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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

 

January 31, 2023

Date of Report (Date of earliest event reported)

 

 

 

O-I GLASS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   1-9576   22-2781933
(State or other jurisdiction
of incorporation)
 

(Commission
File Number)

 

(IRS Employer
Identification No.)

 

One Michael Owens Way

Perrysburg, Ohio

(Address of principal executive offices)

43551-2999

(Zip Code)

 

(567) 336-5000

(Registrant’s telephone number, including area code)

 

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

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

 

  
Title of each class Trading Symbol

Name of each exchange on which
registered

Common stock, $.01 par value OI New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

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

 

 

 

 

 

 

ITEM 2.02.RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

 

On January 31, 2023, O-I Glass, Inc. (the “Company”) issued a press release announcing its results of operations for the year ended December 31, 2022. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

The information set forth in this Item 2.02, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that Section. The information in this Item 2.02, including Exhibit 99.1, shall not be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act except as shall be expressly set forth by specific reference in such a filing.

 

ITEM 9.01FINANCIAL STATEMENTS AND EXHIBITS.

 

(d)Exhibits.

 

  Exhibit 
No.
 
Description
     
  99.1   Press Release dated January 31, 2023 announcing results of operations for the year ended December 31, 2022
       
  104   Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: January 31, 2023 O-I GLASS, INC.
     
  By: /s/ John A. Haudrich
    John A. Haudrich
Senior Vice President and Chief Financial Officer

 

 

 

 

Exhibit 99.1

 

 

FOR IMMEDIATE RELEASE

 

For more information, contact:

Chris Manuel

Vice President of Investor Relations

567-336-2600

Chris.Manuel@o-i.com

 

O-I GLASS REPORTS FULL YEAR AND FOURTH QUARTER 2022 RESULTS

Results Exceeded Management Guidance

Achieved All 2022 Commitments and Key Strategic Objectives

Expect Continued Performance Improvement in 2023

 

PERRYSBURG, Ohio (January 31, 2023) – O-I Glass, Inc. (“O-I”) (NYSE: OI) today reported financial results for the full year and fourth quarter ended December 31, 2022.

 

Full Year 2022 Results

 

   Earnings from
Continuing Operations
Earnings Per Share (Diluted)
  Earnings from Continuing
Operations Before Income Taxes
$M
  Cash Provided by Continuing
Operating Activities
$M
   FY22  FY21  FY22  FY21  FY22  FY21
Reported  $3.67  $0.88  $805  $332  $154  $680

 

   Adjusted Earnings
Earnings Per Share (Diluted)
  Segment Operating Profit
$M
  Free Cash Flow
$M
   FY22  FY21  FY22  FY21  FY22  FY21
Non - GAAP1 

$2.30

(Guidance: $2.20-$2.25)

  $1.83  $960  $827 

$236

(Guidance: ≥ $200)

  $282

 

“We are pleased with O-I’s full-year 2022 performance as earnings improved from the prior year reflecting strong net price realization, continued sales volume growth and favorable operating performance,” said Andres Lopez, O-I Glass CEO.

 

“O-I is again delivering on its commitments. In addition to exceeding full-year guidance, we also achieved all of our key strategic objectives in 2022. Net price realization and margin expansion initiative benefits exceeded our original target. We made solid progress on our capital expansion program and will add much needed new capacity for growth starting in early 2023. Likewise, we recently broke ground on our first MAGMA greenfield project in Bowling Green, Kentucky, which should be commissioned in mid-2024. Our glass advocacy campaign is redefining the dialogue on glass, and we are making very good progress on our long-term sustainability goals. Importantly, we significantly improved our capital structure. Paddock achieved a fair and final resolution of its legacy asbestos-related liabilities and we completed our $1.5 billion portfolio optimization program with divestiture proceeds used to reduce debt and pre-fund upcoming accretive expansion initiatives.”

 

“Reflecting solid business momentum, we expect our performance will continue to improve in 2023 through solid execution and as we further advance our strategy. I am confident our efforts will increase shareholder value and ensure long-term prosperity for O-I,” added Lopez.

 

1 

 

 

Net sales were $6.9 billion in 2022, up from $6.4 billion in the prior year primarily reflecting higher average selling prices and a one percent increase in sales volumes (in tons), despite unfavorable foreign currency translation.

