# CROWN HOLDINGS, INC. (CCK) FY 2024 MD&A Verbatim Item 7 Management's Discussion and Analysis from CROWN HOLDINGS, INC.'s 10-K for fiscal year 2024. SEC filing source: https://www.sec.gov/Archives/edgar/data/1219601/000121960125000009/cck-20241231.htm Accession: 0001219601-25-000009 Filing date: 2025-03-03 Report date: 2024-12-31 Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high Company profile: /company/CCK/ All MD&A years: /company/CCK/mda/ Previous year: /company/CCK/mda/fy2023/ (FY 2023) Next year: /company/CCK/mda/fy2025/ (FY 2025) ITEM 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (in millions, except per share, average settlement cost per asbestos claim, employee, shareholder and statistical data) INTRODUCTION The following discussion summarizes the significant factors affecting the results of operations and financial condition of Crown Holdings, Inc. (the "Company") as of and during the three-year period ended December 31, 2024. This discussion should be read in conjunction with the consolidated financial statements included in this Annual Report. BUSINESS STRATEGY AND TRENDS The Company's strategy is to maximize long-term shareholder value by pursuing profitable growth opportunities while returning cash to shareholders through dividends and share repurchases. Global industry demand for beverage cans has been growing in recent years in North America, Brazil, Europe, and Southeast Asia. Growth has been driven by new product introductions, customer and consumer focus on the sustainability benefits of aluminum, and population and GDP growth in many markets. To meet such demand, the Company made long-term investments of approximately $2,000 for new manufacturing facilities and additional production lines in existing facilities since 2019. Based on current market conditions, the Company expects to have the ability to meet expected demand growth with its current installed capital base and expects capital spending to be approximately $450 in 2025. The Company's strategy is anchored by strong cash flow generation and a healthy balance sheet with a long-term net leverage target of 2.5x adjusted EBITDA (a non-GAAP measure). The Company believes it has the flexibility and resources to fund growth, repay debt and return excess cash flow to shareholders in the future. On July 25, 2024, the Company's Board of Directors authorized the repurchase of an aggregate amount of $2,000 of the Company's common stock through the end of 2027. The Company continues to actively elevate its commitment to sustainability, which is a core value of the Company. In 2020, the Company introduced Twentyby30, a robust program that outlines twenty measurable, science based, environmental, social and governance goals to be completed by 2030. In 2024, the Company garnered recognition for their commitment to integrate sustainability into all aspects of the organization, including the top spot within the Sustainalytics "Container and Packaging" industry category. To date the war between Russia and Ukraine and the conflicts in the Middle East have not had a direct material impact on the Company's business, financial condition, or results of operations. The Company continues to actively manage the challenges of supply chain disruptions, foreign exchange, interest rate fluctuations, and inflationary pressures, including increasing costs for raw materials, energy and transportation. Additionally, tariffs, retaliatory trade measures and further trade restrictions could result in higher raw material costs. The Company generally attempts to mitigate aluminum and steel price risk by matching its purchase obligations with its sales agreements. Additionally, the Company attempts to mitigate inflationary pressures on energy and raw material costs with contractual pass-through provisions that include annual selling price adjustments based on price indices. The Company also uses commodity forward contracts to manage its exposure to raw material costs. The ability to mitigate inflationary risks through these measures varies by region and the impact on the results of the Company’s segments is discussed, as applicable, under the heading "Results of Operations" below. RESULTS OF OPERATIONS The key measure used by the Company in assessing performance is segment income, a non-GAAP measure defined by the Company as income from operations adjusted to exclude intangibles amortization charges, restructuring and other and the impact of fair value adjustments to inventory acquired in an acquisition. The foreign currency translation impacts referred to in the discussion below were primarily due to changes in the Mexican peso in the Company's Americas Beverage segment, the euro in the Company's European Beverage segment and the Chinese yuan and the Thai baht in the Company's Asia Pacific segment. The Company's Transit Packaging segment is a global business and the foreign currency translation impacts referred to in the discussion below are primarily related to the euro, the Indian rupee, the Japanese yen, the Mexican peso and the Brazilian real. 26 Crown Holdings, Inc. The Company calculates the impact of foreign currency translation by dividing current year U.S. dollar results by the current year average foreign exchange rates and then multiplying those amounts by the applicable prior year average exchange rates. NET SALES AND SEGMENT INCOME     [[GREPCENT_TABLE]] [["","2024","","2023","","2022"],["Net sales","$11,801","","$12,010","","$12,943"]] [[/GREPCENT_TABLE]] Year ended December 31, 2024 compared to 2023 Net sales decreased primarily due to $196 from the pass-through of lower aluminum, steel and other commodity costs, unfavorable foreign currency translation of $23, and lower volumes in Transit Packaging, Asia Pacific and Other segments, partially offset by 7% higher beverage can volumes in both Americas and European Beverage. Year ended December 31, 2023 compared to 2022 Net sales decreased primarily due to $720 from the pass-through of lower aluminum, steel and other commodity costs and lower overall volumes in European Beverage, Asia Pacific, Transit Packaging and Other segments, partially offset by higher beverage can volumes in the Americas Beverage segment and favorable foreign currency translation of $77. Americas Beverage The Americas Beverage segment manufactures aluminum beverage cans and ends, steel crowns, glass bottles and aluminum closures and supplies a variety of customers from its operations in the U.S., Brazil, Canada, Colombia and Mexico. The U.S. and Canadian beverage can markets have experienced growth in recent years due to the introduction of new beverage products in cans versus other packaging formats. In Brazil and Mexico, the Company's volumes have increased in recent years primarily due to market growth driven by increased per capita incomes and consumption, combined with an increased preference for cans over other forms of beverage packaging. To meet volume requirements in these markets, the Company added additional line capacity in Monterrey, Mexico (2022) and new greenfield facilities in Uberaba, Brazil (2022), Martinsville, Virginia (2022) and Mesquite, Nevada (2023). Net sales and segment income in the Americas Beverage segment were as follows: [[GREPCENT_TABLE]] [["","2024","","2023","","2022"],["Net sales","$","5,240","","","$","5,147","","","$","5,126"],["Segment income","987","","","876","","","742"]] [[/GREPCENT_TABLE]] Year ended December 31, 2024 compared to 2023 Net sales increased primarily due to higher beverage can volumes, 7% in North America and 10% in Brazil, partially offset by $59 pass-through of lower aluminum costs and unfavorable foreign currency translation of $15. Segment income increased primarily due to higher volumes, improved manufacturing performance, including lower start-up costs compared to 2023 and $18 lower depreciation expense primarily driven by the useful life change effective January 1, 2024. Year ended December 31, 2023 compared to 2022 Net sales increased primarily due to contractual pass-through mechanisms put in place to recover inflation, 4% higher volumes and favorable foreign currency translation of $56, partially offset by the pass-through of $375 lower aluminum costs. Segment income increased primarily due to contractual pass-through mechanisms put in place to recover prior costs net of current year expenses and higher volumes and customer mix, partially offset by $19 higher depreciation associated with recent capacity expansions. 