Introduction
The following discussion presents management's analysis of the results of
operations for the three and six months ended June 30, 2022 compared to 2021 and
changes in financial condition and liquidity from December 31, 2021. This
discussion should be read in conjunction with the consolidated financial
statements and notes thereto included in the Company's Annual Report on Form
10-K for the year ended December 31, 2021, along with the consolidated financial
statements and related notes included in and referred to within this report.
Business Strategy and Trends
The Company's strategy is to deploy capital into its global beverage can
operations to expand production capacity to support growing customer demand in
alcoholic and non-alcoholic drink categories. Beverage cans are the world's most
sustainable and recycled beverage packaging and continue to gain market share in
new beverage product launches. The Company continues to drive brand
differentiation by increasing its ability to offer multiple product sizes.
For several years, global industry demand for beverage cans has been growing. In
North America, beverage can growth has accelerated in recent years mainly due to
the outsized portion of new beverage products being introduced in cans versus
other packaging formats. In addition, markets such as Brazil, Europe, Mexico and
Southeast Asia have also experienced higher volumes and market expansion.
The Company's capital allocation strategy also focuses on maintaining its
current leverage range and returning capital to shareholders in the form of
dividends and the repurchase of Company shares. In December 2021, the Board of
Directors authorized the repurchase of $3.0 billion in Company common stock
through the end of 2024.
The Company continues to actively elevate its commitment to sustainability,
which is a core value of the Company. In 2020, the Company debuted Twentyby30, a
robust program that outlines twenty measurable, science based, environmental,
social and governance goals to be completed by 2030 or sooner. In September
2021, the Company joined The Climate Pledge, a commitment to be net-zero carbon
across business operations by 2040.
In response to the ongoing COVID-19 pandemic, the Company continues to maintain
safety measures in its manufacturing facilities to protect its employees and the
products they produce. The Company is working to keep its manufacturing
facilities around the world operational and equipped with the resources required
to meet continually evolving customer demand by delivering high quality products
in a safe and timely manner. The Company is actively monitoring and managing
supply chain challenges, including coordinating with its suppliers to identify
and mitigate potential areas of risk and manage inventories.
To date the war between Russia and the Ukraine has not had a direct material
impact on the Company's business, financial condition or results of operations.
However, we will continue to monitor the indirect effects on our business of
inflationary pressures, including increased costs for transportation, energy,
and raw materials, foreign exchange fluctuations and shortages in materials.
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 euro and pound sterling in the Company's
European Beverage segment and the Thai baht in the Company's Asia Pacific
segment. The Company's Transit Packaging segment is a global business. The
foreign currency translation impacts referred to in the discussion below for
Transit Packaging are primarily related to the euro and various other
currencies. The Company calculates the impact of foreign currency translation by
multiplying or dividing, as appropriate, current
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Crown Holdings, Inc.
Item 2. Management's Discussion and Analysis (Continued)
year U.S. dollar results by the current year average foreign exchange rates and
then multiplying or dividing, as appropriate, those amounts by the applicable
prior year average exchange rates.
Net Sales and Segment Income
Three Months Ended Six Months Ended
June 30, June 30,
2022 2021 2022 2021
Net sales $ 3,510 $ 2,856 $ 6,672 $ 5,420
Three months ended June 30, 2022 compared to 2021
Net sales increased primarily due to the pass-through of higher material costs
across each of the Company's businesses and 4% higher sales unit volumes in the
Company's global beverage can businesses, partially offset by $104 from the
impact of unfavorable foreign currency translation.
Six months ended June 30, 2022 compared to 2021
Net sales increased primarily due to the pass-through of higher material costs
across each of the Company's businesses and higher sales unit volumes in the
Company's beverage can and transit packaging businesses, partially offset by
$153 from the impact of unfavorable foreign currency translation.
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 recent growth due to
the introduction of new beverage products in cans versus other packaging
formats. To meet volume requirements in these markets, the Company began
commercial production at a new two-line plant in Bowling Green, Kentucky in the
second quarter of 2021 and on a third line at its Olympia, Washington plant in
the third quarter of 2021. The Company also announced construction of a new
two-line plant in Martinsville, Virginia which is expected to commence
operations late in 2022 and a new two-line plant in Mesquite, Nevada which is
expected to commence operations in 2023.
In December 2021, the Bowling Green plant sustained tornado damage, resulting in
curtailment of operations of the plant. The Company resumed operations in March
2022. However, it will continue to incur incremental costs, including freight
and warehousing expenses, to meet customer demand as the plant returns to full
operational capacity and during a shut-down period expected in the back half of
2022 to complete final repairs to the plant. The Company has property and
business interruption insurance policies for weather related events that include
these incremental expenses. The Company recognizes insurance recoveries for
incremental costs incurred as the recoveries become probable. The plant is
expected to be fully operational by the end of the fourth quarter 2022.