 

Earnings from continuing operations before income taxes were $805 million in 2022, up $473 million compared to the prior year. This increase was due to higher segment operating profit and gains on the sale of the land and buildings of two of the Company’s plants in 2022, partially offset by the non-recurrence of certain charges and gains recorded in 2021, higher retained corporate and other costs and higher net interest expense in 2022 compared to the prior year.

 

Segment operating profit was $960 million in 2022 compared to $827 million in the prior year.

 

·Americas: Segment operating profit in the Americas was $472 million compared to $456 million in 2021. Earnings benefited from favorable net price, as higher selling prices more than offset cost inflation. A decline in sales volume (in tons) of one percent was partially offset by improved mix. Operating costs reflected higher maintenance costs due to elevated project activity and unplanned production downtime partially offset by benefits from O-I’s margin expansion initiatives. Results were negatively impacted by $22 million due to divestitures while earnings benefited $6 million from foreign currency translation.

 

·Europe: Segment operating profit in Europe was $488 million compared to $371 million in 2021. Earnings benefited from favorable net price as higher selling prices more than offset cost inflation, and from a four percent increase in sales volume (in tons). Operating costs reflected additional expense due to elevated project activity partially offset by benefits from O-I’s margin expansion initiatives and a subsidy received in Italy to help mitigate the impact of elevated energy costs. Results were negatively impacted by $37 million due to unfavorable foreign currency translation and $7 million related to divestitures.

 

Retained corporate and other costs were $232 million compared to $171 million in 2021 primarily due to higher management incentive and insurance expense, as well as elevated cost inflation.

 

Reported earnings were $3.67 per share (diluted) in 2022, compared to $0.88 per share (diluted) in 2021. Adjusted earnings were $2.30 per share in 2022, compared to $1.83 per share in 2021 and exceeding the most recent guidance of $2.20 to $2.25 per share.

 

Cash provided by continuing operating activities declined to $154 million in 2022 compared to $680 million in 2021, primarily due to the $621 million that the Company paid to fund the Paddock Trust and related expenses. Free cash flow was $236 million in 2022 compared to $282 million in 2021 and exceeding the most recent guidance of at least $200 million. Free cash flow included capital expenditures of $539 million in 2022 compared to $398 million in 2021 and most recent guidance of $575 million.

 

Total debt was $4.7 billion on December 31, 2022 compared to $4.8 billion at prior year end. Net debt was $3.9 billion, down from $4.1 billion in 2021. These declines primarily reflect favorable free cash flow and proceeds on divestitures, despite funding the $610 million Paddock trust. Liquidity remained strong totaling $2 billion at year-end 2022.

 

2 

 

 

Fourth Quarter 2022 Results

 

   Earnings (Loss) from
Continuing Operations
Earnings Per Share (Diluted)
  Earnings from Continuing Operations
Before Income Taxes
$M
   4Q22  4Q21  4Q22  4Q21
Reported  $0.08  $0.27  $29  $71

 

   Adjusted Earnings
Earnings Per Share (Diluted)
  Segment Operating Profit
$M
   4Q22  4Q21  4Q22  4Q21
Non - GAAP1 

$0.38

(Guidance: $0.28-$0.33)

  $0.36  $206  $177

 

Net sales were $1.7 billion in the fourth quarter of 2022, up from $1.6 billion in the prior year period primarily due higher average selling prices, despite unfavorable foreign currency translation and three percent lower sales volumes (in tons) which was expected due to challenging prior year comparisons as shipments were up 5.4 percent in the fourth quarter of 2021.

 

Earnings from continuing operations before income taxes were $29 million in the fourth quarter of 2022, down $42 million compared to the prior year quarter. This decrease was due to higher restructuring charges and lower gains on the sale of divested business and miscellaneous assets in the fourth quarter of 2022 than the fourth quarter of 2021, partially offset by lower pension settlements and lower charges for note repurchase premiums and the write-off of finance fees and higher segment operating profit in the fourth quarter of 2022 compared to the same quarter in the prior year.

 

Segment operating profit was $206 million in the fourth quarter of 2022 compared to $177 million in the prior year period.

 

·Americas: Segment operating profit in the Americas was $83 million compared to $99 million in the fourth quarter of 2021. Earnings benefited from favorable net price as higher selling prices more than offset cost inflation while sales volumes (in tons) declined six percent. Higher operating costs reflected additional expense due to elevated project activity partially offset by margin expansion initiative benefits. Results were negatively impacted $9 million due to divestitures while earnings benefited $1 million from foreign currency translation.