27 Crown Holdings, Inc. European Beverage The Company's European Beverage segment manufactures aluminum beverage cans and ends and supplies a variety of customers from its operations throughout Europe, the Middle East and North Africa. In recent years, the European beverage can market has been growing due to consumer focus on sustainability benefits of aluminum and a market shift to cans versus other packaging formats. To meet volume requirements, in 2023 the Company added additional line capacity in Agoncillo, Spain, a new greenfield facility in Peterborough, U.K. and acquired Helvetia Packaging AG, a beverage can and end manufacturing facility in Saarlouis, Germany. Net sales and segment income in the European Beverage segment were as follows: [[GREPCENT_TABLE]] [["","2024","","2023","","2022"],["Net sales","$","2,071","","","$","1,939","","","$","2,114"],["Segment income","276","","","199","","","123"]] [[/GREPCENT_TABLE]] Year ended December 31, 2024 compared to 2023 Net sales increased primarily due to 7% higher beverage can volumes. Segment income increased primarily due to higher volumes and improved manufacturing performance, including savings realized as part of prior year restructuring actions and lower start-up costs. Year ended December 31, 2023 compared to 2022 Net sales decreased primarily due to 9% lower volumes and the pass-through of lower aluminum costs of $120, partially offset by the contractual recovery of prior years' inflationary cost increases and favorable foreign currency of $24. Segment income increased primarily due to contractual pass-through mechanisms put in place to recover prior costs net of current year expenses, partially offset by lower volumes and customer mix and $7 of higher depreciation associated with recent capacity expansions. Asia Pacific The Company's Asia Pacific segment consists of beverage can operations in Cambodia, China, Indonesia, Malaysia, Myanmar, Thailand and Vietnam and non-beverage can operations, primarily food cans and specialty packaging. Historically growth in the beverage can market in Southeast Asia has been driven by increased per capita incomes and consumption, combined with an increased preference for cans over other forms of beverage packaging. To meet volume requirements in Southeast Asia, the Company added additional line capacity in Phnom Penh, Cambodia (2022). In 2023, volume softness was noted across each country in the Asia Pacific segment as the region continues to struggle with the effects of higher inflation and interest rates. In the fourth quarter of 2023, the Company announced the closure of its beverage can facilities in Ho Chi Minh City, Vietnam and Singapore with capacity relocated to the Company's Vung Tau, Vietnam facility and in the fourth quarter of 2024, the Company announced the closure of its beverage can facility in Sihanoukville, Cambodia. In June 2022, the Company's Yangon, Myanmar beverage can plant was temporarily idled due to currency restrictions, which resulted in the inability to source U.S. dollars required to procure U.S. dollar raw materials. The Company began production on a limited basis in 2023 and had net sales of $6 for the year-ended December 31, 2024. Property, plant and equipment in Myanmar as of December 31, 2024 was $49, including $24 of land and buildings and $25 of machinery and equipment. The Company will continue to monitor the economic conditions and the impact to its business in Myanmar, including any alternative uses for its machinery and equipment. Net sales and segment income in the Asia Pacific segment were as follows: [[GREPCENT_TABLE]] [["","2024","","2023","","2022"],["Net sales","$","1,161","","","$","1,297","","","$","1,615"],["Segment income","195","","","154","","","172"]] [[/GREPCENT_TABLE]] 28 Crown Holdings, Inc. Year ended December 31, 2024 compared to 2023 Net sales decreased primarily due to 7% lower beverage can volumes, $8 pass-through of lower aluminum costs and $6 from the impact of unfavorable foreign currency translation. Segment income increased primarily due to improved manufacturing performance, including savings realized as part of prior year restructuring actions, and $16 lower depreciation expense driven by the useful life change effective January 1, 2024. Year ended December 31, 2023 compared to 2022 Net sales decreased primarily due to 14% lower volumes, the pass-through of lower aluminum costs and $8 from the impact of unfavorable foreign currency translation. Segment income decreased primarily due to lower volumes. Additionally, 2022 segment income was unfavorably impacted by the mismatch in contractual aluminum pass-through provisions whereby higher cost inventory was sold at lower prices. Transit Packaging The Company's Transit Packaging segment includes the Company’s worldwide automation and equipment technologies, protective packaging solutions and steel and plastic consumables. Automation and equipment technologies include manual, semi-automatic and automatic equipment and tools, which are primarily used in end-of-line operations to apply and remove consumables such as strap and film. Protective solutions include standard and purpose designed products, such as airbags, edge protectors, and honeycomb products, among others that help prevent movement of, and/or damage to, a wide range of industrial and consumer goods during transport. Steel and plastic consumables include steel strap, plastic strap, industrial film and other related products that are used across a wide range of industries. Net sales and segment income in the Transit Packaging segment were as follows: [[GREPCENT_TABLE]] [["","2024","","2023","","2022"],["Net sales","$","2,107","","","2,256","","","$","2,545"],["Segment income","270","","","331","","","281"]] [[/GREPCENT_TABLE]] Year ended December 31, 2024 compared to 2023 Net sales decreased primarily due to $71 lower material costs, $60 lower volumes across most product lines and $14 unfavorable foreign currency translation. Segment income decreased primarily related to lower volumes across most product lines and margin compression due to lower selling prices, partially offset by improved cost performance. Year ended December 31, 2023 compared to 2022 Net sales decreased primarily due to $219 from lower volumes, mainly protective solutions and steel and plastic consumables, and the pass-through of lower raw material prices. Segment income increased primarily due to approximately $50 of cost savings from headcount reductions across the business. Other Other includes the Company's food can, aerosol can and closures businesses in North America, and beverage tooling and equipment operations in the U.S. and U.K.. The Company added a third two-piece food can line to its Owatonna, Minnesota plant in 2022 and a pet food can line to its Dubuque, Iowa plant in 2024. In 2023, the Company right-sized the beverage can equipment operations in the U.K. to reflect the expected significant reduction in orders from global beverage can manufactures. Additionally, in the fourth quarter of 2023, the Company announced the closure of its Decatur, IL aerosol can plant in response to lower aerosol can demand. 29 Crown Holdings, Inc. During the second quarter of 2024, the Company closed its food can plant in La Villa, Mexico and entered into an agreement to sell equipment for $30 to be paid in three annual installments, with the first $10 installment received during 2024. The Company recorded a gain of $22 for the sale of the equipment in the third quarter of 2024. Net sales and segment income in Other were as follows: [[GREPCENT_TABLE]] [["","2024","","2023","","2022"],["Net sales","$","1,222","","","$","1,371","","","$","1,543"],["Segment income","82","","","117","","","240"]] [[/GREPCENT_TABLE]] Year ended December 31, 2024 compared to 2023 Net sales decreased primarily due to lower volumes in the equipment, aerosol can and Mexico food can business and $46 from the pass-through of lower steel costs. Segment income decreased primarily due to lower volumes. Year ended December 31, 2023 compared to 2022 Net sales decreased primarily due to lower food and aerosol volumes of 7% and 23%, respectively. Segment income decreased primarily due to a steel repricing gain of $48 in 2022 as compared to a repricing loss of $12 in 2023, volume declines and customer mix and costs and expenses in excess of contractual pass-through mechanisms. Corporate and unallocated Corporate and unallocated items include corporate and administrative costs, research and development, and unallocated items such as stock-based compensation and insurance costs. [[GREPCENT_TABLE]] [["","2024","","2023","","2022"],["Corporate and unallocated","$","(165)","","","$","(131)","","","$","(115)"]] [[/GREPCENT_TABLE]] Corporate and unallocated costs increased from 2023 primarily due to higher incentive compensation, including stock-based compensation. Corporate and unallocated costs increased from 2022 primarily due to higher property insurance costs and incentive compensation costs in 2023. DEPRECIATION AND AMORTIZATION The Company periodically reviews the useful lives of property, plant and equipment. Based on the Company’s experience with the duration over which equipment and buildings of its aluminum beverage can business can be utilized, the Company engaged a third-party appraiser to assist in this review and, as a result, increased the estimated useful lives of buildings up to 50 years and machinery and equipment up to 23 years effective January 1, 2024. The change in accounting estimate was applied on a prospective basis. The change in useful lives resulted in a net reduction in depreciation expense of $64 for the year ended December 31, 2024 as compared to the amount of depreciation expense that would have been recorded by utilizing the prior depreciable lives. RESTRUCTURING AND OTHER, NET In 2024, the $75 charge from restructuring and other, net primarily included asset impairments in the Asia Pacific segment and severance and other exit costs related to current and prior year restructuring actions. See Note M for additional information. In 2023, the $114 charge from restructuring and other, net, included asset impairments, termination benefits and other exit costs primarily related to plant closures in the Americas Beverage, Asia Pacific and Other segments. See Note M for additional details. These actions reduced headcount by approximately 650 employees and annual savings were approximately $35. 