What the changes say
- Portfolio review targets approximately $2.5 billion of businesses, with about $500 million already divested or being divested.
- AI use adds risks from unreliable outputs, noncompliant vendors, and confidential-information leakage.
- Debt reached $14.0 billion, while variable-rate exposure fell from 17% to 15%.
- Merger-specific integration, costs, benefits, and tax risks were removed from the disclosed risks.
What changed since the prior 10-K
New
- NewStrategic Risks
Integration — We may face challenges with integrating acquisitions and achieving the financial and other results and benefits anticipated at the time of acquisition
Acquisitions may disrupt operations, divert management, increase costs, trigger employee departures or impairments, and heighten cybersecurity exposure.
- NewStrategic Risks
Strategic Review of Portfolio — Our strategic review of our portfolio may cause disruptions to our business, may not result in the completion of transactions to restructure or divest all non-core businesses, and may not create additional value for our shareholders
Reviewing approximately $2.5 billion of businesses could disrupt operations, consume resources, and fail to produce completed transactions or shareholder value.
- NewOperational Risks
Artificial Intelligence — Our use of artificial intelligence technologies could adversely affect our business and financial results
AI used in R&D and operations could produce unreliable results, create legal or regulatory problems, or expose confidential information through vendors or unauthorized tools.
- NewFinancial Risks
Indebtedness and Credit Rating — Our indebtedness may limit our flexibility or result in a downgrade in our credit rating, which could reduce our operating flexibility, increase our borrowing costs, and negatively affect our financial condition and results of operations
$14.0 billion of debt, including $1.29 billion drawn on revolving facilities, could constrain cash available for operations, investment, and shareholder returns.
- NewFinancial Risks
under hedging arrangements, it could have a material adverse impact on our business, financial condition, results of operations, or cash flows
Higher interest rates could make customer and supply-chain finance programs less attractive, weakening working capital and increasing borrowing.
- NewLegal and Compliance Risks
Biodiversity-related incidents or alleged impacts in our value chain could expose us to increased compliance costs due to increasingly stringent regulations, and potential fines, legal penalties, and enforcement actions if requirements are not met
Plastic restrictions, PCR-content mandates, and regulated healthcare and food packaging requirements could raise material, redesign, compliance, and enforcement costs.
Dropped
- DroppedRisks Relating to the Merger of Amcor and Berry
Successful Integration — The combined company may be unable to successfully integrate the businesses of Amcor and Berry in the expected time frame or at all
Integration of Amcor and Berry, including combining operations and achieving merger synergies.
- DroppedRisks Relating to the Merger of Amcor and Berry
Substantial Merger Costs — We have incurred, and expect to continue to incur, substantial costs as a result of the Merger
Non-recurring financial, legal, advisory, employee, filing, and other costs of the Berry merger.
- DroppedRisks Relating to the Merger of Amcor and Berry
Inability to Realize Merger Benefits — The combined company may be unable to realize the anticipated benefits of the Merger
Failure to realize the anticipated financial and operational benefits of the Berry merger.
- DroppedRisks Relating to the Merger of Amcor and Berry
Merger Related Tax Liabilities — Additional tax liabilities could have a material impact on our financial condition, results of operations, and/or liquidity
Additional tax liabilities arising from merger-related and multinational tax interpretations.
- DroppedLegal and Compliance Risks
our intellectual property rights, our competitive position may suffer. The unauthorized use of our intellectual property by someone else could reduce certain of our competitive advantages, cause us to lose sales, or otherwise harm our business
Reworded
- 87% rewrittenStrategic Risks
Changes in Consumer Demand — Demand for our products could be affected by a variety of factors, including economic conditions and regulatory developments
The wording is streamlined but retains risks from consumer preferences, regulation, packaging formats, waste reduction, and petrochemical concerns.
Was: Changes in Consumer Demand — Demand for our products could be affected by a variety of factors, including changes in economic environment and regulations
- 80% rewrittenLegal and Compliance Risks
Intellectual Property — Our inability to defend our intellectual property rights or intellectual property infringement claims against us could have an adverse impact on our ability to compete effectively
The updated text more directly identifies unauthorized use as reducing competitive advantages, causing lost sales, or otherwise harming the business.