In Brazil and Mexico, the Company's sales unit 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
began commercial production on a second line at its Rio Verde, Brazil facility
in 2021. The Company began commercial production on the first of two lines at a
new facility in Uberaba, Brazil in May 2022 and expects the second line to begin
commercial production in 2023. Additionally, production on a second line at the
Company's Monterrey, Mexico facility commenced in April 2022.
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Crown Holdings, Inc.
Item 2. Management's Discussion and Analysis (Continued)
Net sales and segment income in the Americas Beverage segment were as follows:
Three Months Ended Six Months Ended
June 30, June 30,
2022 2021 2022 2021
Net sales $ 1,378 $ 1,096 $ 2,604 $ 2,089
Segment income 216 197 380 385
Three months ended June 30, 2022 compared to 2021
Net sales increased primarily due to the pass-through of higher aluminum costs
and higher sales unit volumes in North America, partially offset by lower sales
unit volumes in Brazil .
Segment income increased primarily due to contractual pass-through mechanisms
put in place to recover inflation and the recovery of prior quarter incremental
costs and lost profits associated with the Bowling Green tornado, partially
offset by $7 of increased depreciation associated with recent capacity
additions.
Six months ended June 30, 2022 compared to 2021
Net sales increased primarily due to the pass-through of higher aluminum costs,
partially offset by 15% lower sales unit volumes in Brazil due to economic
conditions.
Segment income decreased primarily due to $11 of increased depreciation
associated with recent capacity additions, partially offset by contractual
pass-through mechanisms put in place to recover prior year inflation.
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. The Company has announced construction of a new plant
in Peterborough, U.K. and a new can lines in the Agoncillo, Spain and Parma,
Italy plants which are expected to commence operations in 2023.
Net sales and segment income in the European Beverage segment were as follows:
Three Months Ended Six Months Ended
June 30, June 30,
2022 2021 2022 2021
Net sales $ 599 $ 479 $ 1,109 $ 868
Segment income 56 78 109 140
Three and six months ended June 30, 2022 compared to 2021
Net sales increased primarily due to the pass-through of higher aluminum costs
and 6% higher sales unit volumes partially offset by $51 and $71 from the impact
of unfavorable foreign currency translation for the three and six months ended
June 30, 2022.
Segment income decreased primarily due to inflation on energy and other
operating costs that were not fully passed through in selling price and $3 and
$6 from the impact of unfavorable foreign currency translation for the three and
six months ended June 30, 2022, partially offset by higher sales unit volumes.
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Crown Holdings, Inc.
Item 2. Management's Discussion and Analysis (Continued)
Asia Pacific
The Company's Asia Pacific segment consists of beverage can operations in
Cambodia, China, Indonesia, Malaysia, Myanmar, Singapore, Thailand and Vietnam
and non-beverage can operations, primarily food cans and specialty packaging. In
recent years, the beverage can market in Southeast Asia has been growing. In
2021, the Company began commercial production at a new beverage can plant in
Vung Tau, Vietnam and on a second line in the Hanoi, Vietnam beverage can plant.
Additionally, the Company expects to commercialize production on a third line in
its Phnom Penh, Cambodia beverage can plant during 2022.
In June 2022, the Company's Yangon, Myanmar beverage can plant was temporarily
idled due to recent economic conditions, including government limitations on
transacting in foreign currencies. For the three and six months ended June 30,
2022, the plant had net sales of $8 and $17 and segment income of $1 and $2.
Property, plant and equipment as of June 30, 2022 was $58, including $26 of land
and buildings and $32 of machinery and equipment. The Company will continue to
monitor the economic conditions and the impact to our business in Myanmar,
including any alternative uses for our machinery and equipment.
Net sales and segment income in the Asia Pacific segment were as follows:
Three Months Ended Six Months Ended
June 30, June 30,
2022 2021 2022 2021
Net sales $ 432 $ 330 $ 845 $ 661
Segment income 55 47 108 99
Three and six months ended June 30, 2022 compared to 2021
Net sales increased due to the pass-through of higher raw material costs and 12%
and 9% higher sales unit volumes in the three and six months ended June 30,
2022, primarily in Southeast Asia, partially offset by the impact of unfavorable
foreign currency translation. The impact of foreign currency translation was $10
and $17 for the three and six months ended June 30, 2022.
Segment income increased primarily due to higher sales unit volumes.
