UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~June~~September 30, 2025

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-42161

Smurfit Westrock plc

(Exact name of registrant as specified in its charter)



Ireland		98-1776979
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification Number)


Beech Hill, Clonskeagh Dublin 4, D04 N2R2 Ireland		N/A
(Address of principal executive offices)		(Zip Code)

+353 1 202 7000

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

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


Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Ordinary shares, par value $0.001 per share	SW	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934

during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing

requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of

Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an

emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company”

in Rule 12b-2 of the Exchange Act.




Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or

revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of ~~July~~October 31, 2025, the registrant had 522,~~125~~186,~~044~~327 ordinary shares, nominal value $0.001 per share, issued and outstanding.

TABLE OF CONTENTS

Page EXPLANATORY NOTE 3 PART I - FINANCIAL INFORMATION 6 Item 1. Financial Statements 6 Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 3837 Item 3. Quantitative and Qualitative Disclosures About Market Risk 5451 Item 4. Controls and Procedures 5451 PART II - OTHER INFORMATION 5653 Item 1. Legal Proceedings 5653 Item 1A. Risk Factors 5653 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 5653 Item 3. Defaults Upon Senior Securities 5653 Item 4. Mine Safety Disclosures 5653 Item 5. Other Information 5653 Item 6. Exhibits 5754 Signatures 5855

EXPLANATORY NOTE

On April 26, 2024, the United States Securities and Exchange Commission (the “SEC”) declared effective the Registration Statement

on Form S-4 (file number 333-278185), as amended (as supplemented by the prospectus filed with the SEC on April 26, 2024, the

“Registration Statement”), of Smurfit WestRock Limited, formerly known as Cepheidway Limited and re-registered as an Irish public

limited company and renamed Smurfit Westrock plc (the “Company” or “Smurfit Westrock”), to register ordinary shares of $0.001

each in the capital of Smurfit Westrock (the “Smurfit Westrock Shares”) to be issued to the holders of shares of common stock of

WestRock Company (“WestRock”), pursuant to a transaction agreement dated as of September 12, 2023 (the “Transaction

Agreement”), among Smurfit Westrock, Smurfit Kappa Group plc (“Smurfit Kappa”), WestRock and Sun Merger Sub, LLC (“Merger

Sub”) pursuant to which (i) Smurfit Westrock acquired Smurfit Kappa by means of a scheme of arrangement under the Companies Act

2014 of Ireland (as amended) and (ii) Merger Sub merged with and into WestRock, (the “Merger” and, together with the Smurfit

Kappa Share Exchange, the “Combination”). The Combination closed on July 5, 2024. A detailed description of the terms of the

Combination is included in the Registration Statement. Upon the completion of the Combination on July 5, 2024, Smurfit Kappa and

WestRock each became wholly owned subsidiaries of Smurfit Westrock with Smurfit Kappa shareholders owning approximately

50.3% and WestRock shareholders owning approximately 49.7%. Prior to the closing of the Combination, Smurfit Westrock had no

operations other than activities related to its formation and the Combination. Smurfit Kappa was determined to be the accounting

acquirer in the Combination; therefore, the historical Consolidated Financial Statements of Smurfit Kappa for periods prior to the

Combination are presented as the historical financial statements of the Company. Unless otherwise indicated or the context otherwise

requires, references in this Quarterly Report on Form 10-Q to “Smurfit Westrock,” the “Company,” “our Company,” “we,” “our,” and

“us,” and the like terms, refer to the business and operations of Smurfit Kappa and its wholly-owned subsidiaries, which prior to July

5, 2024, did not include WestRock, when referring to the periods prior to the closing of the Combination, and refer to the combined

company (Smurfit Westrock, including, among others, its subsidiaries Smurfit Kappa and WestRock) when referring to the periods

after the Combination.

This Quarterly Report on Form 10-Q is being filed with respect to the interim quarterly period ended ~~June~~ September 30, 2025. ~~Accordingly, the~~

Accordingly, the disclosures herein, including the financial statements and related Management’s Discussion and Analysis, describe ~~the business,~~

the business, financial condition, results of operations, liquidity and capital resources of Smurfit Westrock following the Combination, ~~except as~~

except as expressly provided herein. For periods prior ~~periods~~to the Combination, the disclosures herein reflect the financials of Smurfit ~~Kappa, except as expressly~~

Kappa, except as expressly provided herein.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q includes certain “forward-looking statements” (including within the meaning of Section 27A of

the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”))

regarding, among other things, the plans, strategies, outcomes, outlooks and prospects, both business and financial, of Smurfit

Westrock, the expected benefits of the completed Combination of Smurfit Kappa and WestRock Company (including, but not limited

to, synergies as well as our scale, geographic reach and product portfolio, or impact of announced closures), and any other statements

regarding Smurfit Westrock’s future expectations, beliefs, plans, objectives, results of operations, financial condition and cash flows,

or future events or performance. Forward-looking and other statements in this Quarterly Report on Form 10-Q may also address the

Company’s corporate responsibility progress, plans, and initiatives (including environmental matters), and the inclusion of such

statements is not an indication that these contents are necessarily material to investors or required to be disclosed in our filings with

the SEC. In addition, historical, current, and forward-looking sustainability-related statements may be based on standards for

measuring progress that are still developing, internal controls and processes that continue to evolve, and assumptions that are subject

to change in the future.

Statements that are not historical facts, including statements about the beliefs and expectations of the management of Smurfit

Westrock, are forward-looking statements. Words such as “may”, “will”, “could”, “should”, “would”, “anticipate”, “intend”,

“estimate”, “project”, “plan”, “believe”, “expect”, “target”, “prospects”, “potential”, “commit”, “forecasts”, “aims”, “considered”,

“likely”, “estimate” and variations of these words and similar future or conditional expressions are intended to identify forward-

looking statements but are not the exclusive means of identifying such statements. While the Company believes these expectations,

assumptions, estimates and projections are reasonable, such forward-looking statements are only predictions and involve known and

unknown risks and uncertainties, many of which are beyond the control of the Company. By their nature, forward-looking statements

involve risk and uncertainty because they relate to events and depend upon future circumstances that may or may not occur.

Important factors that could cause actual results to differ materially from plans, estimates or expectations include: ~~changes~~ongoing inweakness ~~demand~~

and/ or changes in demand environment; the impact of economic downtime; our ability to deliver on our closure plan and associated ~~efforts; our future cash payments associated with these~~

~~initiatives~~efforts; ~~potential~~our future ~~cost~~cash ~~savings~~payments associated with ~~such~~these initiatives; ~~the~~potential ~~amount~~future ofcost ~~charges~~savings ~~and~~associated ~~the~~with ~~timing of~~ such ~~charges~~initiatives; orthe

amount of charges and the timing of such charges or actions described herein; potential future impairment charges; accuracy of ~~assumptions associated with the charges; economic,~~

assumptions associated with the charges; economic, competitive and market conditions generally, including macroeconomic ~~uncertainty, customer inventory rebalancing, the impact of~~

uncertainty, customer inventory rebalancing, the impact of inflation and increases in energy, raw materials, shipping, labor and capital ~~equipment costs; geo-economic fragmentation and~~

equipment costs; geo-economic fragmentation and protectionism such as tariffs, trade wars or similar governmental actions affecting ~~the flows of goods, services or currency (including~~

the flows of goods, services or currency (including the implementation of tariffs by the U.S. federal government and reciprocal tariffs ~~and other protectionist or retaliatory measures~~

and other protectionist or retaliatory measures governments in Europe, Asia, and other countries have taken or may take in response); ~~the impact of public health crises, such as~~

~~pandemics~~the ~~and~~impact ~~epidemics~~of ~~and~~prolonged ~~any~~or ~~related~~recurring ~~company~~U.S. orfederal ~~governmental~~government ~~policies~~shutdowns and ~~actions~~any toresulting ~~protect~~volatility in the ~~health~~capital ~~and~~markets ~~safety~~or ~~of individuals~~

orinterruptions ~~governmental~~in ~~policies~~the orCompany’s ~~actions~~access to ~~maintain~~capital; the ~~functioning~~impact of ~~national~~public orhealth ~~global~~crises, ~~economies~~such ~~and~~as ~~markets;~~pandemics ~~reduced~~and ~~supply~~epidemics ofand ~~raw~~any related

~~materials,~~company ~~energy~~or ~~and~~governmental ~~transportation,~~policies ~~including~~and ~~from~~actions ~~supply~~to ~~chain~~protect ~~disruptions~~the health and ~~labor~~safety ~~shortages;~~of ~~developments~~individuals ~~related~~or togovernmental ~~pricing~~policies or actions to

~~cycles~~maintain ~~and~~the ~~volumes;~~functioning ~~intense~~of ~~competition;~~national ~~the~~or ~~ability~~global ofeconomies ~~the~~and ~~Company~~markets; toreduced ~~successfully~~supply ~~recover~~of ~~from~~raw amaterials, ~~disaster~~energy orand ~~other~~transportation, ~~business~~

~~continuity~~including ~~problem~~from ~~due~~supply tochain adisruptions ~~hurricane,~~and ~~flood,~~labor ~~earthquake,~~shortages; ~~terrorist~~developments ~~attack,~~related ~~war,~~to ~~pandemic,~~pricing ~~security~~cycles ~~breach,~~and ~~cyber-attack,~~volumes; ~~power~~intense ~~loss,~~competition;

~~telecommunications~~the ~~failure~~ability orof ~~other~~the ~~natural~~Company to successfully recover from a disaster or ~~man-made~~other ~~events,~~business ~~including~~continuity ~~the~~problem ~~ability~~due to ~~function~~a ~~remotely~~hurricane, ~~during~~flood, ~~long-term~~

~~disruptions;~~earthquake, ~~the~~terrorist ~~Company’s~~attack, ~~ability~~war, topandemic, ~~respond~~security tobreach, ~~changing~~cyber-attack, ~~customer~~power ~~preferences~~loss, ~~and~~telecommunications tofailure ~~protect~~or ~~intellectual~~other ~~property;~~natural ~~the~~or ~~amount and~~

~~timing~~man-made ofevents, including the ~~Company’s~~ability ~~capital expenditures; risks related~~ to ~~international~~function ~~sales~~remotely ~~and~~during ~~operations~~long-term disruptions; ~~failures in~~ the Company’s ~~quality~~ability to respond to

~~control~~changing ~~measures~~customer preferences and ~~systems~~to ~~resulting~~protect inintellectual ~~faulty or contaminated products~~property; ~~cybersecurity~~the ~~risks,~~amount ~~including~~and ~~threats~~timing toof the ~~confidentiality,~~Company’s capital expenditures;

~~integrity~~risks ~~and~~related ~~availability~~to ofinternational ~~data~~sales and operations; failures in the Company’s ~~systems;~~quality ~~works~~control ~~stoppages~~measures and ~~other~~systems ~~labor~~resulting ~~disputes;~~in ~~the~~faulty ~~Company’s~~or ~~ability to~~

~~establish~~contaminated ~~and~~products; ~~maintain~~cybersecurity ~~effective~~risks, ~~internal~~including ~~controls~~threats ~~over~~to ~~financial~~the ~~reporting~~confidentiality, inintegrity ~~accordance~~and ~~with~~availability ~~Sarbanes Oxley Act~~ of ~~2002,~~data asin ~~amended,~~the Company’s

~~and~~systems; ~~remediate~~works ~~any~~stoppages ~~weaknesses~~and inother ~~controls~~labor ~~and processes~~disputes; the Company’s ability to ~~retain~~establish orand ~~hire~~maintain ~~key~~effective ~~personnel;~~internal ~~risks~~controls ~~related~~over to

~~sustainability~~financial ~~matters,~~reporting ~~including~~in ~~climate~~accordance ~~change~~with ~~and~~Sarbanes ~~scarce~~Oxley ~~resources,~~Act asof ~~well~~2002, as ~~the~~amended, ~~Company’s~~and ~~ability~~remediate toany ~~comply~~weaknesses ~~with~~in ~~changing~~controls and

~~environmental laws and regulations~~processes; the Company’s ability to ~~successfully~~retain ~~implement~~or ~~strategic~~hire ~~transformation~~key ~~initiatives~~personnel; ~~results~~risks related to sustainability matters, including climate change and

