Crown - Q3 2024

Transcript

Operator (participant)

Good morning, and welcome to Crown Holdings' third quarter twenty twenty-four conference call. Your lines have been placed on a listen-only mode until the question-and-answer session. Please be advised that this conference is being recorded. I would now like to turn the call over to Mr. Kevin Clothier, Senior Vice President and Chief Financial Officer. Sir, you may begin.

Kevin Clothier (SVP and CFO)

Thank you, Elle, and good morning. With me on today's call is Tim Donahue, President and Chief Executive Officer. If you do not already have the earnings release, it is available on our website at crowncork.com. On this call, as in the earnings release, we will be making a number of forward-looking statements. Actual results could vary materially from such statements. Additional information concerning factors that could cause actual results to vary is contained in the press release and in our SEC filings, including our Form 10-K for 2023 and subsequent filings. Net sales in the quarter were level with prior year at $3.1 billion, reflecting increases in global beverage can volumes and North American food can volumes, offset by lower volumes in most other businesses.

Segment income was $472 million in the quarter, compared to $430 million in the prior year, reflecting volume gains in both Americas and European Beverage, and the benefits of cost reduction initiatives in Asia Pacific, partially offset by demand softness across most other businesses. The company recorded a GAAP loss of $1.47 per share in the quarter, mainly due to a non-cash pension settlement charge of $4.33 per share, compared to earnings of $1.33 per share, excuse me, in the prior year quarter. Adjusted earnings per diluted share were $1.99, up 15% compared to $0.73 in the prior quarter. Free cash flow remained strong at $668 million through nine months, driven by excellent operational performance and reduced capital spending.

We took steps in the quarter to strengthen our balance sheet by transferring approximately $860 million of assets and liabilities of our Canadian and U.S. pension plans to highly rated insurance companies, which will reduce future cash flow and earnings risk. With this action, combined with the previous buyout in the U.K., the company has annuitized approximately $4 billion of pension liability since 2021. As part of the settlement, the company contributed $100 million into the U.S. pension plan. As announced during the quarter, Crown's Board of Directors authorized the repurchase of an aggregate amount of up to $2 billion of common stock through the end of 2027. During the quarter, we repurchased $110 million of common stock. We will continue to opportunistically pursue share repurchases through a disciplined approach.

We are proactively managing our debt maturities with the issuance of EUR 600 million of euro notes due 2023, and the repayment of $600 million of outstanding notes that were due in September. We finished the quarter with $1.7 billion of cash, after taking the actions above, and net leverage was 3 times, compared to 3.5 times for the same period last year. Before turning the call over to Tim, I want to discuss our expectations for the fourth quarter and full year. Our fourth quarter adjusted earnings per diluted share are projected to be in the range of $1.45 to $1.55 per share.

In view of the strong performance year to date, we are increasing our full year guidance to $6.25-$6.35 per share, compared to the previous guidance range of $6-$6.25 per diluted share. Key assumptions supporting the updated earnings guidance include: interest expense is at $380 million, average common shares outstanding of 120 million, and exchange rates at current levels, full year tax rate of approximately 25%, depreciation of approximately $300 million, non-controlling interest between $140 million and $150 million, and dividends to non-controlling interest of $125 million.

We project 2024 full year adjusted free cash flow to be at least $750 million, after making the previously mentioned $100 million pension contribution and no more than $450 million of capital spending. With a combination of free cash flow and $300 million in proceeds from the previously announced Eviosys sale, we expect to end the year with net leverage below three times. As discussed in July, we are committed to our new long-term leverage target, net leverage target, excuse me, of two and a half times, which is expected to be achieved through the combination of debt reduction and EBITDA growth, while returning capital to shareholders through dividends and opportunistic share repurchases. With that, I'll turn the call over to Tim.

Timothy Donahue (President and CEO)

Thank you, Kevin, and good morning to everyone. I'll be brief, and then we'll open the call to questions. As reflected in last night's earnings release, and as Kevin just summarized, third quarter operating results were strong and ahead of earlier expectations. As has been the case throughout 2024, global beverage operations performed exceptionally well, with combined global beverage segment income up 23% on the back of 5% global volume growth. Manufacturing performance, including higher efficiencies and lower spoilage, was excellent. Additionally, a great effort by the Asian team to embrace and execute the capacity reduction program announced late last year, leading to the full realization of those benefits earlier than expected. Consolidated segment income margin advanced 100 basis points over the prior quarter.

Importantly, through nine months, free cash flow is $450 million ahead of the prior year nine-month period, due to lower capital expenditures and better working capital management. Net leverage at the end of September, after giving effect to the pension contribution and share buyback, was three times, a full half turn lower than at this time last year, and as Kevin just noted, we expect year-end net leverage to be below three times. Americas Beverage reported a 21% increase in segment income on the back of 10% volume growth, including 5% increase in North America. Our full-year volume growth estimates remain at 5%-6% for North America and mid to high single digits in Brazil.

Income performance in European Beverage advanced 18% over the prior year, primarily due to 6% shipment growth, combined with the continuing benefits of our margin recovery program. Income through nine months this year has now equaled the full year 2021 level in the segment. Income in Asia Pacific advanced 50% in the quarter as the combined benefits from actions to reduce capacity and improve revenue quality offset an 11% decline in unit volume sales. While demand weakness was noted throughout the segment, we remain well positioned to benefit from our new, lower cost structure when regional volume demand returns. As expected, Transit Packaging income was down to the prior year. Shipment volumes and results continue to be impacted by weakening global manufacturing conditions, with activity likely to stay in contraction at least through year-end, leading to our cautious outlook at this time.

The business continues to tightly control costs while generating significant cash. North American tinplate operations performed well in the quarter, with 5% higher food can volumes, while can-making equipment had lower activity as expected, and in summary, and as we said earlier, a strong quarter where the benefits of higher volumes and the efforts of a world-class manufacturing team were evident. Global beverage operations have been strong for nine months and are expected to remain so through year-end. Global manufacturing conditions remain in contraction, but the transit business is well positioned to grow when industrial market demand returns. A solid performance so far this year, with margins and income up, EBITDA expected to exceed the record level posted last year, strong cash flow with leverage down and expected to go lower, and with that, Tim, I think we are ready to take questions.