30 Crown Holdings, Inc. In 2022, the benefit from restructuring and other, net, included a $113 gain from the sale of the Transit Packaging segment's Kiwiplan business and $29 of charges related to an overhead cost reduction program initiated by the Transit Packaging segment in the second quarter of 2022 that reduced headcount by approximately 600 employees. The annual savings were approximately $60. The Company continues to identify cost reduction initiatives in its businesses and it is possible that the Company may record additional restructuring charges in the future. OTHER PENSION AND POSTRETIREMENT In 2024 other pension and postretirement expense included settlement charges of $513 related to the transfer of portions of the Company's Canadian and primary U.S. defined benefit pension liabilities through the purchase of group annuity insurance contracts. See Note S for more information. Other pension and postretirement was an expense of $49 in 2023 as compared to a benefit of $16 in 2022 due to higher post-retirement expense as unamortized gains from prior year plan amendments are now fully amortized and higher pension expense due to higher interest rates and lower expected return on plan assets. Additionally, 2023 included $6 for a one-time pension termination charge related to business reorganization activities in Europe. GAIN ON SALE OF EQUITY METHOD INVESTMENT In 2024, the Company recorded a gain of $275 in conjunction with the sale of Eviosys, a European tinplate equity method investment. See Note B for more information. INTEREST EXPENSE AND INTEREST INCOME Interest expense expense increased from $436 in 2023 to $452 in 2024 and interest income increased from $53 in 2023 to $82 in 2024 primarily due to lower net debt balances throughout 2024 as compared to 2023. Interest expense increased from $284 in 2022 to $436 in 2023 and interest income increased from $15 in 2022 to $53 in 2023 primarily due to higher interest rates. TAXES ON INCOME The Company's effective income tax rates were as follows: [[GREPCENT_TABLE]] [["","2024","","2023","","2022"],["Income before income taxes","$","743","","","$","795","","","$","1,056"],["Provision for income taxes","183","","","222","","","243"],["Effective income tax rate","24.6","%","","27.9","%","","23.0","%"]] [[/GREPCENT_TABLE]] The decrease in the effective tax rate in 2024 compared to 2023, was primarily due to income tax benefits of $127 related to the pension settlement charges and $25 related to the release of valuation allowances resulting from improved profitability in Switzerland partially offset by a tax charge of $64 in the U.S. on the distribution from the sale of Eviosys. The increase in the effective tax rate in 2023 compared to 2022, was primarily due to the geographic distribution of the Company's world-wide earnings in higher-tax jurisdictions. In 2022, the effective tax rate included an income tax charge of $11 for the sale of the Company's Transit Packaging segment's Kiwiplan business. See Note T to the consolidated financial statements for further details of taxes on income. The Company expects to record a tax benefit of approximately $22 in 2025 after an internal reorganization which will result in the release of deferred tax liabilities related to the foreign currency impact of certain inter-company debt instruments that were designated as hedges of the Company's net investment in a euro-based subsidiary. EQUITY IN NET EARNINGS OF AFFILIATES Equity in earnings of affiliates decreased from $14 in 2023 to $0 in 2024 primarily due to lower earnings from Eviosys, the European tinplate equity method investment, which was sold in the fourth quarter of 2024. After the sale, the Company does not expect equity earnings to be material to the Company's results of operations. 31 Crown Holdings, Inc. LIQUIDITY AND CAPITAL RESOURCES OPERATING ACTIVITIES Cash provided by operating activities decreased from $1,453 in 2023 to $1,192 primarily due to higher cash taxes paid, primarily related to the gain on the distribution from the Eviosys sale and higher pension contributions, primarily related to the settlement of a portion of the U.S. pension plan in 2024. See Note B and Note S for more information. Receivables decreased from $1,719 at December 31, 2023 to $1,656 at December 31, 2024 primarily due to unfavorable foreign currency translation. Days sales outstanding for trade receivables, excluding the impact of unbilled receivables, was 34 at December 31, 2023 compared to 32 at December 31, 2024. Inventories decreased from $1,613 at December 31, 2023 to $1,440 at December 31, 2024 primarily due to efforts to reduce inventory levels across most businesses and unfavorable foreign currency translation. Inventory turnover decreased from 67 days at December 31, 2023 to 59 days at December 31, 2024. Accounts payable decreased from $2,459 at December 31, 2023 to $2,425 at December 31, 2024 primarily due to unfavorable foreign currency translation. Days outstanding for trade payables increased from 89 days at December 31, 2023 to 91 days at December 31, 2024. INVESTING ACTIVITIES Cash used for investing activities decreased from $804 in 2023 to $12 in 2024 primarily due to lower capital expenditures and the $338 proceeds received from the distribution related to the sale of Eviosys. Additionally, 2023 included the purchase of Helvetia Packaging AG for $126 and a distribution from Eviosys of $68. See Note B for more information. The Company currently expects capital expenditures in 2025 to be approximately $450. At December 31, 2024, the Company had approximately $48 of capital commitments primarily related to its Americas Beverage and European Beverage segments. The Company expects to fund these commitments primarily through cash generated from operations. FINANCING ACTIVITIES Financing activities provided cash of $116 in 2023 and used cash for $1,526 in 2024. In August 2024, the Company issued €600 principal amount of 4.50% senior unsecured notes due 2030 and used the proceeds to pay down the €600 principal amount of 2.625% senior unsecured notes due September 2024. Additionally, in December 2024, the Company redeemed the €600 principal amount of 3.375% senior unsecured notes due May 2025 and $400 principal amount of the U.S. dollar term loan facility. During 2024, the Company also repurchased $217 of common stock. In May 2023, the Company issued €500 principal amount of 5.0% senior unsecured notes due 2028. Additionally, in December 2023, the Company issued €500 principal amount of 4.75% senior unsecured notes due 2029 and used a portion of the proceeds to pay down the U.S. dollar term loan facility. The Company also repaid revolver borrowings of $329 in 2023. LIQUIDITY As of December 31, 2024, $676 of the Company's $918 in cash and cash equivalents was located outside the U.S. The Company is not aware of any legal restrictions under foreign law that materially impact its access to cash held outside the U.S. The Company funds its cash needs in the U.S. through a combination of cash flows from operations, dividends from certain foreign subsidiaries, borrowings under its revolving credit facility and the acceleration of cash receipts under its receivable securitization and factoring facilities. Of the cash and cash equivalents located outside the U.S., $304 was held by subsidiaries for which earnings are considered indefinitely reinvested. The Company's revolving credit agreements provide capacity of $1,650 and, as of December 31, 2024, the Company had available capacity of $1,614. The Company could have borrowed this amount at December 31, 2024 and still have been in compliance with its leverage ratio covenant. 