~~impacts~~scarce ofresources, ~~acquisitions~~as bywell ~~the~~as ~~Company;~~ the Company’s ~~significant~~ability ~~levels~~to ofcomply ~~indebtedness;~~with ~~the~~changing ~~impact~~environmental oflaws ~~the~~and ~~Combination~~regulations; on the Company’s

~~Company’s~~ability ~~credit~~to ~~ratings;~~successfully ~~the~~implement ~~potential~~strategic ~~impairment~~transformation ofinitiatives; ~~assets~~results and ~~goodwill;~~impacts ~~the availability~~ of ~~sufficient~~acquisitions ~~cash~~by tothe ~~distribute~~Company; ~~dividends~~the to

~~the~~ Company’s ~~shareholders~~significant inlevels ~~line~~of ~~with current expectations~~indebtedness; the ~~scope,~~impact ~~costs,~~of ~~timing~~the ~~and~~Combination ~~impact~~on ofthe ~~any~~Company’s ~~restructuring~~credit ofratings; ~~operations~~the potential

~~and~~impairment ~~corporate~~of assets and ~~tax structure~~goodwill; ~~evolving~~the ~~legal,~~availability ~~regulatory~~of ~~and~~sufficient ~~tax~~cash ~~regimes;~~to ~~changes~~distribute individends ~~economic,~~to ~~financial,~~the ~~political~~Company’s ~~and~~shareholders ~~regulatory~~in line

~~conditions~~with incurrent ~~Ireland,~~expectations; the ~~United~~scope, ~~Kingdom~~costs, ~~the~~timing ~~United States~~ and ~~elsewhere,~~impact ~~and~~of ~~other~~any ~~factors~~restructuring ~~that~~of ~~contribute~~operations toand ~~uncertainty~~corporate and tax structure;

~~volatility~~evolving legal, ~~natural~~regulatory and ~~man-made~~tax ~~disasters,~~regimes; ~~civil~~changes ~~unrest~~in economic, ~~geopolitical uncertainty~~financial, political and regulatory conditions ~~that~~in ~~may~~Ireland, ~~result~~the ~~from~~United ~~legislative,~~

~~regulatory~~Kingdom, ~~trade~~the ~~and~~United ~~policy~~States ~~changes~~and ~~associated~~elsewhere, ~~with~~and ~~the~~other ~~current~~factors orthat ~~subsequent~~contribute ~~Irish,~~to ~~U.S.~~uncertainty orand UKvolatility, ~~administrations;~~natural ~~loss~~and ~~contingencies~~man-made or

~~legal~~disasters, ~~proceedings~~civil ~~instituted~~unrest, ~~threatened~~geopolitical uncertainty, ~~future~~and orconditions ~~pending~~that ~~against~~may ~~the~~result ~~Company~~from legislative, ~~including~~regulatory, ~~with~~trade ~~respect~~and topolicy ~~antitrust~~changes ~~related matters;~~

~~actions~~associated bywith ~~third~~the ~~parties,~~current ~~including~~or ~~government~~subsequent ~~agencies;~~Irish, ~~the~~U.S. ~~Company’s~~or ~~ability~~UK toadministrations; ~~promptly~~loss ~~and~~contingencies ~~effectively~~or ~~integrate~~legal ~~Smurfit~~proceedings ~~Kappa’s~~instituted,

~~and~~threatened, ~~WestRock’s~~future ~~businesses;~~or pending against the Company’s, ~~ability~~including towith ~~achieve~~respect ~~the~~to ~~synergies~~antitrust ~~and~~related ~~value~~matters; ~~creation~~actions ~~contemplated~~ by ~~the~~third ~~Combination;~~parties, ~~the~~

including government agencies; the Company’s ability to ~~meet~~promptly ~~expectations regarding the accounting~~ and ~~tax~~effectively ~~treatments~~integrate ofSmurfit ~~the~~Kappa’s ~~Combination,~~and ~~including~~WestRock’s ~~the risk that the~~

~~Internal~~businesses; ~~Revenue Service may assert that~~ the Company’s ~~should~~ability beto ~~treated~~achieve asthe asynergies ~~U.S.~~and ~~corporation~~value orcreation becontemplated ~~subject~~by tothe ~~certain~~Combination; ~~unfavorable~~the Company’s

~~U.S.~~ability ~~federal~~to ~~income~~meet ~~tax~~expectations ~~rules~~regarding ~~under Section 7874 of~~ the ~~Internal~~accounting ~~Revenue~~and ~~Code~~tax treatments of ~~1986,~~the ~~as amended~~Combination, asincluding athe ~~result~~risk ofthat the ~~Combination;~~Internal

~~other~~Revenue ~~factors~~Service ~~such~~may asassert ~~future~~that ~~market~~the ~~conditions,~~Company ~~currency~~should ~~fluctuations,~~be ~~the~~treated ~~behavior~~as ofa ~~other~~U.S. ~~market~~corporation ~~participants,~~or ~~the~~be ~~actions~~subject ofto certain unfavorable U.S. federal

~~regulators~~income ~~and~~tax ~~other~~rules ~~factors~~under ~~such~~Section as7874 ~~changes~~of in the ~~political~~Internal Revenue Code of 1986, ~~social~~as ~~and~~amended, ~~regulatory~~as ~~framework~~a inresult ~~which~~of the ~~Company’s~~Combination; ~~group~~other ~~operates~~factors

orsuch inas ~~economic~~future ormarket ~~technological~~conditions, ~~trends~~currency ~~or conditions~~fluctuations, ~~and~~the ~~other~~behavior ~~risks~~of ~~set~~other ~~forth~~market ~~under~~participants, the ~~heading~~actions ~~“Risk~~of ~~Factors”~~regulators inand ~~Part~~other ~~I, Item 1A. in~~

~~the~~factors ~~2024~~such ~~Form~~as ~~10-K,~~changes ~~and~~in asthe ~~may~~political, besocial ~~updated~~and regulatory framework in ~~this~~which ~~and~~the ~~other~~Company’s ~~subsequent~~group ~~Quarterly~~operates ~~Reports~~or onin ~~Form~~economic ~~10-Q.~~ or

technological trends or conditions, and other risks set forth under the heading “Risk Factors” in Part I, Item 1A. in the Company’s

Annual Report on Form 10-K for the year ended December 31, 2024, and as may be updated in this and other subsequent Quarterly

Reports on Form 10-Q.

The Company’s forward-looking statements speak only as of the date of this Quarterly Report on Form 10-Q or as of the date they are

made. Neither the Company nor any of its associates or directors, officers or advisers provides any representation, assurance or

guarantee that the occurrence of the events expressed or implied in any such forward-looking statements will actually occur. You are

cautioned not to place undue reliance on these forward-looking statements. Other than in accordance with its legal or regulatory

obligations (including under the UK Listing Rules, the Disclosure Guidance and Transparency Rules, the UK Market Abuse

Regulation and other applicable regulations), the Company is under no obligation, and the Company expressly disclaims any intention

or obligation, to update or revise publicly any forward-looking statements, whether as a result of new information, future events or

otherwise.

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

INDEX TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF

SMURFIT WESTROCK PLC

	Page
Condensed Consolidated Balance Sheets as of June 30, 2025 and December 31, 2024	7
Condensed Consolidated Balance Sheets as of September 30, 2025 and December 31, 2024	7
Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2025 and June 30, 2024	8
Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2025 and September 30, 2024	8
Condensed Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2025 and June 30, 2024	9
Condensed Consolidated Statements of Comprehensive Income (Loss) for the three and nine months ended September 30, 2025 and September 30, 2024	9
Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2025 and June 30, 2024	10
Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2025 and September 30, 2024	10
Condensed Consolidated Statements of Changes in Equity for the three and six months ended June 30, 2025 and June 30, 2024	11
Condensed Consolidated Statements of Changes in Equity for the three and nine months ended September 30, 2025 and September 30, 2024	11
Notes to the Condensed Consolidated Financial Statements	13
Notes to Condensed Consolidated Financial Statements	14

Smurfit Westrock plc

Condensed Consolidated Balance Sheets (Unaudited)

(in millions, except share data)

	June 30, 2025	December 31, 2024
	September 30, 2025	December 31, 2024
Assets
Current assets:
Cash and cash equivalents (amounts related to consolidated variable interest entities of $5 million and $2 million at June 30, 2025 and December 31, 2024, respectively)	$778	$855
Cash and cash equivalents (amounts related to consolidated variable interest entities of $4 million and $2 million at September 30, 2025 and December 31, 2024, respectively)	$851	$855
Accounts receivable, net (amounts related to consolidated variable interest entities of $893 million and $767 million at June 30, 2025 and December 31, 2024, respectively)	4,844	4,117
Accounts receivable, net (amounts related to consolidated variable interest entities of $882 million and $767 million at September 30, 2025 and December 31, 2024, respectively)	4,668	4,117
Inventories	3,~~774~~781	3,550
Other current assets	1,583	1,533
Total current assets	10,~~979~~883	10,055
Property, plant and equipment, net	23,~~097~~050	22,675
Goodwill	7,~~207~~213	6,822
Intangibles, net	1,~~107~~075	1,117
Prepaid pension asset	~~677~~698	635
Other non-current assets (amounts related to consolidated variable interest entities of $389 million and $389 million at June 30, 2025 and December 31, 2024, respectively)	2,679	2,455
Other non-current assets (amounts related to consolidated variable interest entities of $393 million and $389 million at September 30, 2025 and December 31, 2024, respectively)	2,650	2,455
Total assets	$45,~~746~~569	$43,759
Liabilities and Equity
Current liabilities:
Accounts payable	$3,~~380~~257	$3,290
Accrued compensation and benefits	~~872~~973	882
Current portion of debt	~~1,034~~798	1,053
Other current liabilities	2,~~305~~317	2,108
Total current liabilities	7,~~591~~345	7,333
Non-current debt due after one year (amounts related to consolidated variable interest entities of $296 million and $8 million at June 30, 2025 and December 31, 2024, respectively)	13,329	12,542
Non-current debt due after one year (amounts related to consolidated variable interest entities of $295 million and $8 million at September 30, 2025 and December 31, 2024, respectively)	13,313	12,542
Deferred tax liabilities	3,~~482~~455	3,600
Pension liabilities and other postretirement benefits, net of current portion	~~746~~737	706
Other non-current liabilities (amounts related to consolidated variable interest entities of $334 million and $335 million at June 30, 2025 and December 31, 2024, respectively)	2,274	2,191
Other non-current liabilities (amounts related to consolidated variable interest entities of $334 million and $335 million at September 30, 2025 and December 31, 2024, respectively)	2,260	2,191
Total liabilities	27,~~422~~110	26,372
Commitments and Contingencies (Note 16)
Equity:
Preferred stock; $0.001 par value; 500,000,000 shares authorized; 10,000 shares outstanding	—	—
Common stock; $0.001 par value; 9,500,000,000 shares authorized; 522,058,394 and 520,444,261 shares outstanding at June 30, 2025 and December 31, 2024, respectively	1	1
Common stock; $0.001 par value; 9,500,000,000 shares authorized; 522,171,580 and 520,444,261 shares outstanding at September 30, 2025 and December 31, 2024, respectively	1	1
Deferred shares; €1 par value; 25,000 shares authorized; Nil and 25,000 shares outstanding at June 30, 2025 and December 31, 2024, respectively	—	—
Deferred shares; €1 par value; 25,000 shares authorized; Nil and 25,000 shares outstanding at September 30, 2025 and December 31, 2024, respectively	—	—
Treasury stock; at cost; 1,459,832 and 2,037,589 common stock at June 30, 2025 and December 31, 2024, respectively	(65)	(93)
Treasury stock; at cost; 1,449,658 and 2,037,589 common stock at September 30, 2025 and December 31, 2024, respectively	(65)	(93)
Capital in excess of par value	16,~~018~~057	15,948
Accumulated other comprehensive loss	(~~428~~347)	(1,446)
Retained earnings	2,~~771~~787	2,950
Total shareholders’ equity	18,~~297~~433	17,360
Noncontrolling interests	2726	27
Total equity	18,~~324~~459	17,387
Total liabilities and equity	$45,~~746~~569	$43,759

The accompanying notes are an integral part of these Unaudited Condensed Consolidated Financial Statements.