Operator (participant)

Thank you. We will now begin the question-and-answer session. If you would like to ask a question, please press star and then the number one. Please unmute your phone and record your name and company name clearly when prompted. Your name and company name are required to introduce your question, and please limit your questions to only two. And to withdraw your request, please press star and then the number two. Our first question comes from the line of Ghansham Panjabi of Baird. Your line is now open.

Ghansham Panjabi (Senior Research Analyst)

Hey, guys. Good morning.

Timothy Donahue (President and CEO)

Morning, Ghansham.

Kevin Clothier (SVP and CFO)

Good morning.

Ghansham Panjabi (Senior Research Analyst)

Morning. Yeah, I guess on the Americas segment, you know, obviously very, very strong margin conversion, you know, much higher than our forecast and much better than the trend line for the first two quarters. Just give us some more color in terms of what drove that. And is there any benefit unique to two thousand and twenty-four, you know, price, cost, or whatever else that may not repeat in 2025 for that segment?

Timothy Donahue (President and CEO)

You know, Ghansham, I'll deal with the second part of the question first. As we said, earlier this year, we would expect the growth in the business that we've had this year, i.e., the market share gains that we've had this year, or our growth ahead of the market growth this year, to not recur. That is, our growth next year will be in line with the market. You know, we're looking at a market in North America so far this year, where we believe the market's up 1-1.5%. I think in North America, year to date, we're probably up 6-7%. If the market's up 2% next year, we think we'll be up 2% next year. That's number one.

We had an exceptionally strong performance in Brazil. Brazil bouncing back nicely through the summer. You know, our, you've heard our view on Brazil over the years. We remain very bullish on the Brazilian market. Despite you know, hiccups along the way, we always believe it's a market that over any period of time, if you measure it, it's a continuing trend line up, and then we had a very strong performance in Mexico this year, so obviously margin's very high. Some of that to do with lower aluminum, although aluminum, the cost of aluminum is starting to trend up, so that will have an impact on percentage margins, but not on absolute margins, but you know, all in all, it was much better than we forecasted as well.

It could, you know, it to be honest with you, Ghansham, it could be, you know, $15 million better than we had forecasted in the third quarter. The manufacturing team doing exceptionally well. I would say we're going to have manufacturing improvements from better efficiency and spoilage and asset utilization this year, you know, upwards of $20-$25 million benefit this year. Where you really get the benefit of that is in a high volume quarter like the third quarter.

Ghansham Panjabi (Senior Research Analyst)

... Okay, and so just to clarify on that, so price cost in terms of PPI adjusters, et cetera, at this point, looking out to 2025, do you see any headwinds associated with that year-over-year?

Timothy Donahue (President and CEO)

I think PPI could be a small headwind next year, although I don't have the numbers in front of me. I think, you know, obviously, inflation's been coming down, and the contracts are organized in such a way that you pass on those savings to customers if and when you have them. Now, PPI is not a perfect proxy for the costs in our business. We've talked previously about, you know, PPI does not seem to reflect what happens in the coating space, for example. Labor always goes up, labor never comes down. The labor content may come down, but the rate never comes down.

You know, there are a lot of things that move around in our cost base that aren't perfectly reflected in PPI, but I would expect PPI, as we sit here today, to be an adjustment in the favor of the customers next year.

Ghansham Panjabi (Senior Research Analyst)

Okay, I'll just turn it over there. Congrats on the progress.

Timothy Donahue (President and CEO)

Thank you.

Operator (participant)

Thank you. Our next question comes from the line of Chris Parkinson of Wolfe Research. Your line is now open.

Christopher Parkinson (Managing Director and Senior Research Analyst)

Hey, guys. Good morning.

Timothy Donahue (President and CEO)

Good morning, Chris.

Christopher Parkinson (Managing Director and Senior Research Analyst)

You hit on this a little... Good morning. Thank you. You hit on this a little, just in your last response. I just want to dig a little deeper just, you know, given the progress that's being made operationally, not only in the Americas, but also Asia. You know, can you just, you know, kind of comment on your efforts there? You mentioned you were ahead in Asia, but if you could just dig a little bit deeper, kind of comment on where you are in terms of your ultimate progression on where you wanted to be, where you are, and as well as your conviction in terms of the sustainability of that progress, you know, into 2025 and 2026. Thank you.

Timothy Donahue (President and CEO)

So when I remark about being ahead of expected progress, I was specifically referring to the capacity reduction program that we had undertaken. So, you know, just think about it, you know, it's a division that's on the other side of the world. They're a long way from headquarters. We see them several times a year. Having said that, they've enjoyed being part of a high-growth business for the last twenty years, and then they've got a little growth hiccup, and you know, the plan is that we're gonna remove capacity. So we were always a bit concerned as to how ready they were to accept cost reduction as opposed to continuing growth. And as I said, we're really pleasantly really pleased with their embracing of the need to rightsize their capacity.

I think we now have a business that is, you know, on the order of each quarter now earning somewhere between $45 million and $50 million of segment income, which is in the absence of volume growth returning to the region. I think that's the kind of range we expect in that business going forward. Obviously, the real benefit in that region will be when volume returns, when the consumer has more confidence, and you know, off a lower cost base, we look to really benefit from that.

Christopher Parkinson (Managing Director and Senior Research Analyst)

Got it. And just as a quick follow-up, you know, getting below three times leverage, you know, obviously shows a lot of progress. Can we just hit on any preliminary thoughts on how we should be thinking about not only trending into the year-end, but perhaps just into twenty twenty-five? How the Street should be thinking about, you know, working capital, cash interest expense, if there's an update there, and just how we should be thinking about, you know, cash conversion as we progress, and just any quick thoughts on capital allocation as a corollary of that? Thank you so much.

Timothy Donahue (President and CEO)

Thanks, Chris.

Kevin Clothier (SVP and CFO)

Hey, Chris. In terms of working capital, look, we've done a great job in terms of driving down working capital this year. You know, we expect it to be, you know, at least $100 million benefit for us. You know, I don't think there's much more to get out of working capital. So I think we're probably where we're gonna be. I think when you look at interest expense, we, you know, clearly have an opportunity to have lower interest costs with interest rates coming down. I think it'll be determined by how much the Fed decides to reduce rates. But, you know, interest expense, you know, down from $380 to $350 is definitely possible, and probably kind of the baseline of where we would look at.

