $287.0 million in H1) and higher organic unit volumes of dispensing products[79][80] - Lower unit volumes of specialty closures (approx. 3% in Q2, 2% in H1) for North American beverage markets, due to cool/wet weather and lower promotional activity, partially offset sales growth[79][80] - Adjusted EBIT increased by $15.2 million (Q2 2025) and $36.6 million (H1 2025), but Adjusted EBIT margin decreased to 15.4% (Q2) and 15.1% (H1) due to the decline in specialty closure volumes and unfavorable foreign currency impact in H1[81][82] Metal Containers Segment Reviews the Metal Containers segment's performance, noting net sales growth and improved Adjusted EBIT and margin from productivity gains Metal Containers Segment Performance (Dollars in millions) | Metric | Three Months Ended June 30, 2025 ($ millions) | Three Months Ended June 30, 2024 ($ millions) | Six Months Ended June 30, 2025 ($ millions) | Six Months Ended June 30, 2024 ($ millions) | | :----------------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | | Net sales | 676.1 | 650.8 | 1,304.5 | 1,267.9 | | Income before interest and income taxes (EBIT) | 65.7 | 56.3 | 110.5 | 98.0 | | Income before interest and income taxes margin (EBIT margin) | 9.7 % | 8.7 % | 8.5 % | 7.7 % | | Adjusted EBIT | 70.8 | 58.5 | 120.3 | 103.5 | | Adjusted EBIT margin | 10.5 % | 9.0 % | 9.2 % | 8.2 % | - Net sales increased by $25.3 million (3.9%) in Q2 2025 and $36.6 million (2.9%) in H1 2025, primarily due to the pass-through of higher raw material and manufacturing costs and favorable foreign currency translation[86][87] - Unit volumes were comparable in Q2 (higher pet food, lower soup) and increased by approximately 2% in H1 (higher pet food)[86][87] - Adjusted EBIT increased by $12.3 million (Q2 2025) and $16.8 million (H1 2025), with Adjusted EBIT margin rising to 10.5% (Q2) and 9.2% (H1), driven by improved manufacturing productivity and cost performance[88][89] Custom Containers Segment Examines the Custom Containers segment's performance, showing slight net sales decreases but significant Adjusted EBIT and margin improvements Custom Containers Segment Performance (Dollars in millions) | Metric | Three Months Ended June 30, 2025 ($ millions) | Three Months Ended June 30, 2024 ($ millions) | Six Months Ended June 30, 2025 ($ millions) | Six Months Ended June 30, 2024 ($ millions) | | :----------------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | | Net sales | 160.9 | 165.2 | 328.0 | 329.2 | | Income before interest and income taxes (EBIT) | 22.6 | 20.5 | 44.7 | 38.3 | | Income before interest and income taxes margin (EBIT margin) | 14.0 % | 12.4 % | 13.6 % | 11.6 % | | Adjusted EBIT | 24.9 | 22.5 | 49.5 | 42.7 | | Adjusted EBIT margin | 15.5 % | 13.6 % | 15.1 % | 13.0 % | - Net sales decreased by $4.3 million (2.6%) in Q2 2025 due to lower volumes (approx. 2%) from exiting lower margin business, and by $1.2 million (0.4%) in H1 2025 due to unfavorable foreign currency translation[92][93] - Adjusted EBIT increased by $2.4 million (Q2 2025) and $6.8 million (H1 2025), with Adjusted EBIT margin rising to 15.5% (Q2) and 15.1% (H1), primarily due to improved manufacturing productivity and cost performance[94][95] Capital Resources and Liquidity Discusses the company's capital resources and liquidity, including operating cash flows, debt management, and sufficiency for future needs - Principal liquidity sources are net cash from operating activities and borrowings under debt instruments, including the senior secured credit facility[96] - For H1 2025, net cash used in operating activities was $904.9 million, and long-term debt repayment was $706.3 million, largely funded by $1.4 billion in net borrowings under revolving loans[98] - On March 15, 2025, €650.0 million of 3¼% Senior Notes were repaid using Euro revolving loan borrowings and cash on hand[97] - At June 30, 2025, $1.4 billion of revolving loans were outstanding, with $118.3 million available after letters of credit; seasonal working capital requirements average approximately $375 million[100][101] - Management believes cash from operations and available borrowings will be sufficient for expected operating needs, capital expenditures, debt service, and other corporate uses, including potential future acquisitions[102] Supply Chain Finance Program Describes the company's supply chain finance program, allowing suppliers to sell receivables and leveraging the company's creditworthiness - The company utilizes an SCF program where suppliers can sell receivables to a financial institution, potentially gaining more favorable terms by leveraging the company's creditworthiness[104] - Outstanding trade accounts payables subject to the SCF program were $248.4 million at