 

·Europe: Segment operating profit in Europe was $123 million compared to $78 million in the fourth quarter of 2021. Earnings benefited from favorable net price as higher selling prices more than offset cost inflation and sales volume (in tons) increased one percent. Operating costs reflected additional expense due to elevated project activity partially offset by margin expansion initiative benefits. Results were negatively impacted by $5 million due to unfavorable foreign currency translation and $2 million related to divestitures.

 

Retained corporate and other costs were $66 million compared to $45 million in the fourth quarter of 2021, primarily due to higher management incentive and insurance expense, as well as elevated cost inflation.

 

Reported earnings were $0.08 per share (diluted) in the fourth quarter of 2022 compared to $0.27 per share (diluted) in the fourth quarter of 2021. Adjusted earnings were $0.38 per share in the fourth quarter of 2022, compared to $0.36 per share in the prior year quarter and exceeding most recent guidance of $0.28 to $0.33 per share.

 

3 

 

 

2023 Outlook

 

   Full Year 2023 Guidance  1Q23 Guidance
Sales Volume Growth (in Tons)  Flat to +1%  Down LSD
Adjusted Earnings Per Share  > $2.50  $0.80 - $0.85
Free Cash Flow ($M)   ≥ $450 aFCF / ≥ $150 FCF  n/a
Capital Expenditures ($M)  ~ $700 - $725  n/a

 

“We have good momentum heading into 2023 and expect improved results reflecting strong net price realization despite higher interest expense. Sales volume should be flat or up slightly. New capacity will enable higher shipments, which we expect to be tempered by record low inventory levels and normalization of asset maintenance activity as supply chain issues begin to ease. Operating costs are expected to benefit from continued margin expansion initiatives benefits which should mostly offset higher expense associated with elevated asset project activity. Overall, we anticipate higher earnings and adjusted free cash flow as we continue to improve our balance sheet position,” said Lopez.

 

“First quarter 2023 adjusted earnings should approximate $0.80 to $0.85 per share compared to the prior year quarter of $0.56 per share. Significantly higher earnings will reflect strong net price realization and the favorable impact of inventory revaluation despite modestly lower sales volumes given challenging prior year comparisons as shipments were up 6.4 percent in the first quarter of 2022,” concluded Lopez.

 

O-I’s earnings outlook assumes foreign currency rates as of January 30, 2023, earnings dilution from the company’s portfolio optimization program, and incremental interest expense due to higher prevailing interest rates and debt incurred to fund the Paddock 524(g) trust. The effective tax rate should approximate 26 to 29 percent. The earnings and cash flow guidance ranges may not fully reflect uncertainty in macroeconomic conditions, currency rates, and further pandemic effects such as supply chain and labor challenges, among other factors.

 

Conference Call Scheduled for February 1, 2023

 

O-I CEO Andres Lopez and CFO John Haudrich will conduct a conference call to discuss the company’s latest results on Wednesday, February 1, 2023, at 8:00 a.m. EST A live webcast of the conference call, including presentation materials, will be available on the O-I website, www.o-i.com/investors, in the News and Events section. A replay of the call will be available on the website for a year following the event.

 

Contact:      Sasha Sekpeh, 567-336-5128 – O-I Investor Relations

 

O-I news releases are available on the O-I website at www.o-i.com.

 

O-I’s first quarter 2023 earnings conference call is currently scheduled for Wednesday, April 26, 2023, at 8:00 a.m. EST.

 

About O-I Glass

 

At O-I Glass, Inc. (NYSE: OI), we love glass and we’re proud to be one of the leading producers of glass bottles and jars around the globe. Glass is not only beautiful, it’s also pure and completely recyclable, making it the most sustainable rigid packaging material. Headquartered in Perrysburg, Ohio (USA), O-I is the preferred partner for many of the world’s leading food and beverage brands. We innovate in line with customers’ needs to create iconic packaging that builds brands around the world. Led by our diverse team of more than 24,000 people across 69 plants in 19 countries, O-I achieved net sales of $6.9 billion in 2022. Learn more about us: o-i.comFacebook / Twitter / Instagram / LinkedIn