And then as we think about capital allocation to buy back stock, you know, I would fully expect us to be in the market next year to buy back stock. I think that, you know, our leverage target, we're committed to two and a half times getting to it. I think as Tim had said on the previous call, we could be there by the end of next year if we want to be. I think, you know, we want to stay below three times, but we are committed to also returning capital to shareholders through share repurchases. So I would expect us to be in the market next year, buying back shares.

Christopher Parkinson (Managing Director and Senior Research Analyst)

Thanks to the caller. Thank you.

Kevin Clothier (SVP and CFO)

Thanks, Chris.

Operator (participant)

Thank you. Our next question comes from the line of George Staphos from Bank of America. Your line is now open.

George Staphos (Managing Director)

Thanks so much. Hope you guys can hear me okay. Congratulations on the progress so far, guys.

Timothy Donahue (President and CEO)

Hi, George.

George Staphos (Managing Director)

How are you? My two questions: First of all, assuming that you grow with the market, recognizing the market growth is gonna vary from year to year, and you can't necessarily predict that, how much runway do you have in terms of capacity across beverage cans? And you know, if there's a way to shade that or discuss the color by region? You know, in terms of how much runway you might have between North America, Europe, and the like. That's question number one. Question number two, given our analysis, you know, your EVA, your return on capital have all been trending up well, and congratulations on that.

As we think about the next two years, not trying to get into an earnings forecast quarter by quarter, what do you think is going to be the biggest driver of your operating profit improvement, assuming the next couple of years? Will that be just pure volume? Will it be the improvement, say, in Signode or your non-beverage can operations? What are the headwinds? And do you think invested capital, what you invest between working capital, CapEx, will grow in tandem with operating profit, or do you think you can actually keep that constrained relative to your operating profit growth? Thanks, guys. Good luck on the quarter.

Timothy Donahue (President and CEO)

All right, that's a lot. So let me, George, don't go anywhere, 'cause you might have to repeat some of that. I think that, you know, in our business, and you know the business very well, George, growth is, income growth, let's say, is largely dependent over time on volume growth. We need volume. We have a, you know, an industrial platform that's sitting there, and it doesn't do well if it's not running. It needs to run all the time. That is twenty-four seven. So you always need volume, and the more volume you have, and the more growth you have, the better your profits are.

The platforms that we have, I would say that I can't as I sit here today, I think given what we expect market growth to be for the next at least two years, we don't anticipate having to install any new capacity to achieve expected market growth. Now, if there's movement among suppliers and/or we wanna modernize a specific facility, okay, there's a little capital to be spent, but there's no necessary capital to achieve what we think markets will grow over the next several years in all the markets. I don't know if Kevin mentioned it, we said no more than $450 million this year, and I think if we wanted to give you a number for next year, we'd say the same thing, no more than $450 million for next year.

Now, in addition to that's beverage, which I largely just talked about. The other part of your question, George, was how will the non-beverage businesses do? I think largely, until we see the next inflection on global beverage can growth across the industry, we would expect the equipment business to be more or less in line with where it is this year. I don't see any really large moves in the aerosol business. I think that's largely going to be, as we look to next year, where it is this year, and food cans in North America could be a little bit better. But it's all modest. I think in total, if you were to look at food cans, aerosol cans, equipment making, it's roughly 5% of our EBITDA on a consolidated basis.

So, you know, if it's up a little bit, it doesn't move the needle a whole lot there. I think on the transit side, the cost base is in really good shape. Competitively, we're in very good shape. For those of you who follow global manufacturing or purchasing managers index, indices around the world, you'll know that they're in deep contraction in certain countries. For example, if fifty is considered the dividing line between expansion and contraction, Germany is currently at forty. So, globally, the manufacturing sector, not looking very strong. But having said that, you know, there are some signs of life at least in North America. And, the construction industry looking like they could be, you know, an opportunity to turn the corner. We'll see.

But obviously, a lot of upside in the transit business when and if, or if and when, industrial markets return. Like, did I get... I think I got it all, George.

George Staphos (Managing Director)

Yeah. No, Tim, you got it. Whatever the market's gonna grow at, that's what's gonna be the biggest driver, and if you get, you know, optionality with Signode, that's, that's incremental and CapEx.

Timothy Donahue (President and CEO)

Yeah. Off of, you know, just touching on your last point, which you rightly point out, off a much lower levered balance sheet and from an EVA perspective, an investment capital base that shouldn't expand so much, right?

George Staphos (Managing Director)

Thank you so much, Tim.

Timothy Donahue (President and CEO)

Thank you.

George Staphos (Managing Director)

All the best.

Operator (participant)

Thank you. Our next question comes from the line of Mike Leithead of Barclays. Your line is now open.

Mike Leithead (Director of Equity Research)

Great. Thanks. Good morning, guys.

Timothy Donahue (President and CEO)

Good morning,

Mike Leithead (Director of Equity Research)

Tim. You've said it a few times already about global beverage can this year continuing to exceed expectations. I guess, bigger picture, when you go through the numbers internally, what do you think has been the biggest driver of the outperformance versus perhaps where you budgeted to start this year?

Timothy Donahue (President and CEO)

I think number one is volume. Volume has been a little better, and it's held up. So you always have a concern when you look at a forecast and you see large volume gains, especially in a market where, you know, you're asking yourself: How strong is the consumer? There's been a lot of inflation in the product line, as well as inflation across everything else the consumer is having to deal with.

And the market, the market you participate in is up 1%-2%. Do you really believe these volume numbers? So I think, you know, volume is number one. It was. It's been strong, and it's been steadily strong, which is always nice to see. And then our manufacturing performance both in the United States and Europe has been a, it, it's always exceptional in Brazil, but it's, if I looked at the United States and Europe making great strides to the levels of exceptionalism this year as well. So a lot of money that we've gained this year from manufacturing performance.

Mike Leithead (Director of Equity Research)

Great, that's super helpful. And then, Kevin, on the pensions, so just following this settlement and funding in 3Q, how does that change your go-forward pension expense and, say, the cash you need to fund it over the next one to two years?