Smurfit Westrock plc

Condensed Consolidated Statements of Operations (Unaudited)

(in millions, except per share data)

	Three months ended June 30,		Six months ended June 30,
	Three months ended September 30,		Nine months ended September 30,
	2025	2024	2025	2024
Net sales	$78,~~940~~003	$27,~~969~~671	$1523,~~596~~599	$513,~~899~~570
Cost of goods sold	(6,~~425~~434)	(26,~~276~~321)	(1218,~~504~~938)	(410,~~496~~817)
Gross profit	1,~~515~~569	~~693~~1,350	34,~~092~~661	12,~~403~~753
Selling, general and administrative expenses	(963)	(~~389~~1,007)	(12,~~936~~899)	(~~769~~1,776)
Impairment and restructuring costs	(~~280~~65)	—(21)	(~~295~~360)	—(21)
Transaction and integration-related expenses associated with the Combination	(2115)	(60267)	(5772)	(83350)
Operating profit	~~251~~526	~~244~~55	~~804~~1,330	~~551~~606
Pension and other postretirement non-service income (expense), net	78	~~(29)~~8	1624	(3931)
Interest expense, net	(~~182~~177)	(33167)	(~~349~~526)	(58225)
Other (expense) income, net	(18)	5	(23)	—
Other expense, net	(21)	(13)	(44)	(13)
Income before income taxes	58	187	448	454
Income (loss) before income taxes	336	(117)	784	337
Income tax expense	(8491)	(5533)	(92183)	(~~131~~164)
Net (loss) income	(26)	132	356	323
Net income (loss)	245	(150)	601	173
Net income attributable to noncontrolling interests	(2)	—	—	—
Net loss attributable to noncontrolling interests	1	—	1	—
Net (loss) income attributable to common shareholders	$(28)	$132	$356	$323
Net income (loss) attributable to common shareholders	$246	$(150)	$602	$173
Basic (loss) earnings per share attributable to common shareholders	$(0.05)	$0.51	$0.68	$1.25
Basic earnings (loss) per share attributable to common shareholders	$0.47	$(0.30)	$1.15	$0.51
Diluted (loss) earnings per share attributable to common shareholders	$(0.05)	$0.51	$0.68	$1.24
Diluted earnings (loss) per share attributable to common shareholders	$0.47	$(0.30)	$1.14	$0.50
The accompanying notes are an integral part of these Unaudited Condensed Consolidated Financial Statements.

Smurfit Westrock plc

Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited)

(in millions)

	Three months ended June 30,		Six months ended June 30,
	Three months ended September 30,		Nine months ended September 30,
	2025	2024	2025	2024
Net (loss) income	$(26)	$132	$356	$323
Net income (loss)	$245	$(150)	$601	$173
Other comprehensive income (loss), net of tax:
Foreign currency translation gain (loss)	~~712~~66	~~(151)~~86	1,~~090~~156	(~~267~~181)
Defined benefit pension and other postretirement benefit plans adjustments	~~(56)~~14	24(26)	(7056)	4014
Net (loss) gain on cash flow hedging derivatives	(5)	6	(2)	3
Net gain (loss) on cash flow hedges	1	—	(1)	3
Other comprehensive income (loss), net of tax	~~651~~81	~~(121)~~60	1,~~018~~099	(~~224~~164)
Comprehensive income	625	11	1,374	99
Comprehensive income (loss)	326	(90)	1,700	9
Comprehensive income attributable to noncontrolling interests	(2)	—	—	—
Comprehensive loss attributable to noncontrolling interests	1	—	1	—
Comprehensive income attributable to common shareholders	$623	$11	$1,374	$99
Comprehensive income (loss) attributable to common shareholders	$327	$(90)	$1,701	$9
The accompanying notes are an integral part of these Unaudited Condensed Consolidated Financial Statements.

Smurfit Westrock plc

Condensed Consolidated Statements of Cash Flows (Unaudited)

(in millions)

	Six months ended June 30,
	Nine months ended September 30,
	2025	2024
Operating activities:
Net income	$~~356~~601	$~~323~~173
Adjustments to reconcile consolidated net income to net cash provided by operating activities:
Depreciation, depletion and amortization	1,~~216~~875	~~308~~872
Impairment charges	~~184~~242	—2
Cash surrender value increase in excess of premiums paid	(2034)	—(14)
Share-based compensation expense	79114	31154
Deferred income tax benefit	(~~127~~139)	(1099)
Pension and other postretirement funding more than cost	(5983)	(430)
Other	621	~~(1)~~14
Change in operating assets and liabilities, net of acquisitions and divestitures:
Accounts receivable	(~~434~~249)	(~~236~~422)
Inventories	(5559)	~~(20)~~120
Other assets	(4719)	(~~105~~31)
Accounts payable	(35142)	(12226)
Income taxes	98	6334
Accrued liabilities and other	~~(9)~~61	45155
Net cash provided by operating activities	12,~~064~~197	~~382~~702
Investing activities:
Capital expenditures	(~~999~~1,609)	(~~385~~897)
Cash paid for purchase of businesses, net of cash acquired	(5)	(28716)
Proceeds from sale of property, plant and equipment	—	3
Proceeds from corporate owned life insurance	20	2
Other	8	—
Proceeds from sale of property, plant and equipment	15	15
Net cash used for investing activities	(996)	(410)
Other	15	1
Net cash used for investing activities	(1,564)	(1,595)
Financing activities:
Additions to debt	~~498~~510	23,~~812~~127
Repayments of debt	(~~121~~146)	(331,640)
Debt issuance costs	(68)	(2944)
Changes in commercial paper, net	(18245)	—(33)
Other debt repayments, net	(18)	(4)
Other debt (repayments) additions, net	(16)	13
Repayments of finance lease liabilities	(2329)	(112)
Tax paid in connection with shares withheld from employees	(6768)	—(21)
Purchases of treasury stock	—	(27)
Cash dividends paid to shareholders	(~~450~~675)	(~~335~~493)
Other	13	(1)
Net cash (used for) provided by financing activities	(~~204~~674)	~~2,382~~869
Effect of exchange rate changes on cash and cash equivalents	5937	(2925)
(Decrease) increase in cash and cash equivalents	(77)	2,325
Decrease in cash and cash equivalents	(4)	(49)
Cash and cash equivalents at beginning of period	855	1,000
Cash and cash equivalents at end of period	$~~778~~851	$~~3,325~~951

The accompanying notes are an integral part of these Unaudited Condensed Consolidated Financial Statements.

Smurfit Westrock plc

Condensed Consolidated Statements of Changes in Equity (Unaudited)

(in millions, except per share data)

The following table presents a summary of the changes in equity for the three months ended ~~June~~September 30, 2025:

	Shares of Common Stock	Common Stock	Capital in Excess of Par Value	Treasury Stock	Retained Earnings	Accumulated Other Comprehensive Loss	Total Shareholders' Equity	Noncontrolling Interest ("NCI")	Total
Balance at March 31, 2025	522	$1	$15,977	$(65)	$3,030	$(1,079)	$17,864	$25	$17,889
Net loss	—	—	—	—	(28)	—	(28)	2	(26)
Other comprehensive income, net of tax	—	—	—	—	—	651	651	—	651
Share-based compensation	—	—	38	—	—	—	38	—	38
Issuance of common stock net of tax paid in connection with shares withheld from employees	—	—	—	—	(3)	—	(3)	—	(3)
Dividends declared ($0.43 per share)(1)	—	—	3	—	(228)	—	(225)	—	(225)
Balance at June 30, 2025	522	$1	$16,018	$(65)	$2,771	$(428)	$18,297	$27	$18,324
Net income (loss)	—	—	—	—	246	—	246	(1)	245
Other comprehensive income, net of tax	—	—	—	—	—	81	81	—	81
Share-based compensation	—	—	34	—	—	—	34	—	34
Issuance of common stock net of tax paid in connection with shares withheld from employees	—	—	1	—	(1)	—	—	—	—
Dividends declared ($0.43 per share)(1)	—	—	4	—	(229)	—	(225)	—	(225)
Balance at September 30, 2025	522	$1	$16,057	$(65)	$2,787	$(347)	$18,433	$26	$18,459

(1) Includes cash dividends and dividend equivalent units declared on certain unvested share-based payment awards.

The following table presents a summary of the changes in equity for the three months ended ~~June~~September 30, 2024:

	Shares of Common Stock	Common Stock	Capital in Excess of Par Value	Treasury Stock	Retained Earnings	Accumulated Other Comprehensive Loss	Total Shareholders' Equity	Noncontrolling Interest	Total
Balance at March 31, 2024(1)	261	$—	$3,564	$(93)	$3,712	$(950)	$6,233	$16	$6,249
Balance at June 30, 2024(1)	261	$—	$3,580	$(93)	$3,509	$(1,071)	$5,925	$16	$5,941
Net income	—	—	—	—	132	—	132	—	132
Net loss	—	—	—	—	(150)	—	(150)	—	(150)
Other comprehensive loss, net of tax	—	—	—	—	—	(121)	(121)	—	(121)
Other comprehensive income, net of tax	—	—	—	—	—	60	60	—	60
Share-based compensation	—	—	16119	—	—	—	16119	—	16119
Dividends declared ($1.28 per share)	—	—	—	—	(335)	—	(335)	—	(335)
Shares of Smurfit Westrock common stock issued to WestRock shareholders and NCI assumed as a result of the Merger	258	1	12,098	—	—	—	12,099	11	12,110
Balance at June 30, 2024	261	$—	$3,580	$(93)	$3,509	$(1,071)	$5,925	$16	$5,941
Converted WestRock restricted stock units and stock options attributable to pre-Combination services	—	—	91	—	—	—	91	—	91
Issuance of common stock net of tax paid in connection with shares withheld from employees	1	—	—	—	(21)	—	(21)	—	(21)
Dividends declared ($0.30 per share)(2)	—	—	2	—	(160)	—	(158)	—	(158)
Balance at September 30, 2024	520	$1	$15,890	$(93)	$3,178	$(1,011)	$17,965	$27	$17,992

(1) Pursuant to the Transaction Agreement, on July 5, 2024 each issued ordinary share, par value €0.001 per share, of Smurfit Kappa (a “Smurfit Kappa Share”) was exchanged for

one ordinary share, par value $0.001 per share, of Smurfit Westrock (a “Smurfit Westrock Share”). The exchange of shares is reflected retroactively to the earliest period

presented.

(2) Includes cash dividends and dividend equivalent units declared on certain unvested share-based payment awards.

Smurfit Westrock plc

Condensed Consolidated Statements of Changes in Equity (Unaudited)

(in millions, except per share data)

The following table presents a summary of the changes in equity for the ~~six~~nine months ended ~~June~~September 30, 2025:

	Shares of Common Stock	Common Stock	Capital in Excess of Par Value	Treasury Stock	Retained Earnings	Accumulated Other Comprehensive Loss	Total Shareholders' Equity	Noncontrolling Interest	Total
Balance at December 31, 2024	520	$1	$15,948	$(93)	$2,950	$(1,446)	$17,360	$27	$17,387
Net income	—	—	—	—	356	—	356	—	356
Net income (loss)	—	—	—	—	602	—	602	(1)	601
Other comprehensive income, net of tax	—	—	—	—	—	1,~~018~~099	1,~~018~~099	—	1,~~018~~099
Share-based compensation	—	—	79113	—	—	—	79113	—	79113
Shares distributed by Smurfit Kappa Employee Trust	—	—	(17)	17	—	—	—	—	—
Issuance of common stock net of tax paid in connection with shares withheld from employees	2	—	12	—	(6768)	—	(66)	—	(66)
Cancellation of deferred shares by Smurfit Kappa Employee Trust	—	—	—	11	(11)	—	—	—	—
Dividends declared ($0.86 per share)(1)	—	—	7	—	(457)	—	(450)	—	(450)
Dividends declared ($1.29 per share)(1)	—	—	11	—	(686)	—	(675)	—	(675)
Balance at June 30, 2025	$522	$1	$16,018	$(65)	$2,771	$(428)	$18,297	$27	$18,324
Balance at September 30, 2025	522	$1	$16,057	$(65)	$2,787	$(347)	$18,433	$26	$18,459

(1) Includes cash dividends and dividend equivalent units declared on certain unvested share-based payment awards.