 

4 

 

 

Non-GAAP Financial Measures

 

The company uses certain non-GAAP financial measures, which are measures of its historical or future financial performance that are not calculated and presented in accordance with GAAP, within the meaning of applicable SEC rules. Management believes that its presentation and use of certain non-GAAP financial measures, including adjusted earnings, adjusted earnings per share, free cash flow, adjusted free cash flow, segment operating profit and net debt provide relevant and useful supplemental financial information that is widely used by analysts and investors, as well as by management in assessing both consolidated and business unit performance. These non-GAAP measures are reconciled to the most directly comparable GAAP measures and should be considered supplemental in nature and should not be considered in isolation or be construed as being more important than comparable GAAP measures.

 

Adjusted earnings relates to net earnings from continuing operations attributable to the company, exclusive of items management considers not representative of ongoing operations and other adjustments because such items are not reflective of the company’s principal business activity, which is glass container production. Adjusted earnings are divided by weighted average shares outstanding (diluted) to derive adjusted earnings per share. Segment operating profit relates to earnings from continuing operations before interest expense, net, and before income taxes and is also exclusive of items management considers not representative of ongoing operations as well as certain retained corporate costs and other adjustments. Management uses adjusted earnings, adjusted earnings per share, segment operating profit, to evaluate its period-over-period operating performance because it believes these provide useful supplemental measures of the results of operations of its principal business activity by excluding items that are not reflective of such operations.  The above non-GAAP financial measures may be useful to investors in evaluating the underlying operating performance of the company’s business as these measures eliminate items that are not reflective of its principal business activity.

 

Net debt is defined as total debt less cash. Management uses net debt to analyze the liquidity of the company.

 

Further, free cash flow relates to cash provided by continuing operating activities plus cash payments to the Paddock 524(g) trust and related expenses less cash payments for property, plant, and equipment. Adjusted free cash flow relates to cash provided by operating activities plus cash payments to the Paddock 524(g) trust and related expenses less cash payments for property, plant and equipment plus cash payments for property, plant and equipment related to strategic or expansion projects. Management has historically used free cash flow and adjusted free cash flow to evaluate its period-over-period cash generation performance because it believes these have provided useful supplemental measures related to its principal business activity. It should not be inferred that the entire free cash flow or adjusted free cash flow amount is available for discretionary expenditures, since the company has mandatory debt service requirements and other non-discretionary expenditures that are not deducted from these measures. Management uses non-GAAP information principally for internal reporting, forecasting, budgeting and calculating compensation payments.

 

The company routinely posts important information on its website – www.o-i.com/investors.

 

5 

 

 

Forward-Looking Statements

 

This press release contains “forward-looking” statements related to O-I Glass, Inc. (“O-I Glass” or the “company”) within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Section 27A of the Securities Act of 1933, as amended. Forward-looking statements reflect the company’s current expectations and projections about future events at the time, and thus involve uncertainty and risk. The words “believe,” “expect,” “anticipate,” “will,” “could,” “would,” “should,” “may,” “plan,” “estimate,” “intend,” “predict,” “potential,” “continue,” and the negatives of these words and other similar expressions generally identify forward-looking statements.

 

It is possible that the Company’s future financial performance may differ from expectations due to a variety of factors including, but not limited to the following: (1) the general political, economic and competitive conditions in markets and countries where the Company has operations, including uncertainties related to economic and social conditions, disruptions in the supply chain, competitive pricing pressures, inflation or deflation, changes in tax rates and laws, war, civil disturbance or acts of terrorism, natural disasters, and weather, (2) cost and availability of raw materials, labor, energy and transportation (including impacts related to the current conflict between Russia and Ukraine and disruptions in supply of raw materials caused by transportation delays), (3) the impact of the COVID-19 pandemic and the various governmental, industry and consumer actions related thereto, (4) competitive pressures, consumer preferences for alternative forms of packaging or consolidation among competitors and customers, (5) the Company’s ability to improve its glass melting technology, known as the MAGMA program, and implement it within the timeframe expected, (6) unanticipated operational disruptions, including higher capital spending, (7) the failure of the Company’s joint venture partners to meet their obligations or commit additional capital to the joint venture, (8) the Company’s ability to manage its cost structure, including its success in implementing restructuring or other plans aimed at improving the Company’s operating efficiency and working capital management, and achieving cost savings, (9) the Company’s ability to acquire or divest businesses, acquire and expand plants, integrate operations of acquired businesses and achieve expected benefits from acquisitions, divestitures or expansions, (10) the Company’s ability to generate sufficient future cash flows to ensure the Company’s goodwill is not impaired, (11) the Company’s ability to achieve its strategic plan, (12) unanticipated expenditures with respect to data privacy, environmental, safety and health laws, (13) the ability of the Company and the third parties on which it relies for information technology system support to prevent and detect security breaches related to cybersecurity and data privacy, (14) changes in capital availability or cost, including interest rate fluctuations and the ability of the Company to refinance debt on favorable terms, (15) foreign currency fluctuations relative to the U.S. dollar, (16) changes in tax laws or U.S. trade policies, (17) risks related to recycling and recycled content laws and regulations, (18) risks related to climate-change and air emissions, including related laws or regulations and increased ESG scrutiny and changing expectations from stakeholders regulations and the other risk factors discussed in the company's filings with the Securities and Exchange Commission.