- 67% rewrittenOperational Risks
Attracting, Developing, and Retaining Talent — If we are unable to attract, develop, and retain our global executive management team and our other skilled workforce, we may be adversely affected
Merger integration remains, but the updated text emphasizes continuing organizational alignment and removes the prior explicit material-adverse-effect warning.
- 61% rewrittenLegal and Compliance Risks
Tax Law Changes — Changes in tax laws or changes in our geographic mix of earnings could have a material impact on our financial condition and results of operations
No substantive change; the risk still covers complex taxes, audits, disputed positions, and geographic earnings mix.
- 58% rewrittenLegal and Compliance Risks
Operations EHS Risks — We are subject to risks, liabilities, and costs related to EHS laws and regulations, as well as changes in the global climate, that could adversely affect our business
The risk now adds human-rights due diligence and supply-chain transparency, requiring more monitoring, reporting, remediation, and compliance spending.
Was: Operational EHS Risks — We are subject to costs and liabilities related to EHS laws and regulations, as well as changes in the global climate, that could adversely affect our business
- 47% rewrittenFinancial Risks
Interest Rates — Rising interest rates increase our borrowing costs on our variable rate indebtedness and could have other negative impacts
Variable-rate exposure decreased from 17% to 15%, while the update adds ineffective hedges, under-hedging, and hedge-provider default risks.
- 45% rewrittenLegal and Compliance Risks
ESG Regulations — Changing and emerging ESG government regulations, including climate and circularity-related rules, may adversely affect our company
No substantive change; the risk still focuses on inconsistent, evolving ESG rules, compliance costs, legal exposure, fines, and reputation.
Was: ESG Regulations — Changing and emerging ESG government regulations, including climate-related rules, may adversely affect our company
- 42% rewrittenLegal and Compliance Risks
Trade Policy — Our business may be impacted by changes to trade policy, including tariff and custom regulations, or failure to comply with such regulations may have an adverse effect on our reputation, business, financial condition and results of operations
The update replaces the prior reciprocal-tariff announcement and historical rate figure with enacted tariffs, retaliation, partial reversals, and newly introduced tariffs.
- 40% rewrittenOperational Risks
Raw Materials — Price fluctuations or shortages in the availability of raw materials, energy, and other inputs could adversely affect our business
- 31% rewrittenFinancial Risks
Internal Controls — If we fail to maintain an effective system of internal control over financial reporting, we may not be able to accurately report our financial results which may adversely affect investor confidence and adversely impact our stock price
- 30% rewrittenOperational Risks
Furthermore, prolonged periods of economic, legal, regulatory, or political instability in the emerging markets where we operate could have a material adverse effect on our business, cash flow, financial condition, and results of operations
- 28% rewrittenLegal and Compliance Risks
ESG Practices — Increasing scrutiny and emerging expectations from investors, customers, suppliers, and governments with respect to our ESG practices and commitments may impose additional costs on us or expose us to additional risks
- 20% rewrittenOperational Risks
Labor Disputes — Our business could be adversely affected by labor disputes and an inability to renew collective bargaining agreements at acceptable terms
All 35 risk factors
Headings as the filing states them, in filing order.