~~The following table presents a summary of the changes in equity for the six months ended June 30, 2024:~~13

	Shares of Common Stock	Common Stock	Capital in Excess of Par Value	Treasury Stock	Retained Earnings	Accumulated Other Comprehensive Loss	Total Shareholders' Equity	Noncontrolling Interest	Total
Balance at December 31, 2023(1)	260	$—	$3,575	$(91)	$3,521	$(847)	$6,158	$16	$6,174
Net income	—	—	—	—	323	—	323	—	323
Other comprehensive loss, net of tax	—	—	—	—	—	(224)	(224)	—	(224)
Share-based compensation	—	—	30	—	—	—	30	—	30
Shares distributed by Smurfit Kappa Employee Trust	—	—	(25)	25	—	—	—	—	—
Purchases of treasury stock	—	—	—	(27)	—	—	(27)	—	(27)
Issuance of common stock	1	—	—	—	—	—	—	—	—
Dividends declared ($1.28 per share)	—	—	—	—	(335)	—	(335)	—	(335)
Balance at June 30, 2024	261	$—	$3,580	$(93)	$3,509	$(1,071)	$5,925	$16	$5,941

Smurfit Westrock plc

Condensed Consolidated Statements of Changes in Equity (Unaudited)

(in millions, except per share data)

The following table presents a summary of the changes in equity for the nine months ended September 30, 2024:


	Shares of Common Stock	Common Stock	Capital in Excess of Par Value	Treasury Stock	Retained Earnings	Accumulated Other Comprehensive Loss	Total Shareholders' Equity	Noncontrolling Interest	Total
Balance at December 31, 2023(1)	260	$—	$3,575	$(91)	$3,521	$(847)	$6,158	$16	$6,174
Net income	—	—	—	—	173	—	173	—	173
Other comprehensive loss, net of tax	—	—	—	—	—	(164)	(164)	—	(164)
Share-based compensation	—	—	149	—	—	—	149	—	149
Shares distributed by Smurfit Kappa Employee Trust	—	—	(25)	25	—	—	—	—	—
Purchases of treasury stock	—	—	—	(27)	—	—	(27)	—	(27)
Shares of Smurfit Westrock common stock issued to WestRock shareholders and NCI assumed as a result of the Merger	258	1	12,098	—	—	—	12,099	11	12,110
Converted WestRock restricted stock units and stock options attributable to pre-Combination services	—	—	91	—	—	—	91	—	91
Issuance of common stock net of tax paid in connection with shares withheld from employees	2	—	—	—	(21)	—	(21)	—	(21)
Dividends declared ($1.58 per share)(2)	—	—	2	—	(495)	—	(493)	—	(493)
Balance at September 30, 2024	520	$1	$15,890	$(93)	$3,178	$(1,011)	$17,965	$27	$17,992

(1) Pursuant to the Transaction Agreement, on July 5, 2024 each issued ordinary share, par value €0.001 per share, of Smurfit Kappa (a “Smurfit Kappa Share”) was exchanged for

one ordinary share, par value $0.001 per share, of Smurfit Westrock (a “Smurfit Westrock Share”). The exchange of shares is reflected retroactively to the earliest period

presented.

(2) Includes cash dividends and dividend equivalent units declared on certain unvested share-based payment awards.

The accompanying notes are an integral part of these Unaudited Condensed Consolidated Financial Statements.

1314

Smurfit Westrock plc

Notes to ~~the~~ Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

1. Description of Business and Summary of Significant Accounting Policies

1.1. Description of Business

Unless the context otherwise requires, or unless indicated otherwise, “we”, “us”, “our”, “Smurfit Westrock” and “the Company” refer

to the business of Smurfit Westrock plc, its wholly-owned subsidiaries and its partially-owned consolidated subsidiaries.

Smurfit Westrock plc is a company limited by shares that is incorporated in Ireland. We are a multinational provider of sustainable

fiber-based paper and packaging solutions. We partner with our customers to provide differentiated, sustainable paper and packaging

solutions that enhance our customers’ prospects of success in their markets. Our team members support customers around the world

from our operating and business locations in North America, South America, Europe, Asia, Africa, and Australia.

1.2. Basis of Presentation

We derived the Condensed Consolidated Balance Sheet at December 31, 2024 from the audited consolidated financial statements

included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 (the “2024 Consolidated Financial

Statements”). In the opinion of management, all normal recurring adjustments necessary for a fair statement of the Condensed

Consolidated Financial Statements have been included for the interim periods reported.

The accompanying Unaudited Condensed Consolidated Financial Statements have been prepared in accordance with accounting

principles generally accepted in the U.S. (“GAAP”) for interim financial information and with Article 10 of Regulation S-X of the

Securities and Exchange Commission (“SEC”). Accordingly, they omit certain notes and other information from the 2024

Consolidated Financial Statements. Therefore, these Condensed Consolidated Financial Statements should be read in conjunction with

the 2024 Consolidated Financial Statements. The results for the three and ~~six~~nine months ended ~~June~~September 30, 2025 are not necessarily

indicative of results that may be expected for the full year.

The preparation of the Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires management to make

certain estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the Condensed Consolidated

Financial Statements, disclosures about gain contingencies and contingent liabilities and the reported amounts of revenues and

expenses, including income taxes during the reporting period. ~~Such estimates include the fair value of assets acquired and assumed~~

liabilities in a business combination, determining goodwill and measuring impairment, income taxes and pension and other

postretirement benefits. These estimates and assumptions are based on management’s judgment. Actual results may differ from those

estimates, and the differences could be material.

We base our estimates on the current information available, our experiences and various other assumptions believed to be reasonable

under the circumstances. The process of determining significant estimates is fact specific and takes into account factors such as

historical experience, current and expected economic conditions, product mix, and in some cases, actuarial techniques. We regularly

evaluate these significant factors and make adjustments in the Condensed Consolidated Financial Statements where facts and

circumstances dictate.

Due to rounding, numbers presented throughout this document may not add up precisely to the totals provided and percentages may

not precisely reflect the absolute figures.

141.3. Significant Accounting Policies

There have been no changes to the Company’s significant accounting policies as described in “Note 1. Description of Business and

Summary of Significant Accounting Policies” of the 2024 Consolidated Financial Statements, other than as noted below.

Smurfit Westrock plc

Notes to ~~the~~ Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

1.4. ~~Description~~Impairment ~~of Business~~ and ~~Summary~~Restructuring ~~of Significant Accounting Policies - continued~~Costs

1.3. Supplier Finance Program Obligations

We maintain supplier finance programs whereby we have entered into payment processing agreements with certain financial

institutions. These agreements allow participating suppliers to track payment obligations from Smurfit Westrock, and if voluntarily

elected by the supplier, to sell payment obligations from Smurfit Westrock to financial institutions at a discounted price. We are not a

party to the agreements between the participating financial institutions and the suppliers in connection with the program, and we do

not reimburse suppliers for any costs they incur for participation in the program. We have not pledged any assets as security or

provided any guarantees as part of the programs. We have no economic interest in our suppliers’ decisions to participate in the

programs. Our responsibility is limited to making payment in full to the respective financial institution according to the terms

originally negotiated with the supplier, which generally do not exceed 120 days. Smurfit Westrock or the financial institutions may

terminate the agreements upon 30 or 90 days’ notice. These obligations are classified as accounts payable within the Condensed

Consolidated Balance Sheets.

The outstanding payment obligations to financial institutions under these programs were $375 million and $450 million as of June 30,

2025 and December 31, 2024, respectively.

1.4. Significant Accounting Policies

There have been no changes to the Company’s significant accounting policies as described in “Note 1. Description of Business and

Summary of Significant Accounting Policies” in the 2024 Consolidated Financial Statements, other than as noted below.

1.5. Impairment and Restructuring Costs

When we close a facility, if necessary, we recognize a write-down to reduce the carrying value of related property, plant and

equipment and lease right-of-use (“ROU”) assets to their fair value and record charges for severance and other employee-related costs.

For termination costs associated with employees covered by a written or substantive plan, a liability is recorded when it is probable

that employees will be entitled to benefits and the amount can be reasonably estimated. For termination costs associated with

employees not covered by a written and broadly communicated policy covering involuntary termination benefits (severance plan), a

liability is recorded for costs to terminate employees (one-time termination benefits) when the termination plan has been approved and

committed to by management, the employees to be terminated have been identified, the termination plan benefit terms are

communicated, the employees identified in the plan have been notified and actions required to complete the plan indicate that it is

unlikely that significant changes to the plan will be made or that the plan will be withdrawn. The timing and amount of an accrual is

dependent upon the type of benefits granted, the timing of communication and other provisions that may be provided in the benefit

plan.

If property, plant and equipment become impaired as a result of the Company’s restructuring efforts, these assets are written down to

their fair value less costs to sell, as the Company commits to dispose of them, and they are no longer in use. Depreciation is

accelerated on property, plant and equipment for the period of time the asset continues to be used until the asset ceases to be used.

For facility closures, we also generally expect to record costs for equipment and inventory relocation, facility carrying costs and costs

to terminate a lease or contract before the end of its term.

Identifying and calculating the cost to exit operations requires certain assumptions to be made, the most significant of which are

anticipated future liabilities, including severance costs, contractual obligations, and the adjustments of property, plant and equipment

and lease ROU assets to their fair value. Our estimates are reasonable, considering our knowledge of the industry we operate in,

previous experience in exiting activities and valuations we may obtain from independent third parties.

151.5. New Accounting Standards Recently Adopted

~~Smurfit~~During ~~Westrock~~the ~~plc~~nine months ended September 30, 2025, there were no newly issued or newly applicable accounting pronouncements

~~Notes~~adopted that had, or are expected to have, a material impact on the Condensed Consolidated Financial Statements ~~(Unaudited)~~.

~~(in~~1.6. New ~~millions,~~Accounting ~~except~~Standards ~~per~~Not ~~share~~Yet ~~data)~~Adopted

1. Description of Business and Summary of Significant Accounting Policies - continued

1.6. New Accounting Standards Recently Adopted

During the six months ended June 30, 2025, there were no newly issued or newly applicable accounting pronouncements adopted that

had, or are expected to have, a material impact on the Condensed Consolidated Financial Statements.

1.7. New Accounting Standards Not Yet Adopted

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures.” This

ASU requires the annual financial statements to include consistent categories and greater disaggregation of information in the rate

reconciliation, and income taxes paid disaggregated by jurisdiction. ASU 2023-09 is effective for the Company’s annual reporting

periods beginning after December 15, 2024. Adoption is either with a prospective method or a retrospective method of transition.

Early adoption is permitted. The ~~new~~Company ~~disclosures~~has ~~(as~~evaluated ~~required)~~the ~~will~~impact beof ~~included~~this inASU ~~the~~and ~~consolidated~~will ~~financial~~include ~~statements~~new ~~included~~disclosures inusing the

prospective method of transition in the consolidated financial statements included in the Company’s Annual Report on Form 10-K for ~~the year ended December 31, 2025.~~

the year ended December 31, 2025.

In November 2024, the FASB issued ASU 2024-03, “Income Statement - Reporting Comprehensive Income - Expense Disaggregation

Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses” (“ASU 2024-03”). This ASU requires new financial

statement disclosures disaggregating prescribed expense categories within relevant income statement expense captions. ASU 2024-03

will be effective for fiscal years beginning after December 15, 2026, and interim periods beginning after December 15, 2027.

Adoption is either with a prospective method or a retrospective method of transition. Early adoption is permitted. The Company is

currently evaluating the impact of this standard on its disclosures in the consolidated financial statements.

Smurfit Westrock plc

Notes to ~~the~~ Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

2. Acquisitions

Transaction agreement with WestRock Company

Pursuant to athe ~~transaction~~Transaction ~~agreement~~Agreement, ~~dated~~the asCombination ofclosed ~~September~~on 12July 5, ~~2023~~2024. ~~(the~~The ~~“Transaction~~aggregate ~~Agreement”),~~merger ~~among~~consideration ~~Smurfit~~was ~~Westrock, Smurfit~~

~~Kappa Group plc (“Smurfit Kappa”)~~$13, ~~WestRock Company (“WestRock”) and Sun Merger Sub, LLC (“Merger Sub”) the following~~ 461 million.

was completed (i) Smurfit Westrock acquired Smurfit Kappa by means of a scheme of arrangement under the Companies Act 2014 of

Ireland (as amended) (the “Smurfit Kappa Share Exchange”) and (ii) Merger Sub merged with and into WestRock, with WestRock

continuing as the surviving entity (the “Merger” and, together with the Smurfit Kappa Share Exchange, the “Combination”). The

Combination closed on July 5, 2024 (the “Closing Date”). The aggregate merger consideration was $13,461 million.