32 Crown Holdings, Inc. The Company's debt agreements contain covenants that limit the ability of the Company and its subsidiaries to, among other things, incur additional debt, pay dividends or repurchase capital stock, make certain other restricted payments, create liens and engage in sale and leaseback transactions. These restrictions are subject to a number of exceptions, however, which allow the Company to incur additional debt, create liens or make otherwise restricted payments provided that the Company is in compliance with applicable financial and other covenants and meets certain liquidity requirements. The Company’s revolving credit facilities and term loan facilities also contain a total leverage ratio covenant. The leverage ratio is calculated as total net debt divided by Consolidated EBITDA (as defined in the credit agreement). Total net debt is defined in the credit agreement as total debt less cash and cash equivalents. Consolidated EBITDA is calculated as the sum of, among other things, net income attributable to Crown Holdings, net income attributable to certain of the Company's subsidiaries, income taxes, interest expense, depreciation and amortization, and certain non-cash charges. The Company’s total net leverage ratio of 2.6 to 1.0 at December 31, 2024 was in compliance with the covenant requiring a ratio no greater than 4.5 to 1.0. The ratio is calculated at the end of each quarter using debt and cash balances as of the end of the quarter and Consolidated EBITDA for the most recent twelve months. Failure to meet the financial covenant could result in the acceleration of any outstanding amounts due under the revolving credit facilities and term loan facilities. In order to reduce leverage and future interest payments, the Company may from time to time repurchase outstanding notes and debentures with cash or seek to refinance its existing credit facilities and other indebtedness. The Company will evaluate any such transactions in light of any required premiums and then existing market conditions and may determine not to pursue such transactions. The Company’s current sources of liquidity also include a securitization facility with a program limit up to a maximum of $800 that expires in July 2025 and securitization facilities with program limits of $230 and $160 that expire in November 2025. The Company accounts for transfers under these facilities as either sales or secured borrowings based on whether it has transferred control over the factored receivables as further discussed in Note D to the consolidated statements. The Company utilizes its cash flows from operations, borrowings under its revolving credit facilities and the acceleration of cash receipts under its receivables securitization and factoring programs to primarily fund its operations, capital expenditures and financing obligations. The Company has managed its various pension plan liabilities through opportunistic purchases of annuity insurance contracts for portions of outstanding defined pension obligations using plan assets for further information on the group annuity insurance contracts purchased to transfer portions of the Company's Canadian and primary U.S. defined benefit pension liabilities in Note S. Cash payments required for purchase obligations and projected pension contributions in effect at December 31, 2024, are summarized in the following table: [[GREPCENT_TABLE]] [["","","Payments Due by Period"],["","","2025","","2026","","2027","","2028","","2029","","2030 & after","","Total"],["Purchase obligations (1)","","$","2,938","","","$","1,959","","","$","1,833","","","$","1,288","","","$","511","","","$","633","","","$","9,162"],["Projected pension contributions (2)","","20","","","29","","","27","","","51","","","28","","","\u2014","","","155"],["Total","","$","2,958","","","$","1,988","","","$","1,860","","","$","1,339","","","$","539","","","$","633","","","$","9,317"]] [[/GREPCENT_TABLE]] All amounts due in foreign currencies are translated at exchange rates as of December 31, 2024. (1) These purchase commitments specify significant terms, including fixed or minimum quantities to be purchased; fixed, minimum or variable pricing provisions; and the approximate timing of transactions. (2) Pension projections require the use of numerous estimates and assumptions such as discount rates, rates of return on plan assets, compensation increases, health care cost increases, mortality and employee turnover and therefore projected contributions been provided for only five years. Long term debt obligations, including fixed and variable rate debt, are further discussed in Note N. Long-term debt payments due in February 2026 include the Company's $875 4.75% senior notes and €500 ($518) 2.875% senior notes. The Company expects to refinance or repay these notes at maturity The Company currently expects interest payments on debt and securitization and factoring in 2025 to be approximately $340. This estimate is based on projected interest rates as of December 31, 2024, long-term debt balances, average borrowings under the revolving credit facility and securitization and factoring estimates. 33 Crown Holdings, Inc. The Company also has certain guarantees and indemnification agreements that could require the payment of cash upon the occurrence of certain events. The guarantees and agreements are further discussed under Note Q to the consolidated financial statements. Supplemental Guarantor Financial Information As disclosed in Note N, the Company and certain of its 100% directly or indirectly owned subsidiaries provide guarantees of senior notes and debentures issued by other 100% directly or indirectly owned subsidiaries. These senior notes and debentures are fully and unconditionally guaranteed by the Company and substantially all of its subsidiaries in the U.S., except in the case of the Company’s outstanding senior notes issued by Crown Cork & Seal Company, Inc., which are fully and unconditionally guaranteed by Crown Holdings, Inc. (Parent). No other subsidiary guarantees the debt and the guarantees are made on a joint and several basis. The senior notes and guarantees are senior unsecured obligations of the issuers and the guarantors, and are: •effectively subordinated to all existing and future secured indebtedness of the issuers and the guarantors to the extent of the value of the assets securing such indebtedness, including any borrowings under the Company’s senior secured credit facilities, to the extent of the value of the assets securing such indebtedness; •structurally subordinated to all indebtedness of the Company’s non-guarantor subsidiaries, which include all of the Company’s foreign subsidiaries and any U.S. subsidiaries that are neither obligors nor guarantors of the Company’s senior secured credit facilities; •ranked equal in right of payment to any existing or future senior indebtedness of the issuers and the guarantors; and •ranked senior in right of payment to all existing and future subordinated indebtedness of the issuers and the guarantors. Each guarantee of a guarantor is limited to an amount not to exceed the maximum amount that can be guaranteed that will not (after giving effect to all other contingent and fixed liabilities of such guarantor and after giving effect to any collections from, rights to receive contribution from or payments made by or on behalf of all other guarantors in respect of the obligations of such other guarantors under their respective guarantees of the guaranteed obligations) render the guarantee, as it relates to such guarantor, voidable under applicable law relating to fraudulent conveyances or fraudulent transfers. A guarantee of a guarantor other than the Parent will be unconditionally released and discharged upon any of the following: •any transfer (including, without limitation, by way of consolidation or merger) by the Parent or any subsidiary of the Parent to any person or entity that is not the Parent or a subsidiary of the Parent of (1) all of the equity interests of, or all or substantially all of the properties and assets of, such guarantor; or (2) equity interests of such guarantor or any issuance by such guarantor of its equity interests, such that such guarantor ceases to be a subsidiary of the Parent; provided that such guarantor is also released from all of its obligations in respect of indebtedness under the Company’s senior secured credit facilities; •the release of such guarantor from all obligations of such guarantor in respect of indebtedness under the Company’s senior secured credit facilities, except to the extent such guarantor is otherwise required to provide a guarantee; or •upon the contemporaneous release or discharge of all guarantees by such guarantor which would have required such guarantor to provide a guarantee under the applicable indenture. The following tables present summarized financial information related to the senior notes issued by the Company’s subsidiary debt issuers and guarantors on a combined basis for each issuer and its guarantors (together, an “obligor group”) after elimination of (i) intercompany transactions and balances among the Parent and the guarantors and (ii) equity in earnings from and investments in any subsidiary that is a non-guarantor. Crown Cork Obligor group consists of Crown Cork & Seal Company, Inc. and the Parent. Crown Americas Obligor group consists of Crown Americas LLC, Crown Americas Capital Corp. V, Crown Americas Capital Corp. VI, the Parent, and substantially all of the Company’s subsidiaries in the U.S. Crown Cork Obligor Group [[GREPCENT_TABLE]] [["","","","December 31, 2024"],["Net sales","","","","","$","\u2014"],["Gross Profit","","","","","\u2014"],["Income from operations","","","","","1"],["Net income1","","","","","(140)"],["Net income attributable to Crown Holdings1","","","","","(140)"]] [[/GREPCENT_TABLE]] (1) Includes $55 of expense related to intercompany interest with non-guarantor subsidiaries. 