 

It is not possible to foresee or identify all such factors. Any forward-looking statements in this document are based on certain assumptions and analyses made by the company in light of its experience and perception of historical trends, current conditions, expected future developments, and other factors it believes are appropriate in the circumstances. Forward-looking statements are not a guarantee of future performance and actual results or developments may differ materially from expectations. While the company continually reviews trends and uncertainties affecting the company’s results or operations and financial condition, the company does not assume any obligation to update or supplement any particular forward-looking statements contained in this document.

 

6 

 

 

O-I GLASS, INC.

Condensed Consolidated Results of Operations

(Dollars in millions, except per share amounts)

 

   Three months ended
December 31
   Year ended
December 31
 
Unaudited  2022   2021   2022   2021 
Net sales  $1,693   $1,588   $6,856   $6,357 
Cost of goods sold   (1,434)   (1,350)   (5,643)   (5,266)
                     
Gross profit   259    238    1,213    1,091 
                     
Selling and administrative expense   (126)   (108)   (496)   (433)
Research, development and engineering expense   (23)   (25)   (79)   (82)
Interest expense, net   (64)   (64)   (239)   (216)
Equity earnings   36    26    107    90 
Other income (expense), net   (53)   4    299    (118)
                     
Earnings from continuing operations before income taxes   29    71    805    332 
                     
Provision for income taxes   (14)   (23)   (178)   (167)
                     
Earnings from continuing operations   15    48    627    165 
                     
Gain from discontinued operations                  7 
                     
Net earnings   15    48    627    172 
                     
Net earnings attributable to noncontrolling interests   (2)   (5)   (43)   (23)
                     
Net earnings attributable to the Company  $13   $43   $584   $149 
                     
                     
Amounts attributable to the Company:                    
   Earnings from continuing operations  $13   $43   $584   $142 
   Gain from discontinued operations                  7 
   Net earnings  $13   $43   $584   $149 
                     
                     
Basic earnings per share:                    
   Earnings from continuing operations  $0.09   $0.28   $3.76   $0.90 
   Gain from discontinued operations                 $0.05 
   Net Earnings  $0.09   $0.28   $3.76   $0.95 
   Weighted average shares outstanding (thousands)   154,604    156,318    155,309    157,150 
                     
Diluted earnings per share:                    
   Earnings from continuing operations  $0.08   $0.27   $3.67   $0.88 
   Gain from discontinued operations                  0.05 
   Net earnings  $0.08   $0.27   $3.67   $0.93 
   Diluted average shares (thousands)   159,271    159,823    158,985    160,309 

 

7 

 

 

O-I GLASS, INC.

Condensed Consolidated Balance Sheets

(Dollars in millions)

 

   December 31,   December 31, 
Unaudited  2022   2021 
Assets          
Current assets:          
   Cash and cash equivalents  $773   $725 
   Trade receivables, net   760    692 
   Inventories   848    816 
   Prepaid expenses and other current assets   222    237 
   Assets held for sale        49 
         Total current assets   2,603    2,519 
           
Property, plant and equipment, net   2,962    2,817 
Goodwill   1,813    1,840 
Intangibles, net   262    286 
Other assets   1,421    1,370 
           
Total assets  $9,061   $8,832 
           
Liabilities and Share Owners' Equity          
Current liabilities:          
   Accounts payable  $1,355   $1,210 
   Short-term loans and long-term debt due within one year   345    72 
   Other liabilities   657    551 
   Liabilities held for sale        13 
         Total current liabilities   2,357    1,846 
           
Long-term debt   4,371    4,753 
Paddock support agreement liability        625 
Other long-term liabilities   805    781 
Share owners' equity   1,528    827 
           
Total liabilities and share owners' equity  $9,061   $8,832 

 

8 

 

 

O-I GLASS, INC.