The purchase price allocation for the Merger is preliminary and is subject to revision as additional information about the acquisition-

date fair value of assets and liabilities becomes available. The allocation of the purchase price with respect to the Merger is based upon

management’s estimates of and assumptions related to the fair values of WestRock assets acquired and liabilities assumed as of the

Closing Date. In the period since the 2024 Consolidated Financial Statements, the preliminary purchase price allocation to the fair

value of the assets acquired and liabilities assumed has changed resulting in an increase in the related goodwill of $51 million. The

Company has reflected the measurement period adjustments to date in the period in which the adjustments were identified, and will

continue to reflect measurement period adjustments, if any, in the period in which the adjustments are identified. The Company will

finalize the accounting for the Merger within the measurement period (a period not to exceed 12 months from the Closing Date).

Unaudited Pro Forma Combined Financial Information 

The following unaudited pro forma combined financial information presents the combined results of operations for the three and ~~six~~nine

months ended ~~June~~September 30, 2024, as if the Merger had occurred on January 1, 2023.    

	Three months ended	~~Six~~Nine months ended
	June 30, 2024	June 30, 2024
	September 30, 2024	September 30, 2024
Net sales	$7,~~786~~931	$1523,~~450~~381
Net income attributable to common shareholders	~~267~~8	~~482~~490

The unaudited pro forma combined financial information ~~above~~also isreflects ~~based~~pro onforma ~~the~~adjustments ~~historical~~for ~~financial~~the ~~statements~~following ofmaterial ~~Smurfit~~nonrecurring ~~Kappa,~~

~~WestRock,~~expenses ~~and~~directly ~~Smurfit~~attributable ~~Westrock,~~to ~~and is not indicative of~~ the ~~results~~Merger, ofeach ~~operations~~reflected ~~that~~in ~~would~~2023, ~~have~~as ~~been achieved~~ if the Merger had occurred on January 1, 2023:

~~occurred~~i.$238 million onand ~~January~~$351 million 1,of ~~2023,~~transaction-related ~~nor~~costs isrecorded itduring ~~indicative~~the ofthree ~~future~~and ~~results.~~nine ~~The~~months ~~unaudited~~ended ~~pro~~September ~~forma~~30, ~~combined~~2024 ~~financial information has been~~

~~prepared~~respectively, ~~by applying the accounting policies~~ of both Smurfit ~~Westrock~~Kappa and ~~includes~~WestRock, ~~where~~including ~~applicable,~~retention-related ~~adjustments~~bonuses; ~~for the following~~ and

~~factually~~ii.amortization ~~supportable~~of ~~items~~the orfair ~~transactions,~~value ~~directly~~adjustment ~~attributable~~ to ~~the~~acquired ~~Merger:~~inventories ~~(i)~~of ~~elimination~~$227 ofmillion ~~intercompany~~recorded ~~activity;~~during ~~(ii)~~the three and nine months ended

~~incremental~~September ~~depreciation expense from the preliminary fair value adjustments to property~~30, ~~plant and equipment; (iii) amortization~~ 2024.

expense from the preliminary fair value adjustments to acquired intangible assets; (iv) incremental stock-based compensation expense

associated with the Merger; (v) interest expense for acquisition financing and the amortization of the fair value adjustment to debt

assumed; (vi) removal of pension and other postretirement amortization expense resulting from the fair value adjustment to acquired

WestRock pension and other post-employment benefit assets and liabilities; (vii) changes to align accounting policies; and (viii)

associated tax-related impacts of adjustments.

The unaudited pro forma combined financial information also reflects a pro forma adjustment to remove $58 million and $113 million

of non-recurring transaction-related costs recorded during the three and six months ended June 30, 2024 of both Smurfit Kappa and

Westrock directly attributable to the Merger and to reflect these in 2023, as if the Merger had occurred on January 1, 2023.

These pro forma adjustments are based on available information as of the date hereof and upon assumptions that the Company

believes are reasonable to reflect the impact of the Merger on the Company’s historical financial information on a supplemental pro

forma basis. Adjustments do not include costs related to integration activities, cost savings or synergies that have been or may be

achieved by the combined business.

For more details related to the transaction with WestRock, refer to “Note 2. Acquisitions” of the 2024 Consolidated Financial

Statements.

Smurfit Westrock plc

Notes to the Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

3. Segment Information

We report our financial results of operations in the following three reportable segments:

i.North America, which includes operations in the U.S., Canada and Mexico.

ii.Europe, the Middle East and Africa (“MEA”) and Asia-Pacific (“APAC”).

iii.Latin America (“LATAM”), which includes operations in Central America and the Caribbean, Argentina, Brazil, Chile, Colombia,

Ecuador and Peru.

Segment profitability is measured based on Adjusted EBITDA, defined as income (loss) before income taxes, unallocated corporate ~~costs,~~

costs, depreciation, depletion and amortization, interest expense, net, pension and other postretirement non-service income (expense), ~~net,~~

net, share-based compensation expense, other (expense~~) income~~, net, ~~amortization~~impairment ofand ~~fair~~restructuring ~~value step up on inventory~~costs, transaction and integration-related

~~integration-related~~ expenses associated with the Combination, ~~impairment~~amortization ~~and~~of ~~restructuring~~fair ~~costs~~value step up on inventory and other specific items that management

~~management~~ believes are not indicative of the ongoing operating results of the business.

~~The chief operating decision maker (“CODM”) uses Adjusted EBITDA for each segment predominantly: to forecast and assess the~~ 17

performance of the segments, individually and comparatively; to set pricing strategies for the segments; and to make decisions about

the allocation of operating and capital resources to each segment strategically, in the annual budget and in the quarterly forecasting

process. The CODM considers budget, or forecast, -to-actual variances on a quarterly and annual basis for segment Adjusted EBITDA

to inform these decisions.

Significant segment expenses are segment cost of sales and segment selling, general and administrative expenses. Segment cost of

sales primarily includes raw materials, direct labor and plant overhead costs. Segment selling, general and administrative expenses

primarily include compensation and benefits, external professional fees and other operating costs. Both segment cost of sales and

segment selling, general and administrative expenses exclude certain adjustments that management believes are not indicative of the

operating results of the business.

Smurfit Westrock plc

Notes to ~~the~~ Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

3. Segment Information - continued

The following tables show selected financial data for our segments.

Three months ended June 30, 2025	North America	Europe, MEA and APAC	LATAM		Total
Three months ended September 30, 2025	North America	Europe, MEA and APAC	LATAM		Total
Net sales (unaffiliated customers)	$4,~~652~~639	$2,~~773~~819	$~~515~~545	$—	$78,~~940~~003
Add net sales (intersegment)	~~103~~82	512	3—	—	~~111~~94
Net sales (aggregate)	$4,~~755~~721	$2,~~778~~831	~~$518~~545		$8,~~051~~097
Less segment expenses:
Segment cost of goods sold	$(3,~~527~~454)	$(2,~~072~~085)	$(~~357~~387)	—
Segment selling, general and administrative expenses	(~~476~~457)	(~~334~~327)	(3842)	—
	$(4,003)	$(2,406)	$(395)		$(6,804)
	(3,911)	(2,412)	(429)		(6,752)
Segment Adjusted EBITDA	$~~752~~810	$~~372~~419	$~~123~~116		$1,~~247~~345
Unallocated corporate costs					(3443)
Depreciation, depletion and amortization					(~~613~~659)
Impairment and restructuring costs					(~~280~~65)
Transaction and integration-related expenses associated with the Combination					(2115)
Interest expense, net					(~~182~~177)
Pension and other postretirement non-service income, net					78
Share-based compensation expense					(3635)
Other expense, net					(1821)
Other adjustments					(122)
Income before income taxes					$58336

Other adjustments in the table above include losses at closed facilities of $122 million.

Three months ended June 30, 2024	North America	Europe, MEA and APAC	LATAM		Total
Three months ended September 30, 2024	North America	Europe, MEA and APAC	LATAM		Total
Net sales (unaffiliated customers)	$~~437~~4,531	$2,~~207~~646	$~~325~~494	$—	$27,~~969~~671
Add net sales (intersegment)	1118	45	1512	—	20135
Net sales (aggregate)	~~$438~~4,649	$2,~~211~~651	~~$340~~506		$27,~~989~~806
Less segment expenses:
Segment cost of goods sold	$(~~328~~3,414)	$(1,~~597~~956)	$(~~228~~347)	—
Segment selling, general and administrative expenses	(49455)	(~~252~~284)	(2543)	—
	$(377)	$(1,849)	$(253)		$(2,479)
	(3,869)	(2,240)	(390)		(6,499)
Segment Adjusted EBITDA	$61780	$~~362~~411	$87116		$~~510~~1,307
Unallocated corporate costs					(3042)
Depreciation, depletion and amortization					(~~160~~564)
Transaction and integration-related expenses associated with the Combination					(60)
Impairment and restructuring costs					(21)
Interest expense, net					(33)
Transaction and integration-related expenses associated with the Combination					(267)
Pension and other postretirement non-service expense, net					(29)
Amortization of fair value step up on inventory					(227)
Share-based compensation expense					(16)
Interest expense, net					(167)
Other income, net					5
Pension and other postretirement non-service income, net					8
Income before income taxes					$187
Share-based compensation expense					(123)
Other expense, net					(13)
Other adjustments					(8)
Loss before income taxes					$(117)

Other adjustments in the table above include losses at closed facilities of $8 million.

Smurfit Westrock plc

Notes to Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)


Nine months ended September 30, 2025	North America	Europe, MEA and APAC	LATAM	Total

Net sales (unaffiliated customers)	$13,869	$8,168	$1,562	$23,599
Add net sales (intersegment)	276	23	14	313
Net sales (aggregate)	14,145	8,191	1,576	23,912

Less segment expenses:
Segment cost of goods sold	(10,368)	(6,059)	(1,091)
Segment selling, general and administrative expenses	(1,430)	(952)	(131)
	(11,798)	(7,011)	(1,222)	(20,031)
Segment Adjusted EBITDA	$2,347	$1,180	$354	$3,881
Unallocated corporate costs				(114)
Depreciation, depletion and amortization				(1,875)
Impairment and restructuring costs				(360)
Transaction and integration-related expenses associated with the Combination				(72)
Interest expense, net				(526)
Pension and other postretirement non-service income, net				24
Share-based compensation expense				(114)
Other expense, net				(44)
Other adjustments				(16)
Income before income taxes				$784

Other adjustments in the table above include losses at closed facilities of $16 million.

Smurfit Westrock plc

Notes to ~~the~~ Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

3. Segment Information - continued


Nine months ended September 30, 2024	North America	Europe, MEA and APAC	LATAM	Total

Net sales (unaffiliated customers)	$5,380	$7,043	$1,147	$13,570
Add net sales (intersegment)	119	13	40	172
Net sales (aggregate)	5,499	7,056	1,187	13,742

Less segment expenses:
Segment cost of goods sold	(4,046)	(5,101)	(831)
Segment selling, general and administrative expenses	(553)	(797)	(99)
	(4,599)	(5,898)	(930)	(11,427)
Segment Adjusted EBITDA	$900	$1,158	$257	$2,315
Unallocated corporate costs				(95)
Depreciation, depletion and amortization				(872)
Impairment and restructuring costs				(21)
Transaction and integration-related expenses associated with the Combination				(350)
Amortization of fair value step up on inventory				(227)
Interest expense, net				(225)
Pension and other postretirement non-service expense, net				(31)
Share-based compensation expense				(154)
Other expense, net				(13)
Other adjustments				10
Income before income taxes				$337

Six months ended June 30, 2025	North America	Europe, MEA and APAC	LATAM	Total
Net sales (unaffiliated customers)	$9,230	$5,349	$1,017	$15,596
Add net sales (intersegment)	194	11	14	219
Net sales (aggregate)	$9,424	$5,360	$1,031	$15,815
Less segment expenses:
Segment cost of goods sold	$(6,914)	$(3,974)	$(704)
Segment selling, general and administrative expenses	(973)	(625)	(89)
	$(7,887)	$(4,599)	$(793)	$(13,279)
Segment Adjusted EBITDA	$1,537	$761	$238	$2,536
Unallocated corporate costs				(71)
Depreciation, depletion and amortization				(1,216)
Impairment and restructuring costs				(295)
Transaction and integration-related expenses associated with the Combination				(57)
Interest expense, net				(349)
Pension and other postretirement non-service income, net				16
Share-based compensation expense				(79)
Other expense, net				(23)
Other adjustments				(14)
Income before income taxes				$448

Other adjustments in the table above include a reimbursement of a fine from the Italian Competition Authority of $18 million, that was

~~Other~~partially ~~adjustments~~offset inby ~~the table above include~~ losses at closed facilities of $148 million.