34 Crown Holdings, Inc. [[GREPCENT_TABLE]] [["","December 31, 2024"],["Current assets","$","47"],["Non-current assets","22"],["Current liabilities","68"],["Non-current liabilities1","6,647"]] [[/GREPCENT_TABLE]] (1) Includes payables of $5,905 due to non-guarantor subsidiaries Crown Americas Obligor Group [[GREPCENT_TABLE]] [["","","","December 31, 2024"],["Net sales1","","","","","$","4,840"],["Gross profit2","","","","","799"],["Income from operations2","","","","","305"],["Net income from continuing operations3","","","","","(385)"],["Net income attributable to Crown Holdings3","","","","","(385)"]] [[/GREPCENT_TABLE]] (1) Includes $433 of sales to non-guarantor subsidiaries (2) Includes $43 of gross profit related to sales to non-guarantor subsidiaries (3) Includes $27 of expense related to intercompany interest and technology royalties with non-guarantor subsidiaries [[GREPCENT_TABLE]] [["","December 31, 2024"],["Current assets1","$","1,056"],["Non-current assets2","3,756"],["Current liabilities3","1,158"],["Non-current liabilities4","6,136"]] [[/GREPCENT_TABLE]] (1) Includes receivables of $32 due from non-guarantor subsidiaries (2) Includes receivables of $167 due from non-guarantor subsidiaries (3) Includes payables of $20 due to non-guarantor subsidiaries (4) Includes payables of $2,242 due to non-guarantor subsidiaries The senior notes are structurally subordinated to all indebtedness of the Company’s non-guarantor subsidiaries. The non-guarantors are separate and distinct legal entities and have no obligation, contingent or otherwise, to pay any amounts due pursuant to the senior notes, or to make any funds available therefore, whether by dividends, loans, distributions or other payments. Any right that the Company or the guarantors have to receive any assets of any of the non-guarantors upon the liquidation or reorganization of any non-guarantor, and the consequent rights of holders of senior notes to realize proceeds from the sale of any of a non-guarantor’s assets, would be effectively subordinated to the claims of such non-guarantor’s creditors, including trade creditors and holders of preferred equity interests, if any, of such non-guarantor. Accordingly, in the event of a bankruptcy, liquidation or reorganization of any of the non-guarantors, the non-guarantors will pay the holders of their debts, holders of preferred equity interests, if any, and their trade creditors before they will be able to distribute any of their assets to the Company or any of the guarantors. Under U.S. federal bankruptcy laws or comparable provisions of state fraudulent transfer laws, the issuance of the senior note guarantees by the guarantors could be voided, or claims in respect of such obligations could be subordinated to all of their other debts and other liabilities, if, among other things, at the time the guarantors issued the related senior note guarantees, the Company or the applicable guarantor intended to hinder, delay or defraud any present or future creditor, or received less than reasonably equivalent value or fair consideration for the incurrence of such indebtedness and either: •was insolvent or rendered insolvent by reason of such incurrence;  •was engaged in a business or transaction for which the Company’s or such guarantor’s remaining assets constituted unreasonably small capital; or •intended to incur, or believed that it would incur, debts beyond its ability to pay such debts as they mature. Each guarantee provided by a guarantor includes a provision intended to limit the guarantor’s liability to the maximum amount that it could incur without causing the incurrence of obligations under its guarantee to be a fraudulent transfer or conveyance. This provision may not be effective to protect those guarantees from being avoided under fraudulent transfer or conveyance law, or it may reduce that guarantor’s obligation to an amount that effectively makes its guarantee worthless, and we cannot predict whether a court will ultimately find it to be effective. 35 Crown Holdings, Inc. MARKET RISK In the normal course of business the Company is subject to risk from adverse fluctuations in foreign exchange rates, interest rates and commodity prices. The Company manages these risks through a program that includes the use of derivative financial instruments, primarily swaps and forwards. Counterparties to these contracts are major financial institutions. These instruments are viewed as risk management tools, involve little complexity, and are not used for trading or speculative purposes. The extent to which the Company uses such instruments is dependent upon its access to them in the financial markets and its use of other methods, such as netting exposures for foreign exchange risk and establishing sales arrangements that permit the pass-through to customers of changes in commodity prices and foreign exchange rates, to effectively achieve its goal of risk reduction. The Company’s objective in managing its exposure to market risk is to limit the impact on earnings and cash flow. The Company manages foreign currency exposures at the operating unit level. Exposures that cannot be naturally offset within an operating unit may be hedged with derivative financial instruments where possible and cost effective in the Company’s judgment. Foreign exchange contracts generally mature within twelve months. The table below provides information in U.S. dollars as of December 31, 2024 about the Company’s forward currency exchange contracts. The contracts primarily hedge anticipated transactions, trade payables and receivables, unrecognized firm commitments and intercompany debt. The contracts with no amounts in the fair value column have a fair value of less than $1. The contract with no amount in the average contractual exchange rate has an exchange rate less than $.01. [[GREPCENT_TABLE]] [["Buy/Sell","","Contract amount","","Contract fair value gain/(loss)","","Average contractual exchange rate"],["Euro/Sterling","","$","188","","","$","(3)","","","1.18"],["Sterling/Euro","","121","","","2","","","0.85"],["Euro/Swiss franc","","77","","","\u2014","","","1.09"],["U.S. dollars/Brazilian real","","88","","","3","","","0.17"],["Euro/U.S. dollars","","48","","","(2)","","","0.92"],["Singapore dollars/U.S. dollars","","50","","","(1)","","","1.33"],["Euro/Danish krone","","38","","","\u2014","","","0.13"],["Euro/Swedish krona","","36","","","\u2014","","","0.09"],["U.S. dollars/Thai baht","","52","","","\u2014","","","0.03"],["Canadian dollars/U.S. dollars","","35","","","\u2014","","","1.44"],["U.S. dollars/Turkish lira","","32","","","(3)","","","0.02"],["Turkish lira/U.S. dollars","","22","","","1","","","39.84"],["Euro/Australian dollars","","6","","","\u2014","","","0.58"],["","","$","793","","","$","(3)"]] [[/GREPCENT_TABLE]] At December 31, 2024, the Company had additional contracts with an aggregate notional value of $15 to purchase or sell other currencies, primarily Asian currencies, including the Chinese yuan, Indonesian rupiah, Malaysian ringgit, Singapore dollar and Thai baht; European currencies, including the Polish zloty and the New Zealand dollar. The aggregate fair value of these contracts was a loss of $2. At December 31, 2024, the Company had cross-currency swaps with an aggregate notional values of $875. The swaps are designated as hedges of the Company's net investment in a euro-based subsidiary and mature in 2026. The fair value of these contracts at December 31, 2024 was a net gain of $86. Total future payments of long-term debt obligations at December 31, 2024 include $3,448 of U.S. dollar-denominated debt, $2,713 of euro-denominated debt and $10 of debt denominated in other currencies. The Company, from time to time, may manage its interest rate risk associated with fluctuations in variable interest rates through interest rate swaps. The use of interest rate swaps and other methods of mitigating interest rate risk may increase overall interest expense. As of December 31, 2024, the Company had $1.8 billion principal floating interest rate debt and $1.1 billion of securitization and factoring. A change of 0.25% in these floating interest rates