Condensed Consolidated Cash Flows

(Dollars in millions)

 

    Three months ended
December 31
    Year ended
December 31
 
Unaudited   2022     2021     2022     2021  
Cash flows from operating activities:                                
Net earnings   $ 15     $ 48     $ 627     $ 172  
Gain from discontinued operations                             (7 )
Non-cash charges                                
Depreciation and amortization     118       114       465       463  
Pension expense     9       8       34       32  
Restructuring, asset impairment and related charges     29       8       50       28  
Charge related to Paddock support agreement liability                             154  
Brazil indirect tax credit             (2 )             (71 )
Pension settlements     15       69       20       74  
Gain on sale of divested business and miscellaneous assets             (84 )     (55 )     (84 )
Gain on sale leasebacks                     (334 )        
Cash payments                                
Pension contributions     (4 )     (51 )     (26 )     (84 )
Cash paid for restructuring activities     (6 )     (16 )     (20 )     (30 )
Paddock Trust settlement payment and related expenses     (3 )             (621 )        
Change in components of working capital (a)     257       126       95       (13 )
Other, net (b)     (52 )     11       (81 )     46  
Cash provided by continuing operating activities     378       231       154       680  
Cash provided by discontinued operating activities                             7  
Total cash provided by operating activities     378       231       154       687  
                                 
Cash flows from investing activities:                                
Cash payments for property, plant and equipment     (193 )     (130 )     (539 )     (398 )
Contributions and advances to joint ventures     (1 )             (12 )        
Net cash proceeds on disposal of other businesses and misc. assets     2       114       98       122  
Net cash proceeds on sale leasebacks                     368          
Net cash proceeds on sale of ANZ business                             58  
Reconsolidation of Reorganized Paddock                     12          
Net cash payments for hedging activity     (13 )     (2 )     (24 )     (2 )
Cash utilized in investing activities     (205 )     (18 )     (97 )     (220 )
                                 
Cash flows from financing activities:                                
Changes in borrowings, net     (25 )     (65 )     (29 )     (184 )
Shares repurchased     (10 )     (10 )     (40 )     (40 )
Payment of finance fees             (16 )     (29 )     (16 )
Net cash receipts (payments) for hedging activity     95       (5 )     133       (15 )
Distributions to noncontrolling interests             (6 )     (27 )     (16 )
Issuance of common stock and other                     (2 )     (2 )
Cash provided by (utlilized in) financing activities     60       (102 )     6       (273 )
Effect of exchange rate fluctuations on cash     17       (11 )     (15 )     (29 )
Increase in cash incl cash classified within current assets held for sale     250       100       48       165  
Less: decrease in cash classified within current assets held for sale             (3 )             (3 )
Cash at beginning of period     523       628       725       563  
Cash at end of period   $ 773     $ 725     $ 773     $ 725  

 

(a)The Company uses various factoring programs to sell certain receivables to financial institutions as part of managing its cash flows. At December 31, 2022, December 31, 2021 and December 31, 2020, the amount of receivables sold by the Company was $535 million, $481 million and $436 million, respectively. For the years ended December 31, 2022 and 2021, the Company's use of its factoring programs resulted in increases of $54 million and $45 million to cash from operating activities, respectively.

 

(b)Other, net includes other non-cash charges plus other changes in non-current assets and liabilities.

 

9 

 

 

O-I GLASS, INC.