Transit Packaging
The Transit Packaging segment includes the Company's global industrial and
protective solutions and equipment and tools businesses. Industrial and
protective solutions includes steel strap, plastic strap and industrial film and
other related products that are used in a wide range of industries, and transit
protection products used for a wide range of industrial and consumer products.
Equipment and tools includes manual, semi-automatic and automatic equipment and
tools used in end-of-line operations to apply industrial solutions consumables.
Net sales and segment income in the Transit Packaging segment were as follows:
Three Months Ended Six Months Ended
June 30, June 30,
2022 2021 2022 2021
Net sales $ 691 $ 637 $ 1,348 $ 1,194
Segment income 74 82 135 152
Three months ended June 30, 2022 compared to 2021
Net sales increased primarily due to the pass-through of higher raw material
costs partially offset by $38 from the impact of unfavorable foreign currency
translation.
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Crown Holdings, Inc.
Item 2. Management's Discussion and Analysis (Continued)
Segment income decreased primarily due to the divestiture of the segments's
Kiwiplan business, $5 from the impact of unfavorable foreign currency
translation and the unfavorable impact of higher cost inventory from the prior
year in the steel strap business partially offset by inflationary price
increases in the protective packaging business.
Six months ended June 30, 2022 compared to 2021
Net sales increased primarily due to the pass-through of higher raw material
costs and 18% higher sales unit volumes in the tools business partially offset
by $60 from the impact of unfavorable foreign currency translation.
Segment income decreased primarily due to the divestiture of the segment's
Kiwiplan business, $8 from the impact of unfavorable foreign currency
translation and the unfavorable impact of higher cost inventory from the prior
year in the steel strap business partially offset by inflationary price
increases in the protective packaging business.
See Note B for more information related to the sale of the Kiwiplan
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. In 2021, the Company commenced operations at a new food can plant in
Dubuque, Iowa and on a new food can line in its Hanover, Pennsylvania plant.
Additionally, the Company will add a third two-piece food can line to its
Owatonna, Minnesota plant in the second half of 2022.
Net sales and segment income in Other were as follows:
Three Months Ended Six Months Ended
June 30, June 30,
2022 2021 2022 2021
Net sales $ 410 $ 314 $ 766 $ 608
Segment income 62 36 156 72
Three and six months ended June 30, 2022 compared to 2021
Net sales increased primarily due to the pass-through of higher tinplate costs
in the Company's North America food can, aerosol can and closures businesses in
North America.
Segment income increased primarily due to increased profitability in the
Company's North America food can, aerosol can and closures businesses due to
higher self-made two-piece food can sales unit volumes, inflationary price
increases and the benefit of lower cost inventory from prior year-end. The
benefit arising from lower cost inventory from prior year-end was $35 for the
six months ended June 30, 2022.
Corporate and unallocated
Three Months Ended Six Months Ended
June 30, June 30,
2022 2021 2022 2021
Corporate and unallocated expense $ (31) $ (45) $ (73) $ (84)
For the three and six months ended June 30, 2021, corporate and unallocated
expenses included certain corporate costs, including research and development,
that were not directly attributable to the Company's European Tinplate business
which was sold in August 2021 and as such, could not be allocated to
discontinued operations. Subsequent to the sale, the Company's corporate cost
structure reflects its ongoing operations.
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Crown Holdings, Inc.
Item 2. Management's Discussion and Analysis (Continued)
Restructuring and other
For the three and six months ended June 30, 2022 compared to 2021, the benefit
from restructuring and other increased from $31 to $73 and $31 to $74, primarily
due to the $113 gain from the sale of the Transit Packaging segment's Kiwiplan
business, partially offset by $29 of charges related to an overhead cost
reduction program initiated by the Transit Packaging segment. The Company
expects to reduce headcount by approximately 600 employees and this action to
result in annual savings of approximately $60. However, there can be no
assurance that any such pre-tax savings will be realized.
Interest expense
For the three and six months ended June 30, 2022 compared to 2021, interest
expense decreased from $68 to $64 and from $137 to $118 due to lower outstanding
debt balances.
Provision for income taxes
The effective rate for the three and six months ended June 30, 2022, decreased
as compared to 2021, primarily due to prior year income tax charges of $31 for
reorganizations and other transactions required to prepare the European Tinplate
business for sale and an income tax charge of $40 to establish a valuation
allowance for deferred tax assets related to tax loss carryforwards in France.
See Note B for more information related to the sale of the European Tinplate
business.
Equity in net earnings of affiliates
For the three and six months ended June 30, 2022 compared to 2021, equity in net
earnings of affiliates increased from $3 to $12 and $5 to $29 due to the 20%
ownership interest received after the sale of Company's European Tinplate
business in August 2021.