would change annual interest expense by approximately $7 million before tax. The actual effect of a 0.25% increase in these floating interest rates could be more than $7 million as the Company’s average borrowings on its variable rate debt and securitization and factoring may be higher during the year than the amount at December 31, 2024. The Company uses various raw materials, such as aluminum and steel in its manufacturing operations, which expose it to risk from adverse fluctuations in commodity prices. In 2024, consumption of aluminum and steel represented 46% and 7% of the Company’s consolidated cost of products sold, excluding depreciation and amortization. The Company primarily manages its 36 Crown Holdings, Inc. risk to adverse commodity price fluctuations and surcharges through contracts that pass through raw material costs to customers. The company also uses commodity forward contracts to manage its exposure to these raw material costs. The Company may, however, be unable to increase its prices to offset increases in raw material costs without suffering reductions in unit volume, revenue and operating income, and any price increases may take effect after related cost increases, reducing operating income in the near term. As of December 31, 2024, the Company had forward commodity contracts to hedge aluminum price fluctuations with a notional value of $73 and a net gain of $7. The maturities of the commodity contracts closely correlate to the anticipated purchases of those commodities. In addition, the Company's manufacturing facilities are dependent, to varying degrees, upon the availability of water and processed energy, such as natural gas and electricity. See Note O to the consolidated financial statements for further information on the Company’s derivative financial instruments. ENVIRONMENTAL MATTERS Compliance with the Company’s Environmental Protection Policy is mandatory and the responsibility of each employee of the Company. The Company is committed to the protection of human health and the environment and is operating within the increasingly complex laws and regulations of national, state, and local environmental agencies or is taking action to achieve compliance with such laws and regulations. Environmental considerations are among the criteria by which the Company evaluates projects, products, processes and purchases. The Company is dedicated to a long-term environmental protection program and has initiated and implemented many pollution prevention programs with an emphasis on source reduction. The Company continues to reduce the amount of metal used in the manufacture of steel and aluminum containers through “lightweighting” programs. The Company recycles nearly 100% of scrap aluminum, steel and copper used in its manufacturing processes. Many of the Company’s programs for pollution prevention reduce operating costs and improve operating efficiencies. The potential impact on the Company’s operations of climate change and potential future climate change regulation in the jurisdictions in which the Company operates is highly uncertain. See the risk factor entitled “The Company is subject to costs and liabilities related to stringent environmental and health and safety standards” in Part I, Item 1A of this Annual Report. See Note Q to the consolidated financial statements for additional information on environmental matters including the Company's accrual for environmental remediation costs. CRITICAL ACCOUNTING POLICIES AND ESTIMATES The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America which require that management make numerous estimates and assumptions. Actual results could differ from those estimates and assumptions, impacting the reported results of operations and financial position of the Company. The Company’s significant accounting policies are more fully described under Note A to the consolidated financial statements. Certain accounting policies, however, are considered to be critical in that (i) they are most important to the depiction of the Company’s financial condition and results of operations and (ii) their application requires management’s most subjective judgment in making estimates about the effect of matters that are inherently uncertain. Asbestos Liabilities The Company’s potential liability for asbestos cases is uncertain due to the difficulty of forecasting many factors, including the level of future claims, the rate of receipt of claims, the jurisdiction in which claims are filed, the nature of future claims (including the seriousness of alleged disease, whether claimants allege first exposure to asbestos before or during 1964 and the alleged link to Crown Cork), the terms of settlements of other defendants with asbestos-related liabilities, bankruptcy filings of other defendants (which may result in additional claims and higher settlement demands for non-bankrupt defendants) and the effect of state asbestos legislation (including the validity and applicability of the Pennsylvania legislation to non-Pennsylvania jurisdictions, where the substantial majority of the Company’s asbestos cases are filed). See Note P to the consolidated financial statements for additional information regarding the provision for asbestos-related costs. At the end of each quarter, the Company considers whether there have been any material developments that would cause it to update its asbestos accrual calculations. Absent any significant developments in the asbestos litigation environment in general or with respect to the Company specifically, the Company updates its accrual calculations in the fourth quarter of each year. The Company estimates its liability without limitation to a specified time period and provides for the estimated amounts expected to be paid related to outstanding claims, projected future claims and legal costs. 37 Crown Holdings, Inc. Outstanding claims used in the accrual calculation are adjusted for factors such as claims filed in those states where the Company’s liability is limited by statute, claims alleging first exposure to asbestos after 1964 which are assumed to have no value and claims which are unlikely to ever be paid and are assumed to have a reduced or nominal value based on the length of time outstanding. Projected future claims are calculated based on actual data for the most recent five years and are adjusted to account for the expectation that a percentage of these claims will never be paid. Outstanding and projected claims are multiplied by the average settlement cost of claims for the most recent five years. As claims are not submitted or settled evenly throughout the year, it is difficult to predict at any time during the year whether the number of claims or average settlement cost over the five year period ending December 31 of such year will increase compared to the prior five year period. In recent years, a higher percentage of Crown Cork’s settlements have related to claims alleging serious disease (primarily mesothelioma) which are settled at higher dollar amounts. Accordingly, a higher percentage of claims projected into the future relate to serious diseases and are therefore valued at higher dollar amounts. As of December 31, 2024, approximately 60% of the projected future claims in the Company’s accrual calculation relate to claims alleging serious diseases such as mesothelioma. The five year average settlement cost per claim was $14,300 in 2022, $15,800 in 2023 and $17,700 in 2024. If Crown Cork continues to settle a high percentage of claims alleging serious disease at higher dollar amounts, average settlement costs per claim are likely to increase and, if not offset by a reduction in overall claims and settlements, the Company may record additional charges in the future. A 10% change in either the average cost per claim or the number of projected claims would increase or decrease the estimated liability at December 31, 2024 by $18. A 10% increase in these two factors at the same time would increase the estimated liability at December 31, 2024 by $39. A 10% decrease in these two factors at the same time would decrease the estimated liability at December 31, 2024 by $35. Goodwill Impairment The Company performs a goodwill impairment review in the fourth quarter of each year or when facts and circumstances indicate goodwill may be impaired. In accordance with the accounting guidance, the Company may first perform a qualitative assessment on none, some, or all of its reporting units to determine whether further quantitative impairment testing is necessary. Factors that the Company may consider in its qualitative assessment include, but are not limited to, general economic conditions, changes in the markets in which the Company operates and changes in input costs that may affect revenue growth, gross margin percentages and cash flow trends over multiple periods. The quantitative impairment test involves a number of assumptions and judgments, including