Reportable Segment Information and Reconciliation to Earnings Before Income Taxes

(Dollars in millions)

 

   Three months ended
December 31
   Year ended
December 31
 
Unaudited  2022   2021   2022   2021 
Net sales:                    
  Americas  $937   $906   $3,835   $3,557 
  Europe   724    647    2,878    2,687 
Reportable segment totals   1,661    1,553    6,713    6,244 
                     
  Other   32    35    143    113 
Net sales  $1,693   $1,588   $6,856   $6,357 
                     
Earnings from continuing operations before income taxes  $29   $71   $805   $332 
Items excluded from segment operating profit:                    
  Retained corporate costs and other   66    45    232    171 
  Items not considered representative of ongoing operations (a)   47    (3)   (316)   108 
Interest expense, net   64    64    239    216 
Segment operating profit (b):  $206   $177   $960   $827 
                     
  Americas  $83   $99   $472   $456 
  Europe   123    78    488    371 
Reportable segment totals  $206   $177   $960   $827 
                     
Ratio of earnings before income taxes to net sales   12.2%   11.1%   14.0%   13.0%
                     
Segment operating profit margin (c):                    
  Americas   8.9%   10.9%   12.3%   12.8%
  Europe   17.0%   12.1%   17.0%   13.8%
                     
Reportable segment margin totals   12.4%   11.4%   14.3%   13.2%

 

(a)Reference reconciliation for adjusted earnings.

 

(b)Segment operating profit consists of consolidated earnings from continuing operations before interest income, interest expense, and provision for income taxes and excludes amounts related to certain items that management considers not representative of ongoing operations as well as certain retained corporate costs and other adjustments.

 

The Company presents information on segment operating profit because management believes that it provides investors with a measure of operating performance separate from the level of indebtedness or other related costs of capital.  The most directly comparable GAAP financial measure to segment operating profit is earnings from continuing operations before income taxes.  The Company presents segment operating profit because management uses the measure, in combination with net sales and selected cash flow information, to evaluate performance and to allocate resources.

 

(c)Segment operating profit margin is segment operating profit divided by segment net sales.

 

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O-I GLASS, INC.

Changes in Net Sales and Segment Operating Profit for Reportable Segments

(Dollars in millions)  

 

   Three months ended December 31 
Unaudited  Americas   Europe   Total 
Net sales for reportable segments- 2021  $906   $647   $1,553 
Effects of changing foreign currency rates (a)   3    (64)   (61)
Price   90    145    235 
Sales volume & mix   (45)   (4)   (49)
Divestiture   (17)        (17)
Total reconciling items   31    77    108 
Net sales for reportable segments- 2022  $937   $724   $1,661 

 

   Three months ended December 31 
   Americas   Europe   Total 
Segment operating profit - 2021  $99   $78   $177 
Effects of changing foreign currency rates (a)   1    (5)   (4)
Net price (net of cost inflation)   36    90    126 
Sales volume & mix   (13)   (1)   (14)
Operating costs   (31)   (37)   (68)
Divestitures   (9)   (2)   (11)
Total reconciling items   (16)   45    29 
Segment operating profit - 2022  $83   $123   $206 

 

   Year ended December 31 
   Americas   Europe   Total 
Net sales for reportable segments- 2021  $3,557   $2,687   $6,244 
Effects of changing foreign currency rates (a)   (4)   (298)   (303)
Price   370    434    805 
Sales volume & mix   (36)   55    19 
Divestiture   (52)        (52)
Total reconciling items   278    191    469 
Net sales for reportable segments- 2022  $3,835   $2,878   $6,713 

 

   Year ended December 31 
   Americas   Europe   Total 
Segment operating profit - 2021  $456   $371   $827 
Effects of changing foreign currency rates (a)   6    (37)   (31)
Net price (net of cost inflation)   53    178    231 
Sales volume & mix   (3)   13    10 
Operating costs   (18)   (30)   (48)
Divestitures   (22)   (7)   (29)
Total reconciling items   16    117    133 
Segment operating profit - 2022  $472   $488   $960 

 

(a) Currency effect on net sales and segment operating profit determined by using 2022 foreign currency exchange rates to translate 2021 local currency results

 

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O-I GLASS, INC.

Reconciliation for Adjusted Earnings

(Dollars in millions, except per share amounts)

The reconciliation below describes the items that management considers not representative of ongoing operations.