Net income attributable to noncontrolling interest
For the three and six months ended June 30, 2022 compared to 2021, net income
from noncontrolling interests decreased from $45 to $34 and $78 to $64 primarily
due to lower earnings in the Company's beverage can operations in Brazil. Prior
year included gains of $30 arising from favorable court rulings in lawsuits
brought by certain of the Company's Brazilian subsidiaries asserting they were
overcharged by the local tax authorities for indirect taxes paid in prior years.
Liquidity and Capital Resources
Cash from Operations
Cash provided by operating activities increased from $169 for the six months
ended June 30, 2021 to $196 for the six months ended June 30, 2022. The increase
in cash provided by operating activities was primarily due to higher earnings
and $41 received for partial reimbursement of the contribution made in 2021 to
fully settle the U.K. pension plan obligation, which is included in Pension
contributions in the Consolidated Statements of Cash Flows. See Note L for
more information regarding the settlement of the U.K. pension plan obligation.
Days sales outstanding for trade receivables, excluding the impact of unbilled
receivables, decreased from 40 days as of June 30, 2021 to 36 days as of June
30, 2022.
Inventory turnover increased from 57 days at June 30, 2021 to 64 days at June
30, 2022 primarily due to inflation and market growth.
Days outstanding for trade payables increased from 90 days at June 30, 2021 to
102 days at June 30, 2022 primarily due to inflation and market growth.
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Crown Holdings, Inc.
Item 2. Management's Discussion and Analysis (Continued)
Investing Activities
Cash used for investing activities decreased from $311 for the six months ended
June 30, 2021 to $130 for the six months ended June 30, 2022 primarily due to
proceeds received from the sale of the Company's Transit Packaging segment's
Kiwiplan business in April 2022.
The Company currently expects capital expenditures in 2022 to be approximately
$1 billion.
Financing Activities
Financing activities used cash of $423 for the six months ended June 30, 2021
and $38 for the six months ended June 30, 2022.
The Company had higher net borrowings in 2022 primarily from the issuance of
$500 principal amount of 5.250% senior unsecured notes due 2030 and higher
borrowings under the revolving credit facility. See Note K for more
information. Additionally, during the six months ended June 30, 2022, the
Company repurchased $600 of common stock. The Company repurchased $297 of common
stock during the six months ended June 30, 2021.
Liquidity
As of June 30, 2022, the Company had cash and cash equivalents of $438. As of
June 30, 2022, $405 of the Company's $438 of cash and cash equivalents was
located outside the U.S. The Company funds its cash needs in the U.S. through
cash flows from operations in the U.S., distributions from certain foreign
subsidiaries, borrowings under its revolving credit facility and the
acceleration of cash receipts under its receivable securitization facilities. Of
the cash and cash equivalents located outside the U.S., $332 was held by
subsidiaries for which earnings are considered indefinitely reinvested.
As of June 30, 2022, the Company had $1,430 of borrowing capacity available
under its revolving credit facility, equal to the total facility of $1,650 less
outstanding standby letters of credit of $70 and $150 of credit facility
borrowings. The Company could have borrowed this amount at June 30, 2022 and
still have been in compliance with its leverage ratio covenants. The Company's
net total leverage ratio, as defined by the credit agreement, of 3.0 to 1.0 at
June 30, 2022 was in compliance with the covenant requiring a ratio of no
greater than 5.0 to 1.0. The required net total leverage ratio under the
agreement reduces to 4.5 to 1.0 at December 31, 2022.
As of June 30, 2022, the Company's €335 ($351) 2.25% senior notes and its €550
($576) 0.75% senior notes both due in February 2023 were classified as current
maturities of long-term debt. The Company expects to have sufficient liquidity
to refinance the senior notes or repay them at maturity.
In March 2022, the Company amended its securitization facility to increase the
program limit from $500 to $700. This securitization facility expires in July
2023.
Capital Resources
As of June 30, 2022, the Company had approximately $219 of capital commitments
primarily related to its global beverage can businesses. The Company expects to
fund these commitments primarily through cash flows from operations.
Contractual Obligations
There were no material changes to the Company's contractual obligations provided
within Part II, Item 7, "Management's Discussion and Analysis of Financial
Condition and Results of Operations" of the Company's Annual Report on Form 10-K
for the year ended December 31, 2021, which information is incorporated herein
by reference.
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Crown Holdings, Inc.