the calculation of fair value for the Company’s identified reporting units. The Company determines the estimated fair value for each reporting unit based on an average of the estimated fair values calculated using both market and income approaches. The Company uses an average of the two methods in estimating fair value because it believes they both provide an appropriate fair value for the reporting units. The Company’s estimates of future cash flows include assumptions concerning future operating performance and economic conditions and may differ from actual future cash flows. Under the market approach, the Company utilizes significant assumptions relating to EBITDA and revenue multiples used in recent similar transactions, if any, and EBITDA and revenue multiples of similar type and size public companies. The appropriate multiple is applied to the respective financial results of the reporting unit to obtain an estimated fair value. Under the income approach, fair value is calculated as the sum of the projected discounted cash flows of the reporting unit over the next five years and the terminal value at the end of those five years. The projected cash flows generally include moderate to no growth assumptions, depending on the reporting unit, unless there has recently been a material change in the business or a material change is forecasted. The discount rate used is based on the average weighted-average cost of capital of companies in the consumer and industrial packaging industries, which information is available through various sources, adjusted for specific risk premiums for each reporting unit. The Company completed its annual review for 2024 and determined that no adjustments to the carrying value of goodwill were necessary. Although no goodwill impairment was recorded, there can be no assurances that future goodwill impairments will not occur. Long-lived Assets Impairment The Company performs an impairment review of its long-lived assets, including finite-lived intangible assets and property, plant and equipment, when facts and circumstances indicate the carrying value may not be recoverable from its undiscounted cash flows. Any impairment loss is measured by comparing the carrying amount of the asset to its fair value. The Company’s estimates of future cash flows involve assumptions concerning future operating performance, economic conditions and 38 Crown Holdings, Inc. technological changes that may affect the future useful lives of the assets. These estimates may differ from actual cash flows or useful lives. Tax Valuation Allowance The Company records a valuation allowance to reduce its deferred tax assets when it is more likely than not that a portion of the tax assets will not be realized. The estimate of the amount that will not be realized requires the use of assumptions concerning the Company’s future taxable income. These estimates are projected through the life of the related deferred tax assets based on assumptions that management believes are reasonable. The Company considers all sources of taxable income in estimating its valuation allowances, including taxable income in any available carry back period; the reversal of taxable temporary differences; tax-planning strategies; and taxable income expected to be generated in the future other than from reversing temporary differences. Should the Company change its estimate of the amount of deferred tax assets that it would be able to realize, an adjustment to the valuation allowance would result in an increase or decrease in tax expense in the period such a change in estimate was made. See Note T to the consolidated financial statements for additional information on the Company’s valuation allowances. Pension and Postretirement Benefits Accounting for pensions and postretirement benefit plans requires the use of estimates and assumptions regarding numerous factors, including discount rates, rates of return on plan assets, compensation increases, health care cost increases, future rates of inflation, mortality and employee turnover. Actual results may differ from the Company’s actuarial assumptions, which may have an impact on the amount of reported expense or liability for pensions or postretirement benefits. The Company recorded pension expense of $562 in 2024, including charges of $516 related to the partial settlements of the Company's defined benefit pension plan obligations in the U.S. and Canada. The Company currently projects its 2025 pension expense to be $32, using foreign currency exchange rates in effect at December 31, 2024. The Company uses the spot yield curve approach to estimate the service and interest cost components of pension and postretirement benefits expense by applying the specific spot rates along the yield curve used to determine the benefit plan obligations to relevant projected cash outflows. The expected long-term rate of return on plan assets is determined by taking into consideration expected long-term returns associated with each major asset class based on long-term historical ranges, projected future outlook of each asset class, inflation assumptions and the expected net value from active management of the assets based on actual results. The U.S. plan’s assumed rate of return was 7.15% in 2024. A 0.50% change in the expected rates of return would change 2025 pension expense by approximately $2. Discount rates were selected using a method that matches projected payouts from the plans to an actuarial determined yield curve based on market observable AA bond yields in the respective plan jurisdictions and currencies. In certain jurisdictions, government securities were used along with corporate bonds to develop country-specific yield curves to the extent that the underlying markets were not deemed sufficiently developed. A 0.50% change in the discount rates from those used at December 31, 2024 would change 2025 pension expense by approximately $4 and postretirement expense by less than $1. A 0.50% change in the discount rates from those used at December 31, 2024 would have changed the pension benefit obligation by approximately $30 and the postretirement benefit obligation by approximately $3 as of December 31, 2024. See Note S to the consolidated financial statements for additional information on pension and postretirement benefit obligations and assumptions. As of December 31, 2024, the Company had a pre-tax unrecognized net loss in accumulated other comprehensive income of $109 related to its pension plans and a pre-tax unrecognized net gain in accumulated other comprehensive income of $5 related to its other postretirement benefit plans. Unrecognized gains and losses arise each year primarily due to changes in discount rates, differences in actual plan asset returns compared to expected returns, and changes in actuarial assumptions such as mortality. Unrecognized gains and losses are accumulated in other comprehensive income and the portion in each plan that exceeds 10% of the greater of that plan’s assets or projected benefit obligation is amortized to income over future periods. The Company’s pension expense for the year ended December 31, 2024 included charges of $34 for the amortization of accumulated net losses, and the Company estimates charges of $10 in 2025. Amortizable losses are being recognized over either the average expected life of inactive employees or the remaining service life of active participants depending on the status of the individual plans. The weighted average amortization periods range between 8 - 16 years. An increase or decrease of 10% in the number of years used to amortize unrecognized losses in each plan would change estimated charges for 2025 by $1. 