Kevin Clothier (SVP and CFO)

Yeah. So from a cash funding perspective, we would not expect any U.S. pension funding over the next year or probably the following, maybe some minor amount, but-

Mike Leithead (Director of Equity Research)

North Canadian.

Kevin Clothier (SVP and CFO)

Our Canadian pension plan. You know, we still will have, we have various other pension plans that are still outstanding, so there will be some pension funding. We do expect. I'm sorry, did you have another question there, Mike?

Mike Leithead (Director of Equity Research)

Yeah, it was just around the cash funding, and then also just the pension expense that flows through your P&L. Is there any change to that?

Kevin Clothier (SVP and CFO)

Yeah. So look, I would expect, you know, the pension actions probably give us about a $0.05 uptick, after you consider the interest cost on the $100 million pension contribution that we had. So call it, you know, roughly $15 million of lower pension expense, you know, $6 million of interest expense on the $100 million, you know, tax effect, it'd probably give you right around $0.05.

Mike Leithead (Director of Equity Research)

Great. Thanks, guys.

Kevin Clothier (SVP and CFO)

You're welcome.

Operator (participant)

Thank you. Our next question comes from the line of Phil Ng of Jefferies. Your line is now open.

Philip Ng (Managing Director)

Hey, guys. Tim, you talked about the consumer making sure it's strong and healthy. I'm most curious about Europe, right? You guys put out a solid quarter again, certainly some restocking. You had the Euro Cup. So how are trends kind of shaping up and what you're seeing on that front? Because some of the European packaging companies have actually talked about perhaps the consumer being a little softer.

Timothy Donahue (President and CEO)

Yeah, I mean, that doesn't surprise me. I think the European consumer is much weaker than the U.S. consumer as a, just as a, you know, not to make a political statement, but I think they have far less disposable income in Europe than we do in the United States. And that's, you know, that's all around policy and, and other things. But we agree with that sentiment that the European consumer is perhaps weaker. There are a number of things, as you started to point out. We've got some restocking this year. We've had a couple events, the Olympics and the Euro Cup, and a fairly good tourism season.

If you follow the airlines, I think, you know, the tourism season was pretty strong, and it's generally strong in the regions where we're strongest, that is Southern Europe. You know, we had a very weak fourth quarter last year in Europe, principally due to the destocking we've discussed. We're not anticipating that happening again, and you know, the large part of our outperformance in Q4 this year compared to Q4 last year will be related to European recovery, so large majority of that. You know, I think it's one of the things that helped, Phil, we're in a business that's a small pleasure business, right?

It's, you know, you've got a weak consumer in a lot of places, and they're struggling, and despite that, the beverage can is holding up really well. You would tell yourself it's holding up exceptionally well in the face of a consumer that's stretched. So we're benefiting from that, not only in North America, but also in Europe, as well as some substrate shift in Europe, which is continuing to happen. So, all in all, despite the weaker consumer, feel pretty fortunate to be in the can business.

Philip Ng (Managing Director)

Okay, super. When I look at the progress you guys have made on the margin front, whether it's Asia cost coming out and then recouping inflation in Europe, it's been pretty incredible. Margins have been up nicely. You know, appreciating aluminum prices are going up, that will swing percent margins, but do you still have a much to go here in terms of driving margins higher? You talked about some of the good things you're doing on the manufacturing side. So when we think about 2025 and perhaps even 2026, how should we think about the margin profile and profitability going forward?

Timothy Donahue (President and CEO)

Yeah, so you know, there shouldn't be a limit to the margin, right? But obviously, you've got customers and suppliers, and they have margin aspirations as well. So you know, I liken it to golf. If you're a golfer or those of you who are golfers, it's pretty easy to go from a 25 handicap down to a 10. To try to go from a 10 to a scratch or to a plus is, you know, it's the law of diminishing returns. It's really difficult. The low-hanging fruit is largely gone, and now you're really looking at sharpening the edges. And there's always improvement we can make.

You know, one of the, one of the things that happened here in the third quarter, we didn't say it yet, but, you know, why did we outperform so much in the third quarter? And Kevin and I were talking about it the last couple of days, and it, you kind of look at each other, and you say, "You know what? Everything went right." I mean, it wasn't perfect, right? Transit's down, but everything else went right. Even the food guys had a good volume quarter. And, you know, there's always the question in your mind, you know you're gonna have a, you know you're gonna have a time in the future when everything doesn't go right. So I, you know, I think we're really pleased with the operations. We're really pleased with the business folks. They're driving-...

Exceptional margins. I don't know if we have leading packaging industry margins. Perhaps we have leading can margins, but, you know, it's, how much higher can they go? I don't know. We're gonna try to-- we're gonna try to do the best we can to keep them where they're at and grow them, but, we're gonna need some volume to do that, Phil, right? We're gonna need the market. Now that I think that, as we discussed earlier, that the-- it looks like business has largely settled in North America, over the next couple of years, so we're gonna need the market to grow. And then, obviously, it'll be nice to have a bounce back industrially for the transit business as well.

Philip Ng (Managing Director)

Okay. That's helpful. Thank you, appreciate it.

Timothy Donahue (President and CEO)

Thank you.

Operator (participant)

Thank you. Our next question comes from the line of Jeff Zekauskas of JPMorgan. Your line is now open.

Jeffrey Zekauskas (Analyst)

Thanks very much. When I look at the transit margins by quarter, the decremental margins seem to be getting worse. Maybe they were 22% in the first quarter, 38% in the second, 68% in the third. Is that because volume continues to fall, or why does the margin progression seem to get more severely negative?

Timothy Donahue (President and CEO)

I'm not following you because I don't have-- I'm not looking at all the data you're looking at, but, you know, you're gonna have to come offline and ask the guys to explain it to the guys a little better because I-

Jeffrey Zekauskas (Analyst)

Sure.

Timothy Donahue (President and CEO)

You just-

Jeffrey Zekauskas (Analyst)

Okay.

Timothy Donahue (President and CEO)

You just said our margins were down 60%. I don't understand what you're saying.

Jeffrey Zekauskas (Analyst)

The incrementals. In other words, if you look at the change in sales, and you look at the change in operating profits, it seems that there's a greater percentage decrement as you go through the year, but we can take it offline.