Unaudited

 

    Three months ended
December 31
    Year ended
December 31
    Three months
ended
March 31
 
    2022     2021     2022     2021     2022  
Earnings from continuing operations attributable to the Company   $ 13     $ 43     $ 584     $ 142     $ 88  
Items impacting other income (expense), net:                                        
Charge related to Paddock support agreement liability                             154          
Restructuring, asset impairment and other charges     32       14       53       35          
Gain on sale of divested businesses and miscellaneous assets             (84 )     (55 )     (84 )     (55 )
Gain on sale leasebacks                     (334 )                
Brazil indirect tax credit             (2 )             (71 )        
Pension settlement charges     15       69       20       74          
Items impacting interest expense:                                        
Charges for note repurchase premiums and write-off of finance fees             13       26       13       18  
Items impacting income tax:                                        
Tax charge recorded for certain tax adjustments     2       5       2       5          
Net expense (benefit) for income tax on items above     (2 )             41       27       10  
Items impacting net earnings attributable to  noncontrolling interests:                                        
Net impact of noncontrolling interests on items above             (1 )     29       (1 )     29  
Total adjusting items (non-GAAP)   $ 47     $ 14     $ (218 )   $ 152     $ 2  
                                         
Adjusted earnings (non-GAAP)   $ 60     $ 57     $ 366     $ 294     $ 90  
                                         
Diluted average shares (thousands)     159,271       159,823       158,985       160,309       158,798  
                                         
Earnings per share from continuing operations (diluted)   $ 0.08     $ 0.27     $ 3.67     $ 0.88     $ 0.55  
Adjusted earnings per share (non-GAAP)   $ 0.38     $ 0.36     $ 2.30     $ 1.83     $ 0.56  

 

The Company is unable to present a quantitative reconciliation of its forward-looking non-GAAP measure, adjusted earnings and adjusted earnings per share, for the three months ending March 31, 2023 and year ending December 31, 2023 to its most directly comparable GAAP financial measure, earnings from continuing operations attributable to the Company, because management cannot reliably predict all of the necessary components of this GAAP financial measure without unreasonable efforts.  Earnings from continuing operations attributable to the Company includes several significant items, such as restructuring charges, asset impairment charges, charges for the write-off of finance fees, and the income tax effect on such items.  The decisions and events that typically lead to the recognition of these and other similar items are complex and inherently unpredictable, and the amount recognized for each item can vary significantly.  Accordingly, the Company is unable to provide a reconciliation of adjusted earnings and adjusted earnings per share to earnings from continuing operations attributable to the Company or address the probable significance of the unavailable information, which could be material to the Company's future financial results.

 

12 

 

 

O-I GLASS, INC.

Reconciliation to Free Cash Flow and Adjusted Free Cash Flow

(Dollars in millions)

 

           Current Forecast 
   Year Ended   Year Ended   for Year Ended 
Unaudited  December 31, 2022   December 31, 2021   December 31, 2023 
Cash provided by continuing operating activities  $154   $680   $850 
Addback: Funding of Paddock 524(g) trust and related expenses   621    -      
Cash payments for property, plant and equipment   (539)   (398)   (700)
Free cash flow (non-GAAP)  $236   $282   $150 
Addback: Cash payments for property, plant and equipment - strategic/expansion only (non-GAAP)   190         300 
Adjusted free cash flow (non-GAAP)  $426        $450 

 

O-I GLASS, INC.

Reconciliation to Net Debt

 

         
Unaudited  December 31, 2022   December 31, 2021 
Total debt  $4,716   $4,825 
Cash and cash equivalents   773    725 
Net Debt (non-GAAP)  $3,943   $4,100 

 

O-I GLASS, INC.

Reconciliation to Adjusted Effective Tax Rate

 

 

The Company is unable to present a quantitative reconciliation of its forward-looking non-GAAP measure, adjusted effective tax rate, for the year ending December 31, 2023, to its most directly comparable GAAP financial measure, provision for income taxes divided by earnings (loss) from continuing operations before income taxes, because management cannot reliably predict all of the necessary components of these GAAP financial measures without unreasonable efforts.  Earnings (loss) from continuing  operations before income taxes includes several significant items, such as restructuring charges, asset impairment charges, charges for the write-off of finance fees, and the provision for income taxes would include the income tax effect on such items.  The decisions and events that typically lead to the recognition of these and other similar items are complex and inherently unpredictable, and the amount recognized for each item can vary significantly. Accordingly,  the Company is unable to provide a reconciliation of adjusted effective tax rate to earnings (loss) from continuing operations before income taxes divided by provision for income taxes or address the probable significance of the unavailable information, which could be material to the Company's future financial results.

 

13