Six months ended June 30, 2024	North America	Europe, MEA and APAC	LATAM	Total
Net sales (unaffiliated customers)	$849	$4,397	$653	$5,899
Add net sales (intersegment)	1	8	28	37
Net sales (aggregate)	$850	$4,405	$681	$5,936
Less segment expenses:
Segment cost of goods sold	$(632)	$(3,145)	$(484)
Segment selling, general and administrative expenses	(98)	(513)	(56)
	$(730)	$(3,658)	$(540)	$(4,928)
Segment Adjusted EBITDA	$120	$747	$141	$1,008
Unallocated corporate costs				(53)
Depreciation, depletion and amortization				(308)
Transaction and integration-related expenses associated with the Combination				(83)
Interest expense, net				(58)
Pension and other postretirement non-service expense, net				(39)
Share-based compensation expense				(31)
Other adjustments				18
Income before income taxes				$454

Capital expenditures by segment were:

Other adjustments in the table above include a reimbursement of a fine from the Italian Competition Authority of $18 million.


	Nine months ended September 30,
	2025	2024
Capital expenditures:
North America	$936	$373
Europe, MEA and APAC	500	353
LATAM	151	154
Total reportable segments	1,587	880
Corporate	22	17
Total capital expenditures	$1,609	$897

Smurfit Westrock plc

Notes to ~~the~~ Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

3. Segment Information - continued

	Six months ended June 30,
	2025	2024
Capital expenditures:
North America	$580	$58
Europe, MEA and APAC	315	229
LATAM	90	87
Total reportable segments	$985	$374
Corporate	14	11
Total capital expenditures	$999	$385

Total assets by segment were:

	June 30,	December 31,
	September 30,	December 31,
	2025	2024
Assets:
North America	$2928,~~133~~933	$29,078
Europe, MEA and APAC	12,~~448~~376	10,723
LATAM	3,~~559~~663	3,180
Total reportable segments	~~$45~~44,~~140~~972	$42,981
Corporate(1)	~~606~~597	778
Total assets	$45,~~746~~569	$43,759

(1) Corporate assets are composed primarily of Property, plant and equipment, net, Deferred tax assets, Recoverable or refundable

income taxes and Cash and cash equivalents.

4. Revenue Recognition

Disaggregated Revenue

ASC 606, “Revenue from Contracts with Customers”, requires that we disaggregate revenue from contracts with customers into

categories that depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors.

The following tables summarize our disaggregated revenue with unaffiliated customers by product type and segment for the three and

~~six~~nine months ended ~~June~~September 30, 2025 and 2024. Net sales are attributed to segments based on the location of production.

	Three months ended June 30, 2025
	Three months ended September 30, 2025
	North America	Europe, MEA and APAC	LATAM	Total
Revenue by product:
Paper	$1,~~092~~107	$~~374~~385	$5055	$1,~~516~~547
Packaging	3,~~560~~532	2,~~399~~434	~~465~~490	6,~~424~~456
Total	$4,~~652~~639	$2,~~773~~819	$~~515~~545	$78,~~940~~003


	Three months ended September 30, 2024
	North America	Europe, MEA and APAC	LATAM	Total
Revenue by product:
Paper	$1,107	$402	$42	$1,551
Packaging	3,424	2,244	452	6,120
Total	$4,531	$2,646	$494	$7,671


	Nine months ended September 30, 2025
	North America	Europe, MEA and APAC	LATAM	Total
Revenue by product:
Paper	$3,325	$1,169	$151	$4,645
Packaging	10,544	6,999	1,411	18,954
Total	$13,869	$8,168	$1,562	$23,599

Smurfit Westrock plc

Notes to ~~the~~ Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

4. Revenue Recognition - continued


	Nine months ended September 30, 2024
	North America	Europe, MEA and APAC	LATAM	Total
Revenue by product:
Paper	$1,165	$1,092	$73	$2,330
Packaging	4,215	5,951	1,074	11,240
Total	$5,380	$7,043	$1,147	$13,570

	Three months ended June 30, 2024
	North America	Europe, MEA and APAC	LATAM	Total
Revenue by product:
Paper	$31	$356	$15	$402
Packaging	406	1,851	310	2,567
Total	$437	$2,207	$325	$2,969

	Six months ended June 30, 2025
	North America	Europe, MEA and APAC	LATAM	Total
Revenue by product:
Paper	$2,218	$784	$96	$3,098
Packaging	7,012	4,565	921	12,498
Total	$9,230	$5,349	$1,017	$15,596

	Six months ended June 30, 2024
	North America	Europe, MEA and APAC	LATAM	Total
Revenue by product:
Paper	$58	$690	$31	$779
Packaging	791	3,707	622	5,120
Total	$849	$4,397	$653	$5,899

Packaging revenue is derived mainly from the sale of corrugated and consumer packaging products. The remainder of packaging

revenue is composed of bag-in-box, packaging solutions and other paper-based packaging products.

Contract assets relate to the manufacture of certain products that have no alternative use to us, with right to payment for performance

completed to date on these products, including a reasonable profit. Contract assets are reduced when the customer takes title to the

goods and assumes the risks and rewards for the goods. Contract liabilities represent obligations to transfer goods or services to a

customer for which we have received consideration and are reduced once control of the goods is transferred to the customer.

~~Contract~~On ~~assets~~the ~~and~~Condensed ~~contract~~Consolidated ~~liabilities~~Balance ~~are~~Sheets, contract assets reported within “Other current assets” ~~and~~were ~~“Other~~$178 ~~current~~million ~~liabilities”,~~and ~~respectively, on the~~

~~Condensed~~$197 million ~~Consolidated~~at ~~Balance~~September 30, ~~Sheets.~~2025 and December 31, 2024, respectively, and contract liabilities reported within “Other current

	Contract Assets (Short-Term)	Contract Liabilities(Short-Term)
Balance at December 31, 2024	$197	$5
Decrease	(7)	—
Balance at June 30, 2025	$190	$5

liabilities” were $5 million and $5 million at September 30, 2025 and December 31, 2024, respectively.

Smurfit Westrock plc

Notes to the Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

5. Impairment and Restructuring Costs

The components of impairment and restructuring costs are as follows:

	Three months ended June 30,		Six months ended June 30,
	Three months ended September 30,		Nine months ended September 30,
	2025	2024	2025	2024
Impairment charges	$~~184~~58	$—2	$~~184~~242	$—2
Restructuring costs	967	—19	~~111~~118	—19
Impairment and restructuring costs	$~~280~~65	$—21	$~~295~~360	$—21

Impairment Charges

The components of impairment charges are as follows:

	Three months ended June 30,		Six months ended June 30,
	Three months ended September 30,		Nine months ended September 30,
	2025	2024	2025	2024
Impairment of property, plant and equipment	$~~167~~41	$—2	$~~167~~208	$—2
Impairment of other assets	17	—	1734	—
Impairment charges	$184	$—	$184	$—
Total impairment charges	$58	$2	$242	$2

These impairment charges are recognized in the Condensed Consolidated Statements of Operations caption “Impairment and

restructuring costs”.

~~Of the total impairment charges, $176 million of these were triggered by the announcement on April 30, 2025, whereby the Company~~ 22

~~announced~~Smurfit itWestrock ~~would permanently close the Company’s coated recycled board mill in St. Paul, Minnesota, U.S., discontinue production~~ plc

atNotes ~~its~~to ~~containerboard~~Condensed ~~mill~~Consolidated inFinancial ~~Forney,~~Statements ~~Texas, U.S.~~ (~~the “Mill Closures”~~Unaudited) ~~and had initiated consultations with local works councils in~~

~~Germany with a view to permanently closing two converting facilities there~~ (~~together~~in ~~with the Mill Closures~~millions, ~~the~~except ~~“April~~per ~~2025~~share data)

~~Announced~~The ~~Closures”).~~segmental ~~These~~split ~~mills~~of in the ~~U.S.~~impairment ~~had~~charges ~~ceased~~recognized ~~production~~for byproperty, ~~June~~plant ~~30,~~and ~~2025.~~equipment for the three and nine months ended

September 30, 2025 and 2024 is as follows:


	Three months ended September 30,		Nine months ended September 30,
	2025	2024	2025	2024
North America	$12	$—	$168	$—
Europe, MEA and APAC	28	2	39	2
LATAM	1	—	1	—
Total impairment charges recognized for property, plant and equipment	$41	$2	$208	$2

Of the total impairment charges, $1 million and $177 million for the three and nine months ended September 30, 2025, respectively,

were triggered by the announcement on April 30, 2025, whereby the Company announced it would permanently close the Company’s

coated recycled board mill in St. Paul, Minnesota, U.S. and discontinue production at its containerboard mill in Forney, Texas, U.S.

(the “Mill Closures”). We stopped production at these two U.S. mills in June 2025 and May 2025, respectively. Additionally, the

Company announced it had initiated consultations with local works councils in Germany with a view to permanently closing two

converting facilities there (together with the Mill Closures, the “April 2025 Announced Closures”). In the third quarter of 2025, we

reached agreements with the local work councils in Germany and are in the process of closing those two converting facilities.

Following our decision to permanently close the above facilities, the Company assessed the recoverability of the associated long-lived

assets being property, plant and equipment in accordance with ASC 360, “Property, Plant, and Equipment.”. The fair value of the

~~The fair value of the~~ property, plant and equipment assets was determined based on their estimated selling price in an orderly transaction between market

~~transaction between market~~ participants at the measurement date. As a result of this assessment, $1 million and $160 million for the three and nine months ended

AsSeptember 30, a2025, ~~result~~respectively, ofwas ~~this~~recognized ~~assessment,~~for an impairment ~~charge~~charges of ~~$159 million was recognized for~~ the property, plant and equipment of the facilities

~~facilities~~ affected by the April 2025 announcement. AnThe ~~impairment~~remainder ~~charge~~ of ~~$17 million~~the ~~was~~impairment charges recognized inrelated ~~relation~~ to spare parts included in

~~included in~~ inventories in these facilities.

Restructuring Costs

The segmental split of the restructuring costs ~~of $96 million for the three months ended June 30, 2025~~ shown in the table above is as follows:

follows:


	Three months ended September 30,		Nine months ended September 30,
	2025	2024	2025	2024
North America	$6	$8	$60	$8
Europe, MEA and APAC	1	11	55	11
LATAM	—	—	3	—
Total restructuring costs	$7	$19	$118	$19

~~•$43~~The ~~million~~table ~~was~~below ~~recognized~~sets inforth ~~the~~restructuring ~~North~~costs ~~America~~by ~~segment~~type incurred:

•$50 million was recognized in the Europe, MEA and APAC segment


	Three months ended September 30,		Nine months ended September 30,
	2025	2024	2025	2024
Severance charges	$1	$—	$72	$—
Other costs	6	19	46	19
Total restructuring costs	$7	$19	$118	$19

•Of the total restructuring costs, $36 million ~~was~~and ~~recognized~~$60 inmillion for the ~~LATAM~~three ~~segment.~~and nine months ended September 30, 2025 relates to the April

~~The segmental split of the restructuring costs of $111 million for the six months ended June 30,~~ 2025 ~~shown~~Announced ~~in the table above is as~~ Closures.

follows:

•$54 million was recognized in the North America segment

•$54 million was recognized in the Europe, MEA and APAC segment

•$3 million was recognized in the LATAM segment.