Timothy Donahue (President and CEO)

Yeah, listen, you know, if I look at... We can do all that. If I was to look at our third quarter margins compared to our nine-month margins, the third quarter margins look like they're all better than the nine-month margins. So the way we would look at the business is that with the benefit of expanding volume, you get even more v- you get more margin. Now, you know, the third quarter is a bigger quarter, so, you know, to move the needle on a bigger number is always harder to do than move the needle on a smaller number, but you're gonna have to take this offline. You've-

Jeffrey Zekauskas (Analyst)

Sure.

Timothy Donahue (President and CEO)

This is a day of school I missed, so I'm not following it.

Jeffrey Zekauskas (Analyst)

Sure. Also, in terms of your beverage can volumes in the third quarter, overall, were they very different than they were in the second quarter? That is, sequentially, how much did your volumes change in beverage cans?

Timothy Donahue (President and CEO)

Absolute level of volume?

Jeffrey Zekauskas (Analyst)

Yeah.

Timothy Donahue (President and CEO)

I gotta believe the absolute level of volume is higher in Q3 than it is in Q2. I don't have the Q2 in front of me. I do know, you know, I looked at one thing that happened, Jeff, and I do know that, specifically to North America, we were up 5% in the third quarter, which is a little bit lower than we had been up earlier in the year. But I do know the third quarter of 2023 was up, like, 12% or 13% over the third quarter of 2022. So, I'm looking at. No, I mean, volume, volumes were higher in Q3 than they were in Q2, and the absolute level of volume, pretty much the same. I'm talking global.

I'm only looking at a global number here. The differential or the delta on the absolute Q3 to Q3 versus Q2 to Q2, about the same. But Q3 volumes in absolute terms up in Q3 versus Q2, both in 2023 and 2024.

Jeffrey Zekauskas (Analyst)

Okay, great. Thank you so much.

Timothy Donahue (President and CEO)

Thank you.

Operator (participant)

Thank you. Our next question comes from Anthony Pettinari of Citigroup. Your line is now open.

Anthony Pettinari (Research Analyst)

Good morning.

Timothy Donahue (President and CEO)

Morning.

Anthony Pettinari (Research Analyst)

Just following up on Europe, I think you closed the Helvetia acquisition about a year ago, and I'm just wondering, did that contribute at all or meaningfully to the, you know, kind of mid-single digit growth you've seen in Europe? And can you just talk maybe about how that asset is operating or maybe, you know, kind of longer term goals for Germany and that plant?

Timothy Donahue (President and CEO)

Yes. So I will say this, and you're gonna give me a platform to my fellow competitors, my fellow global competitors are gonna appreciate this as well. So bought the business about a year ago. It's probably responsible for about 1.5%-2% of our growth this year, 1-1.5, something in that range. We have been spending a lot of time retraining the workforce and a lot of time fine-tuning the equipment is the wrong term. We're doing a lot more than fine-tuning the equipment. And what we knew when we bought it and what we found out when we got inside, very similar to what we hear others saying when they look at some of these smaller one-line operations around the world.

They're set up poorly, the people aren't trained very well, and they're never going to be successful as one-line operations. So you do have some one-line operations in the U.S. right now. One guy is, I think he's basically moved. He sold the equipment to somebody else. There's another guy that I don't know how he's gonna survive. Now, there is a one-line operation in Texas that's run by a high-quality can company out of Mexico. They're gonna be fine. They know how to make cans. But these new one-lining, one-liner guys that got into the business because they think can making is, it's an easy venture, they're. They found out that it's not so easy. But...

We're making improvements to the plant, and we expect that should only be a further benefit to us as we go forward. We didn't pay a lot for the asset. You know, you get a building, we got a can line, and we got an end line for roughly $120 million, which is far less than we and some others in the industry would spend to build a proper plant. So we're spending a little bit of time here and effort to make it a proper plant with a properly trained workforce.

Anthony Pettinari (Research Analyst)

Okay, okay, that, that's very helpful. And then just, you know, after kind of the pandemic boom and destocking, I mean, it seems like bev cans are in a pretty good place from a supply-demand perspective. And I'm just wondering, have you seen any changes in pricing dynamics in any of your markets, you know, either positive or negative? You know, are customers trying to extend or shorten the length of contracts, or are there any kind of, you know, larger than usual contract cliffs coming up in any of your markets? I'm just wondering if you talk about pricing to the extent you're able to and to the extent there's really, you know, you're seeing anything kind of notable in the markets.

Timothy Donahue (President and CEO)

You know, I would say that there's always competition, and you know, perhaps some others see our margins, and they believe they can underprice us from time to time, and, or they see our performance, and they're trying to understand how they can make their performance better. But listen, markets are competitive, and the customers, you know, the buying agents that the customers have a job to do, and we have a job to do, and their job is theirs, and our job is ours, but it's always going to be competitive. I think to single out any one or few items, you know, that's just business, right?

You're always gonna have competition, whether it's from your natural competitors or whether it's margin competition from your customers and/or your suppliers trying to grab from you one way or the other. I don't think there's any in the next two years; there's no large cliffs of volume coming due. We do have in the North American market; I do think we have some, as an industry, we have some larger contracts coming due heading into 2027, but you know, it's not unlike any other period in the past. So yeah, conditions are good. They could be better.

Some of these, you know, as I mentioned, some of these one-line new entrants, they're gonna wash themselves out, and we'll get back to a market where the customers understand if you want reliable, quality cans, you better go with a reliable, quality supplier. And I think the large multinationals are quality and reliable.

Anthony Pettinari (Research Analyst)

Okay. That, that's very helpful. I'll turn it over.

Timothy Donahue (President and CEO)

Thank you.

Operator (participant)

Thank you. Our next question comes from the line of Arun Viswanathan of RBC Capital Markets. Your line is now open.

Arun Viswanathan (Senior Equity Analyst)

Great, thanks for taking my question. Hope you guys are well. I guess, first off, maybe I could just get your thoughts on some preliminary framework for 2025. I think you mentioned kind of your volumes following the market, and but maybe the other businesses, all, you know, you talked about low manufacturing activity, maybe that could weigh on Signode or Transit a little bit. So, assuming maybe kind of low single digit top line growth, would you... And some of the manufacturing efficiencies, would you be able to maybe see about mid-single digit EBITDA growth?