June 30, 2025, included in accounts payable on the balance sheet[104] Guaranteed Securities Provides information on guaranteed securities and summarized financial data for the Obligor Group, Silgan's U.S. subsidiaries - The 4⅛% Senior Notes, 2¼% Senior Notes, and 1.4% Senior Secured Notes are guaranteed by the Obligor Group, consisting of Silgan's U.S. subsidiaries that also guarantee the Credit Agreement[105] Obligor Group Summarized Financial Information (Dollars in millions) | Metric | June 30, 2025 ($ millions) | Dec. 31, 2024 ($ millions) | | :------------------ | :------------ | :------------ | | Current assets | 1,773.9 | 1,464.5 | | Noncurrent assets | 4,352.2 | 4,279.5 | | Current liabilities | 2,636.6 | 1,826.4 | | Noncurrent liabilities | 3,630.9 | 3,987.8 | Obligor Group Summarized Income Information (Six Months Ended June 30, 2025, Dollars in millions) | Metric | Amount ($ millions) | | :--------- | :----- | | Net sales | 1,971.9 | | Gross profit | 312.0 | | Net income | 73.0 | Rationalization Charges Discusses ongoing facility rationalizations, cash payments made, and projected remaining expenses and expenditures - Cash payments for rationalization plans were $8.0 million for the six months ended June 30, 2025[109] - Excluding the Central States Pension Plan withdrawal, remaining rationalization expenses are expected to be $16.1 million, with cash expenditures of $21.6 million[109] Item 3. Quantitative and Qualitative Disclosures About Market Risk Details the company's market risks, including interest rate, foreign currency, and commodity price exposures, and their management through non-speculative derivatives - Primary market risks include interest rate, foreign currency exchange rate, and commodity pricing (natural gas) risks[111] - Derivative financial instruments are used to manage these exposures, not for trading or speculative purposes[111] - No material changes to market risks or management policies have occurred since the 2024 Form 10-K, except as noted in Notes 6 and 7[112] Item 4. Controls and Procedures Confirms the effectiveness of disclosure controls and procedures, notes no material changes to internal controls, and outlines the integration of Weener Packaging's controls - Disclosure controls and procedures were effective as of June 30, 2025, ensuring timely and accurate reporting[113] - No material changes to internal controls over financial reporting occurred during the period[114] - Internal controls of Weener Packaging, acquired in October 2024, are being integrated and will be part of the 2025 annual assessment of internal control effectiveness[115] Part II. Other Information This section includes other required information such as trading arrangements, a list of exhibits, and the report's official signatures Item 5. Other Information Reports no adoption or termination of Rule 10b5-1 trading arrangements by directors or officers in Q2 2025 - No Rule 10b5-1 trading arrangements were adopted or terminated by directors or officers in Q2 2025[116] Item 6. Exhibits Provides a comprehensive list of exhibits filed with the Quarterly Report, including legal documents, certifications, and XBRL data List of Exhibits | Exhibit Number | Description | | :------------- | :---------- | | 22 | Subsidiary Guarantors and Issuers of Guaranteed Securities | | 4.1 | Third Supplemental Indenture to the Indenture dated as of February 10, 2021, with respect to the 1.4% Senior Secured Notes due 2026 | | 4.2 | Fifth Supplemental Indenture to the Indenture dated as of November 12, 2019, with respect to the 4⅛% Senior Notes due 2028 | | 31.1 | Certification by the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act | | 31.2 | Certification by the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act | | 32.1 | Certification by the Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act | | 32.2 | Certification by the Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act | | 101.INS | XBRL Instance Document | | 101.SCH | Inline XBRL Taxonomy Extension Schema Document | | 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | | 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | | 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | | 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | | 104 | Cover Page Interactive Data File | Signatures This section contains the official signatures for the Quarterly Report, confirming its submission on behalf of Silgan Holdings Inc Signatures Confirms the official signing of the Quarterly Report by Kimberly I. Ulmer, Senior Vice President and Chief Financial Officer, on August 7, 2025 - The Quarterly Report was signed by Kimberly I. Ulmer, Senior Vice President and Chief Financial Officer, on August 7, 2025[122]