Strategic Risks
- 01Changes in Consumer Demand — Demand for our products could be affected by a variety of factors, including economic conditions and regulatory developments87% rewritten
- 02Key Customers and Customer Consolidation — The loss of key customers, a reduction in their production requirements or consolidation among key customers could have a significant adverse impact on our sales revenue and profitability
- 03Competition — We face significant competition in the industries and regions in which we operate, which could adversely affect our business
- 04Integration — We may face challenges with integrating acquisitions and achieving the financial and other results and benefits anticipated at the time of acquisitionNew
- 05Strategic Review of Portfolio — Our strategic review of our portfolio may cause disruptions to our business, may not result in the completion of transactions to restructure or divest all non-core businesses, and may not create additional value for our shareholdersNew
- 06Expanding Our Current Business — We may be unable to expand our current business effectively through organic growth, investments, or acquisitions
Operational Risks
- 07Global Economic Conditions — Challenging global economic conditions, have had, and may continue to have, a negative impact on our business operations and financial results
- 08International Operations — Our international operations subject us to various risks that could adversely affect our business operations and financial results
- 09Furthermore, prolonged periods of economic, legal, regulatory, or political instability in the emerging markets where we operate could have a material adverse effect on our business, cash flow, financial condition, and results of operations30% rewritten
- 10Raw Materials — Price fluctuations or shortages in the availability of raw materials, energy, and other inputs could adversely affect our business40% rewritten
- 11Commercial Risks — We are subject to production, supply, and other commercial risks, including counterparty credit risks, which may be exacerbated in times of economic volatility
- 12Health Crises — Our business and operations may be adversely affected by pandemics, epidemics, or other disease outbreaks
- 13Attracting, Developing, and Retaining Talent — If we are unable to attract, develop, and retain our global executive management team and our other skilled workforce, we may be adversely affected67% rewritten
- 14Labor Disputes — Our business could be adversely affected by labor disputes and an inability to renew collective bargaining agreements at acceptable terms20% rewritten
- 15Physical Impacts of Climate Change — Our business is subject to physical risks related to climate change which could negatively impact our business operations and financial results
- 16Significant Disruption at Key Manufacturing Facility — A significant disruption at one of our key manufacturing facilities could adversely affect our business operations and financial results
- 17Cybersecurity Risk — The disruption of our operations or risk of loss of our sensitive business information could negatively impact our financial condition and results of operations
- 18Information Technology — A failure or disruption in our information technology systems could disrupt our operations, compromise customer, employee, supplier, and other data, and could negatively affect our business
- 19Artificial Intelligence — Our use of artificial intelligence technologies could adversely affect our business and financial resultsNew
Financial Risks
- 20Indebtedness and Credit Rating — Our indebtedness may limit our flexibility or result in a downgrade in our credit rating, which could reduce our operating flexibility, increase our borrowing costs, and negatively affect our financial condition and results of operationsNew
- 21Interest Rates — Rising interest rates increase our borrowing costs on our variable rate indebtedness and could have other negative impacts47% rewritten
- 22under hedging arrangements, it could have a material adverse impact on our business, financial condition, results of operations, or cash flowsNew
- 23Exchange Rates — We are exposed to foreign exchange rate risk
- 24Goodwill and Other Intangible Assets — A significant write-down of goodwill and/or other intangible assets would have a material adverse effect on our reported results of operations and financial position
- 25Internal Controls — If we fail to maintain an effective system of internal control over financial reporting, we may not be able to accurately report our financial results which may adversely affect investor confidence and adversely impact our stock price31% rewritten
- 26Insurance — Our insurance policies, including our use of a captive insurance company, may not provide adequate protection against all of the key operational risks we face
Legal and Compliance Risks
- 27Intellectual Property — Our inability to defend our intellectual property rights or intellectual property infringement claims against us could have an adverse impact on our ability to compete effectively80% rewritten
- 28Litigation — Litigation, including product liability claims and litigation related to Environmental, Social and Governance ("ESG") impacts, or regulatory developments could adversely affect our business operations and financial performance
- 29ESG Practices — Increasing scrutiny and emerging expectations from investors, customers, suppliers, and governments with respect to our ESG practices and commitments may impose additional costs on us or expose us to additional risks28% rewritten
- 30ESG Regulations — Changing and emerging ESG government regulations, including climate and circularity-related rules, may adversely affect our company45% rewritten
- 31Biodiversity-related incidents or alleged impacts in our value chain could expose us to increased compliance costs due to increasingly stringent regulations, and potential fines, legal penalties, and enforcement actions if requirements are not metNew
- 32Operations EHS Risks — We are subject to risks, liabilities, and costs related to EHS laws and regulations, as well as changes in the global climate, that could adversely affect our business58% rewritten
- 33Tax Law Changes — Changes in tax laws or changes in our geographic mix of earnings could have a material impact on our financial condition and results of operations61% rewritten
- 34Trade Policy — Our business may be impacted by changes to trade policy, including tariff and custom regulations, or failure to comply with such regulations may have an adverse effect on our reputation, business, financial condition and results of operations42% rewritten
Risks Relating to Being a Jersey, Channel Islands Company Listing Ordinary Shares
- 35U.S. shareholders may not be able to enforce civil liabilities against us
Other Amcor 10-Ks
- FY2025 10-K risk factors34 risks
Integration risks and costs following the combination of Amcor and Berry dominate the filing. Significant intangible assets and goodwill totaling 18.7 billion dollars carry impairment risks. Raw material price fluctuations and supply chain availability directly impact manufacturing margins.
Filed Aug 15, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.