And then, with some of the refinancings and some of the pension stuff, you know, would you be able to see maybe mid to high single digit EPS growth, or how should we think about, you know, kind of EBITDA and EPS growth in the 2025?

Timothy Donahue (President and CEO)

I think it's a little too early to say. You know, the one item you left off of there is with the Eviosys sale, we're gonna lose a significant amount of equity earnings, which obviously accretes earnings as well. So, but I think it's a little early to say. I don't want us to get ahead of our budget process, and I certainly want us to do a better job this year of not allowing, you know, the differential to exist between your expectations and what we believe we can achieve. We at the company kinda let that get ahead of ourselves last year, so we don't wanna do that again yet. I don't think we're ready to do that.

Arun Viswanathan (Senior Equity Analyst)

Okay. Then, on the free cash flow, so CapEx in the $450 million range, is that kind of... How would you characterize that? I mean, what part of that is, say, maintenance and sustaining growth? Would you find that as kind of the low levels here that we should kind of expect going forward, or is there other reasons why that could potentially go higher, you know, as you look into 2025?

Timothy Donahue (President and CEO)

I think the only way it goes higher is if there's a significant market shift somewhere in the world, which would require us to add capacity in a location that we're not currently in.

Arun Viswanathan (Senior Equity Analyst)

Okay. And then just, one last one, if I could ask. You know, we talked a lot about promotional activity, you know, earlier this year. You know, it seems like, we haven't been speaking that much about it, but I know, you know, there has been some deflation. Do you think that the customers are, you know, appropriately promoting their product? And I guess, have there been any shift more to or away from, you know, towards, you know, favoring volume a little bit more, or how do you think about the, promotional activity levels? And, are you, are you guys encouraged maybe by, you know, the potential for some increase there? Thanks.

Timothy Donahue (President and CEO)

Yeah, I mean, the first thing I would say is, it's not for me to comment on what's appropriate that our customer set does with respect to their, their business. But, listen, they have a business model. We need to adapt to their business model and run our business as best we can to adapt to their business model. We're only successful if they're successful, and we need them to be successful long term. So, we support their needs. We hope we support their needs as best we can with quality and service at all times. Now, specifically on promotions, in the North American marketplace, I would say we saw a little bit of an uptick in August. It looked like it backed off at the end of the quarter.

It looks like it's the first couple weeks of October, things are going okay. I would describe, you know, if you're looking at promotions versus historical levels, you would describe last year and this year as lackluster, but that may well be the new norm. As I said earlier, we need to adjust our business to adjust to their new business. They have a business model, and we're only successful if they're successful, so we better find a way to be successful with their new business model, if that indeed is it.

Arun Viswanathan (Senior Equity Analyst)

Great. Thanks a lot.

Timothy Donahue (President and CEO)

Thank you.

Operator (participant)

Thank you. Our next question comes from the line of Joshua Spector of UBS. Your line is now open.

Joshua Spector (Executive Director of Chemicals Equity Research)

Yeah. Hi, good morning. A question on just free cash flow, to clarify a couple things quickly, is first, your guidance of greater than $750 million when you talk about the pension, is that excluding the pension? So on a reported basis or adjusted reported basis, it would be greater than $650 million, or does the $750 million include that? And then if you could just comment on 3Q versus 4Q. It seems like free cash flow in 4Q is pretty minimal, when normally that's a pretty, you know, highly cash generative quarter. So if you could explain what's going on there. Thanks.

Kevin Clothier (SVP and CFO)

Sure. So, in terms of the free cash flow of $750 million, that includes the deduction for the $100 million of pension contribution we made. So not $650 million plus $100 million, it's $750 million plus the $100 million, if you wanted to add it back. So that should resolve that. In terms of the Q4, you know, if you look at it, you know, we say at least $750 million, we're at six, you know, let's call it just under, you know, $670 million right now. You're gonna have some earnings growth, you're gonna have some working capital improvement, but you're also gonna pay interest expense of probably close to $100 million. You're gonna pay taxes-

Timothy Donahue (President and CEO)

Taxes

Kevin Clothier (SVP and CFO)

... equal to about $100 million. You're gonna have CapEx of around $200 million. You know, if you do the math, it gets you, you know, a little better than 750. You know, working capital is always the number that we try to, you know, get as low as possible. So, you know, we'll see. That'll be the number that gets us, you know, really the delta to see how much better we do than the at least 750 number.

Joshua Spector (Executive Director of Chemicals Equity Research)

Thanks. So just a kind of more philosophy follow-up here, just how you guys approach guidance. So you guys have done, you know, quite a deal better versus your guidance the last couple quarters. I think, you know, everyone likes to see some conservatism. But I guess when you're talking about the beats, it's a little bit of, you know, the cost savings, maybe surprise, the volume surprise. So as you think about fourth quarter, and maybe as you think about framing next year, are you trying to be conservative versus expectations, or are you actually, versus your plan, seeing things coming in a lot better, which was, you know, I guess, a surprise versus what you hoped to achieve? If that hopefully makes sense to answer that.

Timothy Donahue (President and CEO)

Yeah. So I think if you look at where we've outperformed this year, it's been in the beverage businesses, Americas, Europe and Asia. I you know, if you looked at the fourth quarter of last year, Asia had income of $47 million, which is kind of what the average has been for the first three quarters of this year. So you wouldn't expect a large increase in Asia year on year. And last year, in the fourth quarter in Americas Beverage, we had we actually had higher segment income in the fourth quarter last year than we had in the second quarter this year, which is a remarkable number because the second and third quarter, you know, the ... If we were to rank the quarters, you'd go three, two, four, one, and for the fourth quarter to be bigger than the second quarter.

So I think the opportunity for the Americas Beverage business to have a quarter that's significantly better than the prior year quarter is far less this year in the fourth quarter than it has been in the first three quarters of this year. I think the one business that we firmly believe we're going to do better year on year in the fourth quarter this year is European Beverage. And that's basically because the massive destocking that occurred in Q4 last year, we don't foresee that. So I think, you know, I think the range we gave you is a. I appreciate the question, because we knew it was coming, because we have. You know, when you beat a number by 10%, it's it begs the question for the next quarter.

But I think the range we've given you is a fair range.

Joshua Spector (Executive Director of Chemicals Equity Research)

Okay. Thank you.

Timothy Donahue (President and CEO)

Thank you.