39 Crown Holdings, Inc. RECENT ACCOUNTING GUIDANCE In November 2024, the Financial Accounting Standards Board issued a final standard on disaggregation of income statement expenses. The standard requires disclosure of more detailed information about certain costs and expenses in the notes to the financial statements. The standard is effective for fiscal years beginning after December 15, 2026 and for interim periods beginning after December 15, 2027. Early adoption is permitted. The standard is applied prospectively with an option for retrospective adoption. The Company is currently evaluating the impact of adopting this standard on its disclosures. In December 2023, the Financial Accounting Standards Board issued a final standard on improvements to income tax disclosures. The standard requires disclosure of specific categories within the effective tax rate reconciliation and details about significant reconciling items, subject to a quantitative threshold. The standard also requires information on income taxes paid disaggregated by federal, state and foreign based on a quantitative threshold. The standard is effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. The standard is applied prospectively with an option for retrospective adoption. The Company is currently evaluating the impact of adopting this standard on its disclosures. See Note A to the consolidated financial statements for information on recently adopted accounting guidance. FORWARD LOOKING STATEMENTS Statements in this Annual Report, including those in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” in the discussions of the provision for asbestos under Note P and other contingencies under Note Q to the consolidated financial statements included in this Annual Report and in discussions incorporated by reference into this Annual Report (including, but not limited to, those in the section titled “Compensation Discussion and Analysis” in the Company’s Proxy Statement), which are not historical facts (including any statements concerning plans and objectives of management for future operations or economic performance, or assumptions related thereto), are “forward-looking statements,” within the meaning of the federal securities laws. In addition, the Company and its representatives may from time to time make other oral or written statements which are also “forward-looking statements.” Forward-looking statements can be identified by words, such as “believes,” “estimates,” “anticipates,” “expects” and other words of similar meaning in connection with a discussion of future operating or financial performance. These may include, among others, statements relating to (i) the Company’s plans or objectives for future operations, products or financial performance, (ii) the Company’s indebtedness and other contractual obligations, (iii) the impact of an economic downturn or growth in particular regions, (iv) anticipated uses of cash, (v) cost reduction efforts and expected savings, (vi) the Company’s policies with respect to executive compensation, (vii) the Company's progress on sustainability and environmental matters and (viii) the expected outcome of contingencies, including with respect to asbestos-related litigation and pension and postretirement liabilities. These forward-looking statements are made based upon management’s expectations and beliefs concerning future events impacting the Company and, therefore, involve a number of risks and uncertainties. Management cautions that forward-looking statements are not guarantees and that actual results could differ materially from those expressed or implied in the forward-looking statements. Important factors that could cause the actual results of operations or financial condition of the Company to differ include, but are not necessarily limited to, the ability of the Company to expand successfully in international and emerging markets; the ability of the Company to repay, refinance or restructure its short and long-term indebtedness on adequate terms and to comply with the terms of its agreements relating to debt; the Company’s ability to generate significant cash to meet its obligations and invest in its business and to maintain appropriate debt levels; restrictions on the Company’s use of available cash under its debt agreements; changes or differences in U.S. or international economic or political conditions, such as inflation or fluctuations in interest or foreign exchange rates (and the effectiveness of any currency or interest rate hedges), tax rates, and applicable tax laws (including with respect to taxation of unrepatriated non-U.S. earnings or as a result of the depletion of net loss or foreign tax credit carryforwards); the impact of foreign trade laws and practices; the collectability of receivables; war or acts of terrorism that may disrupt the Company’s production or the supply or pricing of raw materials impact the financial condition of customers or adversely affect the Company’s ability to refinance or restructure its remaining indebtedness; changes in the availability and pricing of raw materials (including aluminum can sheet, steel tinplate, energy, water, inks and coatings) and the Company’s ability to pass raw material, energy and freight price increases and surcharges through to its customers or to otherwise manage these commodity pricing risks; the Company’s ability to obtain and maintain adequate pricing for its products, including the impact on the Company’s revenue, margins and market share and the ongoing impact of price increases; energy and natural resource costs; the cost and other effects of legal and administrative cases and proceedings, settlements and investigations; the outcome of asbestos-related litigation; the Company’s ability to realize deferred tax benefits; changes in the Company’s critical or other accounting policies or the assumptions underlying those policies; labor relations and workforce and social costs, including the Company’s pension and postretirement obligations and other employee or retiree costs; investment 40 Crown Holdings, Inc. performance of the Company’s pension plans; costs and difficulties related to the acquisition of a business and integration of acquired businesses; the impact of any actual or potential dispositions, acquisitions or other strategic realignments (such as the Company's recently completed divestiture of its European Tinplate business), which may impact the Company’s operations, financial profile, investments or levels of indebtedness; the Company’s ability to realize efficient capacity utilization and inventory levels and to innovate new designs and technologies for its products in a cost-effective manner; competitive pressures, including new product developments, industry overcapacity, or changes in competitors’ pricing for products; the Company’s ability to achieve high capacity utilization rates for its equipment; the Company’s ability to maintain, develop and capitalize on competitive technologies for the design and manufacture of products and to withstand competitive and legal challenges to the proprietary nature of such technology; the Company’s ability to protect its information technology systems from attacks or catastrophic failure; the strength of the Company’s cyber-security (including with respect to human vulnerabilities associated with cyber-security risks); the Company’s ability to generate sufficient production capacity; the Company’s ability to improve and expand its existing product and product lines; the impact of overcapacity on the end-markets the Company serves; loss of customers, including the loss of any significant customers; changes in consumer preferences for different packaging products; the financial condition of the Company’s vendors and customers; weather conditions, including their effect on demand for beverages and on crop yields for fruits and vegetables stored in food containers; the impact of natural disasters, including in emerging markets; changes in governmental regulations or enforcement practices, including with respect to environmental, health and safety matters and restrictions as to foreign investment or operation; the impact of increased governmental regulation on the Company and its products, including the regulation or restriction of the use of bisphenol-A; the impact of the Company’s recent initiatives to generate additional cash, including the reduction of working capital levels and capital spending; the impact of the Company's comprehensive Board-led review of its portfolio and capital allocation/return; the ability of the Company to realize cost savings from its restructuring programs; the Company’s ability to maintain adequate sources of capital and liquidity; costs and payments to certain of the Company’s executive officers in connection with any termination of such executive officers or a change in control of the Company; the impact of existing and future legislation regarding refundable mandatory deposit laws in Europe for non-refillable beverage containers and the implementation of an effective return system; the impact of existing and future legislation regarding the taxation of sugar-sweetened beverages or energy drinks, the impact of tariffs and potential limits on steel supply in the U.S. from certain foreign countries; and changes in the Company’s strategic areas of focus, which may impact the Company’s operations, financial profile or levels of indebtedness. Some of the factors noted above are discussed elsewhere in this Annual Report and prior Company filings with the SEC, including within Part I, Item 1A, “Risk Factors” in this Annual Report. In addition, other factors have been or may be discussed from time to time in the Company’s SEC filings. While the Company periodically reassesses material trends and uncertainties affecting the Company’s results of operations and financial condition in connection with the preparation of “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and certain other sections contained in the Company’s quarterly, annual or other reports filed with the SEC, the Company does not intend to review or revise any particular forward-looking statement in light of future events.