Smurfit Westrock plc

Notes to ~~the~~ Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

~~5. Impairment~~The ~~and~~following ~~Restructuring~~table ~~Costs~~sets -forth ~~continued~~the activity in the restructuring accrual related to the April 2025 Announced Closures included in "Other

~~The~~current ~~table~~liabilities" ~~below~~in ~~sets~~the ~~forth~~Company's ~~restructuring~~Condensed ~~costs~~Consolidated byBalance ~~type incurred~~Sheets:

	Three months ended June 30,				Six months ended June 30,
	Severance charges		Other costs		Total
	2025		2024		2025		2024
Balance at December 31, 2024	$—		$—		$—
Severance charges	$62		$—		$71		$—
Charges for the period	40		20		60
Other costs	34	—	—	—	40	—	—
Payments	(7)		(12)		(19)
Restructuring costs	$96		$—		$111		$—
Balance at September 30, 2025	$33		$8		$41

OfThe ~~the~~majority ~~total~~of ~~restructuring~~these ~~costs,~~charges ~~$54~~will ~~million~~be ~~for~~paid ~~the~~within ~~three~~12 ~~and~~months ~~six~~of ~~months~~the ~~ended~~reporting ~~June 30,~~date. ~~2025~~The ~~relates~~Company expects to ~~the~~recognize ~~April~~future ~~2025~~additional ~~Announced~~

~~Closures. The Company expects to recognize future additional~~ charges of $4539 million associated with the April 2025 Announced Closures through 2026.

~~Closures~~The ~~through~~remaining ~~2026. These~~ restructuring costs ~~are~~and ~~recorded~~related inrestructuring ~~“Other~~accruals ~~current~~relate ~~liabilities”~~to inindividual ~~the~~restructuring ~~Condensed~~actions ~~Consolidated~~which ~~Balance~~are individually

~~Sheets.~~and ~~The~~cumulatively ~~majority of these charges will be paid within 12 months of the reporting date~~immaterial.

The remaining restructuring costs relate to individual restructuring actions which are individually and cumulatively immaterial.

6. Transaction and Integration-related Expenses Associated with the Combination

The following table summarizes the transaction and integration expenses associated with the Combination:

	Three months ended June 30,		Six months ended June 30,
	Three months ended September 30,		Nine months ended September 30,
	2025	2024	2025	2024
Transaction-related expenses associated with the Combination	$2	$(60128)	$—2	$(83211)
Integration-related expenses associated with the Combination	(2317)	—(139)	(5774)	—(139)
Total transaction and integration-related expenses associated with the Combination	$(2115)	$(60267)	$(5772)	$(83350)

Transaction-related Expenses Associated with the Combination

Transaction-related expenses associated with the Combination comprise of banking and financing related expenses as well as legal and

other professional services which are directly attributable to the Combination and retention payments that are contractually committed

to and associated with the successful completion of the Combination.

Integration-related Expenses Associated with the Combination

We incur integration expenses post-acquisition that reflect work performed to facilitate merger and acquisition integration and

primarily consist of professional services and personnel and related expenses, such as work associated with information systems. We

consider transaction and integration expenses to be corporate expenses regardless of the segment or segments involved in the

transaction.

Smurfit Westrock plc

Notes to ~~the~~ Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

7. Accounts Receivable, net

Accounts receivable consists of the following:

	June 30,	December 31,
	September 30,	December 31,
	2025	2024
Gross accounts receivable	$54,~~076~~920	$4,339
Less: Allowances	(~~232~~252)	(222)
Accounts receivable, net	$4,~~844~~668	$4,117

Allowances include the reserves for allowance for estimated credit impairment losses, returns, early settlement discounts and rebates

(where netting requirements are met).

8. Inventories

Inventories are as follows:

	June 30,	December 31,
	September 30,	December 31,
	2025	2024
Finished goods	$1,~~446~~427	$1,374
Work-in-progress	~~222~~208	206
Raw materials	1,~~362~~380	1,288
Consumables and spare parts	~~744~~766	682
Inventories	$3,~~774~~781	$3,550

9. Property, Plant and Equipment, net

Property, plant and equipment consists of the following:

	June 30,	December 31,
	September 30,	December 31,
	2025	2024
Land and buildings	$5,~~805~~888	$5,337
Plant and equipment	24,~~191~~574	22,306
Construction-in-progress	1,~~503~~624	1,517
Finance lease right-of-use assets	~~447~~450	419
Property, plant and equipment at cost, excluding forestlands	3132,~~946~~536	29,579
Less: Accumulated depreciation and impairment	(9,~~134~~780)	(7,155)
Property, plant and equipment, net, excluding forestlands	$22,~~812~~756	$22,424
Forestlands, net of depletion	~~285~~294	251
Property, plant and equipment, net	$23,~~097~~050	$22,675

Depreciation and depletion expense for the three months ended ~~June~~September 30, 2025 and 2024 was $~~575~~620 million and $~~149~~517 million,

respectively, and for the ~~six~~nine months ended ~~June~~September 30, 2025 and 2024, was $1,~~144~~764 million and $~~285~~802 million, respectively. This is

recognized within “Cost of goods sold” and “Selling, general and administrative expenses” in the Condensed Consolidated Statements

of Operations.

Non-cash additions to property, plant and equipment included within accounts payable were $~~289~~306 million and $384 million at ~~June 30,~~

September 30, 2025 and at December 31, 2024, respectively.

Refer to “Note 5. Impairment and Restructuring Costs” for details of the impairment charges recognized for property, plant and

equipment.

Smurfit Westrock plc

Notes to ~~the~~ Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

9. Property, Plant and Equipment, net - continued

Of the $167 million impairment charges recognized for property, plant and equipment for the three and six months ended June 30,

2025, $156 million was recognized in the North America segment and $11 million was recognized in the Europe, MEA and APAC

segment. Refer to “Note 5. Impairment and Restructuring Costs” for details of the impairment charges recognized.

10. Interest

The components of interest expense, net are as follows:

	Three months ended June 30,		Six months ended June 30,
	Three months ended September 30,		Nine months ended September 30,
	2025	2024	2025	2024
Interest expense	$(~~208~~204)	$(75209)	$(~~403~~607)	$(~~112~~321)
Interest income	2627	42	5481	5496
Interest expense, net	$(~~182~~177)	$(33167)	$(~~349~~526)	$(58225)

Total cash paid for interest, net of interest received was $~~283~~496 million and $14236 million for the ~~six~~nine months ended ~~June~~September 30, 2025 ~~and~~

and 2024, respectively. Of this, capitalized interest paid was $1620 million and $211 million for the ~~six~~nine months ended ~~June~~September 30, ~~2025 and 2024,~~

2025 and 2024, respectively.

11. Fair Value Measurement

The carrying values, net of deferred debt issuance costs, and estimated fair values of debt with fixed interest rates (classified as Level

2 in the fair value hierarchy) were as follows:

	June 30, 2025		December 31, 2024
	September 30, 2025		December 31, 2024
	Book Value	Fair Value	Book Value	Fair Value
Debt with fixed interest rates	$11,~~775~~776	$11,~~783~~901	$11,370	$11,289

The fair value of the Company's debt with fixed interest rates is based on quoted market prices. With the exception of debt with fixed

interest rates, the carrying amounts of all other debt instruments approximate their fair values. The variable nature and repricing dates

of the receivables securitization facilities and the revolving credit facility result in their carrying values approximating their fair

values. Both the revolving credit facility and the receivables securitization facilities are classified as Level 2 in the fair value

hierarchy.

Smurfit Westrock plc

Notes to the Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

11. Fair Value Measurement - continued

Assets and Liabilities Measured and Recorded at Fair Value on a Recurring Basis

The Company measures and records certain assets and liabilities, including derivative instruments at fair value. The following table

summarizes the fair value of these instruments, which are measured at fair value on a recurring basis, by level, within the fair value

hierarchy:

	Level 1		Level 2
	June 30,	December 31,	June 30,	December 31,
	September 30,	December 31,	September 30,	December 31,
	2025	2024	2025	2024
Assets
Other Investments:
Listed	$2	$2	$—	$—
Unlisted	—	—	11	10
Derivatives in cash flow hedging relationships	—	—	—	3
Derivatives not designated as hedging instruments	—	—	4722	11
Assets measured at fair value	$2	$2	$5833	$24
Liabilities
Derivatives in cash flow hedging relationships	$—	$—	$19	$1
Derivatives not designated as hedging instruments	—	—	21	13
Liabilities measured at fair value	$—	$—	$2120	$14

~~There were no assets or liabilities, which are measured at fair value on a recurring basis, classified as Level 3 in the fair value~~ 26

hierarchy for the periods presented.

The fair value of listed financial assets is determined by reference to their bid price at the reporting date. Unlisted financial assets are

valued using recognized valuation techniques for the underlying security including discounted cash flows and similar unlisted equity

valuation models.

The fair value of foreign currency forwards, cross currency swaps and energy hedging contracts is based on their listed market price, if

available. If a listed market price is not available, then fair value is estimated by discounting the difference between the contractual

forward price and the current forward price for the residual maturity of the contract using a risk-free interest rate (based on

government bonds).

The fair value of natural gas commodity derivatives is estimated based on observable inputs such as commodity future prices.

We have financial instruments related to supplemental retirement savings plans (“Supplemental Plans”) that are recognized at fair

value. These Supplemental Plans are nonqualified deferred compensation plans where participants’ accounts are credited with

investment gains and losses in accordance with their investment election or elections. The investment alternatives under the

Supplemental Plans are generally similar to investment alternatives available under 401(k) plans. Assets and liabilities held in respect

of these Supplemental Plans were carried at $203 million and $171 million, respectively, as of June 30, 2025 (December 31, 2024:

$185 million and $168 million, respectively).

Smurfit Westrock plc

Notes to ~~the~~ Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

~~11. Fair~~There ~~Value~~were ~~Measurement~~no -assets ~~continued~~or liabilities, which are measured at fair value on a recurring basis, classified as Level 3 in the fair value

hierarchy for the periods presented.

We have not changed the valuation techniques for measuring the fair value of any financial assets or liabilities during the current year.

See “Note 13. Fair Value Measurement” of the 2024 Consolidated Financial Statements for more information.

Assets and Liabilities Measured and Recorded at Fair Value on a Non-recurring Basis

In addition to assets and liabilities that are recorded at fair value on a recurring basis, the Company records certain assets and liabilities

at fair value on a non-recurring basis. This includes assets acquired and liabilities assumed as a result of business combinations or non-

monetary exchanges, situations where events or changes in circumstances indicate the carrying value may not be recoverable

(including restructuring efforts), or when they are deemed to be other than temporarily impaired. These assets include property, plant

and equipment, goodwill and other intangible assets, assets and disposal groups held for sale and other non-current assets. The fair

values of these assets are determined, when applicable, based on valuation techniques using the best information available, and may

include quoted market prices, observable price for similar assets, market comparables, and discounted cash flow projections. These

non-recurring fair value measurements are considered to be Level 3 in the fair value hierarchy.

For more details on the measurement of assets acquired and liabilities assumed as part of business combinations affecting the period

balances, refer to “Note 2. Acquisitions”.

Accounts Receivable Monetization Agreements

The following table presents a summary of the accounts receivable monetization agreements for the ~~six~~nine months ended ~~June~~September 30, ~~2025:~~

Receivable from financial institutions at December 31, 2024	$—
Receivables sold to the financial institutions and derecognized	(1,323)
Receivables collected by financial institutions	1,335
Cash payments to financial institutions	(12)
Receivable from financial institutions at June 30, 2025	$—

2025 and September 30, 2024:

Receivables sold under these accounts receivable monetization agreements as of the balance sheet date were approximately


	Nine months ended September 30,
	2025	2024
Receivable from financial institutions at January 1	$—	$—
Receivables sold to the financial institutions and derecognized	(1,973)	(670)
Receivables collected by financial institutions	2,020	621
Cash (payments to) proceeds from financial institutions	(47)	49
Receivable from financial institutions at September 30	$—	$—

~~$713 million~~On September 12, 2025, we amended the accounts receivable monetization agreement with Coöperatieve Rabobank U.A., New York

Branch, to extend the maturity date by one year to September 15, 2026.

The activity for the nine months ended September 30, 2024 is for the period following the Combination. Receivables sold under these

accounts receivable monetization agreements as of the respective balance sheet dates were approximately $678 million and $725

million at September 30, 2025 and December 31, 2024, respectively.