Operator (participant)

Our next question comes from the line of Stefan Diaz of Morgan Stanley. Your line is now open.

Stefan Diaz (VP of Equity Research)

Hello, good morning. Thank you for taking my questions.

Timothy Donahue (President and CEO)

Good morning.

Stefan Diaz (VP of Equity Research)

You know, hope everybody's okay with the hurricane down in Florida.

Timothy Donahue (President and CEO)

Thank you.

Stefan Diaz (VP of Equity Research)

... So one of your global customers mentioned a consumer preference shift into cans, specifically in Mexico. And I think they also mentioned not necessarily having all the capacity needed to meet the can demand in the short term. Maybe, you know, just what are you seeing in Mexico? And do you potentially see the need to, you know, expand capacity within the region? You know, maybe not a new line, but, you know, add some efficiencies within the region, et cetera?

Timothy Donahue (President and CEO)

Yeah, so I'm aware of what you're describing. As I said earlier, we've had a really strong performance volume-wise in Mexican cans this year. Glass business has been firm. I don't necessarily see us needing to expand capacity, as I said, anywhere in the world right now, unless there's a new customer award in a region of the world where we're not located. You know, it's the, but I don't, you know, and that would apply to Mexico as well. So I think we have for the footprint we have currently, the capacity we have now, there's a little bit open. Where we see the market going for the next couple of years, I think we're okay.

Stefan Diaz (VP of Equity Research)

Great. Thanks for that color. And, I know you're expecting, you know, down volumes within Asia due to your footprint actions in the region, you know, and the related profit benefits. You know, that said, can you give some color on what you saw in the market in 3Q and, you know, what you're expecting in the region, into the end of the year? And, maybe just a quick follow-on to that Asia question. You know, during the summer, there was also a Chinese competitor that announced the construction of an additional line in Vietnam. You know, just given your bullish view on the region into the medium term, you know, how do you assess the risk of potential new entrants into the region as well? Thanks.

Timothy Donahue (President and CEO)

Yeah, so it's a, it is a, country-specific region. The expansion by the Chinese competitor into Vietnam is specific to a multinational filler, not specific to a Vietnamese filler. I'll leave it at that. Volume. I got year-to-date volumes here. I could tell you, year to date, we think Southeast Asia is up 5%. Or, for the full year, we're estimating they're gonna be up about 5%, and we forecast we'll be down about 8%. So I, you know, some of that's due to our capacity reduction. Some of that, frankly, is due to customer pruning, right? We walked away from a fairly significant chunk of business at two customers, where the margins were not worth the risk. And you always...

You know, we're not here to make cans for practice or just to pad volume statistics. We need to get a, you know, fair compensation for the risk we undertake, and we didn't believe that business did. But that was on the order, you know, those two customers, that's, you know, probably 75% of the volume decline we're experiencing came from those two customers. Having said that, I would not describe the capacity reductions we took as related to those two customer walkaways. So I think, you know, all in all, we feel we have a very good customer set. We have pretty good balance with capacity, and like any region of the world, like any business, you need growth, and we look forward to growth in the future.

Stefan Diaz (VP of Equity Research)

Great. Thank you.

Timothy Donahue (President and CEO)

You're welcome.

Operator (participant)

Thank you. Our next question comes from the line of Edlain Rodriguez of Mizuho. Your line is now open.

Edlain Rodriguez (Managing Director and Equity Research Analyst)

Thank you, and good morning, everyone. Tim, quick question for you on capital deployment and share buyback. So how do you balance the timing of any share buyback against an increasing share price? Or is the answer, what I suspect you will say, that the stock is still undervalued, and you'll continue to be aggressive buyers, you know, as you go forward, regardless of the share price?

Timothy Donahue (President and CEO)

I would say that the share price is undervalued, but the market, the market doesn't say that. So I think we will continue to use the term opportunistically buy back shares. I don't think we're gonna be overly aggressive at any one point in time in the year because we're trying to prove a point that we're undervalued. You know, if I look at our operating statistics, I look at our growth, I look at the businesses we operate and the portfolio, the percentage of the businesses within the portfolio, yeah, I think we're undervalued. Doesn't matter what I think, the market's spoken, so we're gonna be opportunistic with share repurchases.

Edlain Rodriguez (Managing Director and Equity Research Analyst)

Okay. And as far as CapEx spending, you keep taking it down. I mean, last quarter, it was no more than $500 million. This quarter is, like, no more than $450 million. Like, is there anything that's being deferred? Like, why are you able to ratchet it down, like that, just on a quarter-to-quarter basis or year to year? Like, what's going on there?

Timothy Donahue (President and CEO)

We keep saying no, and eventually they accept no. No, and I know you're chuckling, but that's frankly, that's, you know, you're always asking the teams to do more with less, and you're always trying to make sure they perfectly understand why they need to spend money, and if there's no payback, why are we spending money? So it's really a question of refining. You know, it's a constant refinement of a process where they need to prove why I need to spend money. I don't think we're deferring anything. We've spent a lot of money over the last several years, and now is the time to get a payback on it.

Edlain Rodriguez (Managing Director and Equity Research Analyst)

Yeah, perfect. Thank you.

Timothy Donahue (President and CEO)

Thank you.

Operator (participant)

Thank you. Our next question comes from the line of Gabe Hajde of Wells Fargo Securities. Your line is now open.

Gabe Hajde (Research Analyst)

Tim, Kevin, Tom, good morning.

Timothy Donahue (President and CEO)

Good morning, Gabe.

Gabe Hajde (Research Analyst)

I wanna try to revisit Anthony's question a little bit and just framework for thinking about volumes. You teased us a little bit with, you know, market growth of 2%, which I appreciate, we don't know. But short term-

Timothy Donahue (President and CEO)

Hey, Gabe, it could be zero, it could be one, it could be three. I just picked a number, right? It's just a-

Gabe Hajde (Research Analyst)

No, I understand but short term, are there any, I guess, disruptions from weather in the Southeast for the US, but more importantly, what is informing sort of how you're thinking about the business? I mean, we all know that you guys go through medium-term planning, and you know, when I walk through a convenience store, I'm seeing more options to pick up a single-serve can, and so you know, whether it's innovation, whether it's channel in which cans are being sold, maybe dialogue with customers and what's informing your view for an expectation of low single-digit growth in maybe North America, and then in Europe, as we do lap some of these you know, sporting events, et cetera, restock this year, thinking about next year, I think sustainability has been a pretty big driver for growth.