Item 2. Management's Discussion and Analysis (Continued)
Supplemental Guarantor Financial Information
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 United States, 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 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. IV, Crown Americas Capital
Corp. V, Crown Americas Capital Corp. VI, the Parent, and substantially all of
the Company's subsidiaries in the United States.
Crown Cork Obligor Group
Six Months Ended
June 30, 2022
Net sales $ -
Gross Profit -
Income from operations (2)
Net income from continuing operations1 (31)
Net income attributable to Crown Holdings1 (31)
(1) Includes $20 of expense related to intercompany interest with non-guarantor
subsidiaries
June 30, 2022 December 31, 2021
Current assets $ 4 $ 7
Non-current assets 24 27
Current liabilities 59 72
Non-current liabilities1 5,953 5,286
(1) Includes payables of $5,140 and $4,560 due to non-guarantor subsidiaries as
of June 30, 2022 and December 31, 2021
Crown Americas Obligor Group
Six Months Ended
June 30, 2022
Net sales1 $ 2,718
Gross profit2 464
Income from operations2 232
Net income attributable to continuing operations3 189
Net income attributable to Crown Holdings3 189
(1) Includes $267 of sales to non-guarantor subsidiaries
(2) Includes $27 of gross profit related to sales to non-guarantor subsidiaries
(3) Includes $16 of income related to intercompany interest and technology
royalties with non-guarantor subsidiaries
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Crown Holdings, Inc.
Item 2. Management's Discussion and Analysis (Continued)
June 30, 2022 December 31, 2021
Current assets1 $ 1,165 $ 1,078
Non-current assets2 3,663 3,495
Current liabilities3 1,450 1,330
Non-current liabilities4 5,298 4,761
(1) Includes receivables of $42 and $48 due from non-guarantor subsidiaries as
of June 30, 2022 and December 31, 2021
(2) Includes receivables of $178 and $180 due from non-guarantor subsidiaries as
of June 30, 2022 and December 31, 2021
(3) Includes payables of $35 and $35 due to non-guarantor subsidiaries as of
June 30, 2022 and December 31, 2021
(4) Includes payables of $1,320 and $1,397 due to non-guarantor subsidiaries as
of June 30, 2022 and December 31, 2021
Commitments and Contingent Liabilities
Information regarding the Company's commitments and contingent liabilities
appears in Part I within Item 1 of this report under Note I , entitled
"Commitments and Contingent Liabilities," to the consolidated financial
statements, and in Part II within Item 1A of this report which information is
incorporated herein by reference.
Critical Accounting Policies
The accompanying consolidated financial statements have been prepared in
accordance with accounting principles generally accepted in the U.S. which
require that management make numerous estimates and assumptions.
Actual results could differ from these estimates and assumptions, impacting the
reported results of operations and financial condition of the Company. Part II,
Item 7, "Management's Discussion and Analysis of Financial Condition and Results
of Operations" and Note A to the consolidated financial statements contained in
the Company's Annual Report on Form 10-K for the year ended December 31, 2021
describe the significant accounting estimates and policies used in the
preparation of the consolidated financial statements. Updates to the Company's
accounting policies related to new accounting pronouncements, as applicable, are
included in the notes to the consolidated financial statements included in this
Quarterly Report on Form 10-Q.
Forward Looking Statements
Statements included herein, including, but not limited to, those in
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" and in the discussions of asbestos in Note H and commitments and
contingencies in Note I to the consolidated financial statements included in
this Quarterly Report on Form 10-Q, and also in Part I, Item 1, "Business" and
Item 3, "Legal Proceedings" and in Part II, Item 7, "Management's Discussion and
Analysis of Financial Condition and Results of Operations," within the Company's
Annual Report on Form 10-K for the year ended December 31, 2021, which are not
historical facts (including any statements concerning the direct or indirect
impact of the COVID-19 pandemic, the Russia-Ukraine war, objectives of
management for capacity additions, share repurchases, dividends, 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
oral or written statements which are also "forward-looking statements."
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.
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
Securities and Exchange Commission ("SEC"), the Company does not intend to
review or revise any particular forward-looking statement in light of future
events.
A discussion of important factors that could cause the actual results of
operations or financial condition of the Company to differ from expectations has
been set forth in the Company's Annual Report on Form 10-K for the year ended
December 31, 2021 within Part II, Item 7: "Management's Discussion and Analysis
of Financial Condition and
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Crown Holdings, Inc.
Results of Operations" under the caption "Forward Looking Statements" and is
incorporated herein by reference. Some of the factors are also discussed
elsewhere in this Form 10-Q (including under Item 1A of Part II below) and in
prior Company filings with the SEC. In addition, other factors have been or may
be discussed from time to time in the Company's SEC filings.
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