Are there other things that we should be, you know, thinking about in our models, in our forecasts for growth?

Timothy Donahue (President and CEO)

Okay, let's, I'll start with the hurricanes in the Southeast. We did have some storms in the upper Midwest in August, which delayed some of the fresh pack, but we'll get that back in early October on the food side. The hurricanes in the Southeast, no discernible impact to our beverage can business that I feel right now. We have an aerosol can plant in South Carolina that we shut down for a few days, so some sales lost there, but, you know, that'll be made up. Nothing notable to discuss or to warn you about. No impact to any of our facilities other than power loss for a, you know, a few days.

Certainly, some of our corporate employees are dealing with some real devastation to their homes and belongings, and we're helping them as best we can. Start with Europe first. I think that sustainability, as you rightly point out, is a big driver for the continued growth of the European can market, as well as whether it's from sustainability or just cost or convenience or better for the fillers, the continuing conversion from glass to can, specifically soft drinks, but also beer over time, and we'll benefit from that in Europe. We believe we're gonna continue to benefit from that in Europe. So whether that's sustainability or not, or cost, I, you know, there's continuing conversion.

The one thing that I do think the upside in Europe, that Europe hasn't had yet, that we've seen to have had much more of in the United States, is the proliferation of non-beer alcoholic beverages. So as the other alcoholic ready-to-drink or other alcoholic beverages in cans become more readily available and embraced by Europeans to replace beer over time, potentially replace beer over time, that will favor the can. United States or North America, if you will, you're right to point out that if you go to a convenience store, you see a variety of all kinds of products now being offered in cans.

Some of that has to do with changing demographics, meaning the younger generation is not as loyal to the brands they drink, their willingness to explore and experiment and try new products, and just because they like product A today, doesn't mean they're gonna like it two weeks from now. But all of that does bode well for the can because, as you know, the can is the perfect billboard to market and advertise your product with a variety of colors and graphic feels and other things like that. We do think there's continued opportunity there, right? You know, I don't wanna say that we're gonna continue to see cannibalization of beer.

At some point, beer will find its footing, but there has been a bit of a cannibalization in beer from these non-alcoholic drinks, and so we'll see where that settles, but you know, one thing I think we do believe that in the third quarter in North America, we do believe the alcohol segment grew faster than the non-alcohol segment, and some of that could be a, you know, a bounce back of some of the mass beer declines we've experienced over the last seven or eight quarters. We'll see where that falls out.

But I think, you know, specific to your question, Gabe, you look at new consumer behavior, and the new consumers are the younger consumers, and they generally consume more than older consumers, and they are less loyal, more willing to try new things, and that generally will bode well for the can. So, but again, whether it's 1% or 2% or 3%, you know, the only reason I put that number out there was to tell you that if the market was up two next year, we'd be up two next year. We're not gonna. We're not, as we sit here today, we don't believe we outperform or underperform the market. We're gonna be in line with the market.

Gabe Hajde (Research Analyst)

Understood. I appreciate it. Two quick ones, hopefully. Maybe to re-ask the share repurchase question a little bit differently. I mean, you served time as CFO. I suspect there's a framework behind your decisions to repurchase shares or at what value you think intrinsic is, and you'll be more or less aggressive in and around that. Maybe confirming that for us, and then thinking about other alternatives that you may have for capital. I mean, I see almost $1.8 billion sitting on the balance sheet, and I appreciate we're talking about net debt versus gross debt and those types of targets. But just help us with that. And then really quickly, hopefully, any expectation for or early read for tinplate pricing. It's been a little bit volatile.

I know it tends to track normal steel prices, but just sometimes it impacts a little bit of volatility or imposes a little bit of volatility on your non-reportable segment.

Timothy Donahue (President and CEO)

Yeah, I saw it on tinplate. Had you asked me three months ago, I'd have said it was gonna be up 5%-10%. A month ago, I would have told you, looks like it's gonna be down. Now, it looks like it's gonna be up a couple percent. I don't know, and we won't know till January. A little bit of volatility in the tinplate businesses, but as I said, in total, the non-reportables are now making up about 5% of our EBITDA, so I wouldn't, you know, that should not be any narrative that we need to discuss to really understand or describe the Crown story at this point. Share-- you know, Kevin's got a lot of cash on the balance sheet. Two things I want to say.

That's not all gonna be used for share buybacks, and it's not going to be used for acquisition. It's principally going to be used for debt reduction. We have a number of maturities coming due, and we generally earn as much interest or more than we pay, so we feel better about holding the cash, earning more interest than we're paying on the debt we have yet to pay down. So, but most of that cash is waiting to be applied to bonds that come due and or some term loan that will pay off in the future. Lastly, on share buybacks, yeah, listen, I spent a lot of time in the finance sector of the company.

Your views of the world are always shaped by your past, and you know, the one thing I would tell you is that one thing you do know is that when you pay down debt, it is certain. And there's a nice feeling behind certainty. So you know, I would describe to you that there will be a healthy mix of debt paydown along with share buyback over the next couple of years on our journey to two and a half. As I said, we don't feel the need to get there quickly.

It was only two or three years ago, when perhaps not you, Gabe, but many of the analysts and others were not very concerned about companies that were levered three and a half to four and a half times in our space, just given the consistent large cash flows we do generate. And that's changed a little with the size of interest expense or interest rates right now, but we're pretty comfortable where we're at. We'd like to reduce the interest expense, so more of the operating leverage we have accretes to the bottom line. We agree with that. But as I said, paying down debt is certain, and but there'll be a healthy mix.

Gabe Hajde (Research Analyst)

Thank you, sir.

Timothy Donahue (President and CEO)

Thank you.

Operator (participant)

Thank you. That is all the time we have today for questions.

Timothy Donahue (President and CEO)

I think you told me that was the last question, so thank you very much, Al, and thank you, everybody, for joining us. That concludes the call today, and we'll speak to you again in February. Bye now.

Operator (participant)

Again, that concludes today's conference. Thank you, everyone, for joining. You may now disconnect and have a great day.