Cash proceeds or payments related to the receivables sold are included in “Net cash provided by operating activities” in the Condensed

Consolidated Statements of Cash Flows in the “Accounts receivable” line item. The expense related to the sale of receivables was $109

million and $2029 million for the three and ~~six~~nine months ended ~~June~~September 30, 2025, respectively. The expense ~~recorded~~related ~~may~~to ~~vary~~the ~~depending~~sale onof

~~current~~receivables ~~rates~~was ~~and~~$12 ~~levels~~million offor ~~receivables~~the ~~sold~~three and isnine ~~recorded~~months inended ~~“Other~~September 30, ~~(expense) income~~2024, ~~net”~~for in the ~~Condensed~~post-Combination ~~Consolidated~~period. The expense

~~Statements~~recorded ofmay ~~Operations.~~vary ~~Although~~depending ~~the~~on ~~sales~~current ~~are~~rates ~~made~~and ~~without~~levels ~~recourse,~~of wereceivables ~~maintain~~sold ~~continuing~~and ~~involvement~~is ~~with~~recorded in “Other expense, net” in the ~~receivables~~Condensed

~~sold~~Consolidated asStatements weof ~~provide~~Operations. ~~collections~~Although ~~services related to~~ the ~~transferred~~sales ~~assets.~~are ~~The~~made ~~associated~~without ~~servicing~~recourse, ~~liability~~we ismaintain ~~not~~continuing ~~material~~involvement ~~given~~with the ~~high~~

~~credit~~receivables ~~quality~~sold ofas ~~the~~we ~~customers~~provide ~~underlying~~collections ~~the~~services ~~receivables~~related ~~and~~to the ~~anticipated~~transferred ~~short~~assets. ~~collection~~The ~~period.~~associated servicing liability is not material

28given the high credit quality of the customers underlying the receivables and the anticipated short collection period.

Smurfit Westrock plc

Notes to ~~the~~ Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

12. Debt

The following were individual components of debt:

	June 30,	December 31,
	September 30,	December 31,
	2025	2024
$292 million senior debentures due 2025	$292	$292
$500 million senior notes due 2027	~~483~~485	479
$700 million receivables securitization due 2027	550	435
€750 million senior notes due 2027	~~882~~881	781
$500 million senior notes due 2028	~~484~~485	481
$600 million senior notes due 2028	~~583~~584	580
€100 million receivables securitization variable funding notes due 2029	118	—
€230 million receivables securitization variable funding notes due 2029	176	5
€500 million senior green notes due 2029	587	520
$750 million senior notes due 2029	749	749
$400 million senior notes due 2030	~~449~~447	454
$750 million senior green notes due 2030	749	749
$300 million senior notes due 2031	~~337~~335	339
$76 million senior notes due 2032	81	82
$500 million senior notes due 2032	~~474~~475	473
€600 million senior green notes due 2032	~~705~~704	624
€500 million senior green notes due 2033	587	519
$600 million senior notes due 2033	~~518~~520	514
$1,000 million senior green notes due 2034	1,000	1,000
$850 million senior green notes due 2035	850	850
€600 million senior green notes due 2036	~~705~~704	624
$3 million senior notes due 2037	3	3
$150 million senior notes due 2047	174	175
$1,000 million senior green notes due 2054	1,000	1,000
Commercial paper	~~529~~301	546
Vendor financing and commercial card programs	~~111~~105	116
Term loan facilities	600	600
Bank loans	9483	120
Finance lease obligations	~~549~~541	539
Bank overdrafts	65	9
Total debt, excluding debt issuance costs	14,~~425~~171	13,658
Debt issuance costs	(6260)	(63)
Total debt	14,~~363~~111	13,595
Less: Current portion of debt	(~~1,034~~798)	(1,053)
Non-current debt due after one year	$13,~~329~~313	$12,542

For the terms attached to the senior notes, the revolving credit facility, the term loans and the commercial paper programs, refer to the

narrative included in “Note 14. Debt” of the 2024 Consolidated Financial Statements. The carrying amount of borrowings which are

designated as net investment hedges, as outlined therein, has not changed materially and no ineffectiveness was recognized in the

period.

The revolving credit facility had an original term of five years, with two one-year extension options. In June 2025, the Group

exercised the first extension option, extending the maturity date to June 28, 2030.

At ~~June~~September 30, 2025, all of our debt was unsecured with the exception of our receivables securitization facilities and finance lease

obligations.

2928

Smurfit Westrock plc

Notes to ~~the~~ Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

12. Debt - continued

Senior Notes Issued and Redeemed

There were no new issuances or redemptions during the period in relation to the senior notes.

On April 3, 2025, the Company and certain of its direct and indirect wholly owned subsidiaries (the “Obligor Group”) filed with the

SEC a registration statement on Form S-4, with respect to concurrent offers to exchange up to $2,750 million principal amount of

unregistered senior unsecured notes previously issued by Smurfit Kappa Treasury Unlimited Company on April 3, 2024 and

guaranteed by other members of the Obligor Group (see “Note 2. Acquisitions” of the 2024 Consolidated Financial Statements) and

up to $850 million principal amount of unregistered senior unsecured notes previously issued by Smurfit Westrock Financing

Designated Activity Company on November 26, 2024 and guaranteed by the other members of the Obligor Group (collectively, the

“Original Notes”), in each case for registered notes of equal principal amount issued by the same obligors with the same interest and

maturity dates and coupons and guaranteed by the same members of the Obligor Group (the “New Notes”). The Form S-4 became

effective on April 23, 2025 and the exchange offers commenced on that same date. The terms of the New Notes are identical in all

material respects to the Original Notes except that the New Notes do not have any transfer restrictions, registration rights or additional

interest provisions. The exchange offers expired at 5:00 p.m. New York City time, on May 21, 2025 (the “Expiration Date”) and

resulted in approximately $3,588 million aggregate principal amount of the Original Notes (99.66% of the original principal amount)

being validly tendered and not validly withdrawn, for exchange for the New Notes. The Obligor Group accepted all of the Original

Notes which were validly tendered and not validly withdrawn as of the Expiration Date and has issued a like principal amount of New

Notes in exchange for such Original Notes. No new proceeds were received by the Obligor Group in connection with the exchange

offer.

Receivables Securitization Facilities

We have three trade receivables securitization programs. ~~The~~For ~~first~~the ~~program~~size, ~~has~~terms aand ~~facility~~maturities ~~size~~attached ofto ~~€100 million~~these ~~and~~programs, isrefer ~~scheduled~~ to the

~~mature~~narrative included in ~~December~~“Note ~~2029~~14. ~~The~~Debt” ~~second program has a facility size~~ of ~~€230 million~~the ~~and~~2024 isConsolidated ~~scheduled~~Financial ~~to mature in December 2029~~Statements. ~~The~~

~~third~~As ~~program has a facility size~~ of ~~$700~~September ~~million~~30, ~~and~~2025, isthe ~~scheduled~~gross toamount ~~mature~~of inreceivables ~~June~~contractually ~~2027.~~available Weto ~~have~~collateralize ~~continuing~~the ~~involvement~~€100 million ~~with~~2029 ~~the~~trade

~~underlying~~ receivables assecuritization weprogram ~~provide~~was ~~credit~~€322 ~~and~~million ~~collection~~(December 31, ~~services~~2024: ~~pursuant~~€318 tomillion). ~~the~~As ~~underlying~~of ~~agreements.~~September 30, ~~For~~2025, the ~~terms~~facility ~~attached~~was to

~~these~~fully ~~programs~~utilized (December 31, ~~refer~~2024: toundrawn ~~the~~available ~~narrative~~borrowings ~~included~~under inthis ~~“Note~~facility ~~14.~~were ~~Debt” of the 2024 Consolidated Financial Statements~~$104 million).

As of ~~June~~September 30, 2025, the gross amount of receivables ~~collateralizing~~contractually available to collateralize the €~~100~~230 million 2029 trade ~~receivables securitization program~~

receivables securitization program was €~~333~~431 million (December 31, 2024: €~~318~~ 421 million). As of ~~June~~September 30, 2025, ~~the~~undrawn ~~facility was fully utilized (December 31, 2024:~~

~~$104 million maximum~~ available borrowings, ~~excluding~~were ~~amounts~~$94 million ~~utilized~~(December 31, ~~under~~2024: ~~this facility~~$234 million).

As of ~~June~~September 30, 2025, the gross amount of receivables ~~collateralizing~~contractually ~~the~~available ~~€230 million~~to ~~2029~~collateralize ~~trade~~the ~~receivables~~maximum ~~securitization~~available ~~program~~borrowings

of the $700 million 2027 program was ~~€428~~$1,129 million (December 31, 2024: ~~€421~~$1,077 million). As of ~~June~~September 30, 2025, maximum ~~available borrowings, excluding amounts~~

~~utilized,~~available borrowings were $94 695 million (December 31, 2024: $~~234~~676 million). As of September 30, 2025, undrawn available

Asborrowings ofunder ~~June 30,~~this ~~2025,~~facility ~~the~~were ~~gross~~$145 ~~amount~~million of(December 31, ~~receivables~~2024: ~~collateralizing the maximum available borrowings of the~~ $~~700~~241 million ~~2027~~ ).

~~program was $1,117 million (December 31, 2024: $1,077 million). As of June 30, 2025, maximum available borrowings were $700~~ 29

million (December 31, 2024: $676 million). As of June 30, 2025, amounts available for borrowing under this facility (excluding

amounts utilized), were $150 million (December 31, 2024: $241 million).

13. Income Taxes

The effective tax rate for the three and six months ended June 30, 2025 was 144.8% and 20.5%, respectively. For the three months

ended June 30, 2025, the effective tax rate was primarily impacted by (i) tax expense associated with an increase in unrecognized tax

benefits of $13 million, (ii) losses during the period that have not been recognized due to uncertainty regarding their future realization,

and (iii) certain non-deductible expenses and other non-recurring items.

Smurfit Westrock plc

Notes to ~~the~~ Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

13. Income Taxes ~~- continued~~

~~For~~The effective tax rate for the ~~six~~three and nine months ended ~~June~~September 30, 2025, ~~the effective tax rate~~ was ~~primarily~~27.1% ~~impacted~~and by23.3%, ~~(i)~~respectively. ~~the~~For ~~tax benefit associated with~~ the three

~~resolution~~months ofended ~~$72~~September 30, ~~million~~2025, ofthe ~~unrecognized~~effective tax ~~benefits~~rate ~~(due~~was toprimarily ~~the~~impacted ~~lapse~~by of(i) ~~the~~tax ~~statute~~expense ofassociated ~~limitations), along~~ with ~~the~~an ~~release~~increase ofin ~~$24~~

~~million~~unrecognized oftax ~~accrued~~benefits ~~interest~~(offset ~~and~~by ~~penalties~~certain ~~associated~~indirect ~~with the unrecognized~~ tax benefits) of $26 million, (ii) tax ~~expense~~benefit associated with anthe ~~increase~~resolution inof

$7 million of unrecognized tax benefits ~~of $13 million,~~ (~~iii)~~due ~~losses~~to ~~during~~ the ~~period~~settlement ~~that~~of ~~have~~a ~~not~~tax ~~been~~authority ~~recognized~~examination), ~~due~~along towith ~~uncertainty~~the ~~regarding~~release ~~their~~of $13 million of

~~future~~accrued ~~realization,~~interest ~~(iv)~~and ~~the~~other ~~geographical~~impacts ~~mix~~associated ofwith ~~where~~the ~~earnings~~uncertain ~~are~~tax ~~generated~~benefits, ~~and~~ (viii) ~~certain~~tax ~~non-deductible~~benefit ~~expenses~~associated ~~and~~with ~~other~~a non-recurring

~~recurring~~adjustment ~~items.~~to certain deferred tax assets of $25 million (iv) losses during the period that have not been recognized due to uncertainty

~~The~~regarding ~~effective~~their ~~tax~~future ~~rate~~realization, ~~for the three~~ and ~~six~~(v) ~~months~~certain ~~ended~~non-deductible ~~June 30,~~expenses ~~2024 was 29.4%~~ and ~~28.9%,~~other ~~respectively.~~non-recurring ~~The effective tax rates~~ items.

~~were~~For ~~impacted by (i)~~ the ~~geographical~~nine ~~mix~~months ofended ~~income~~September 30, in2025, ~~jurisdictions~~the ~~subject~~effective to tax atrate ~~different~~was ~~tax~~primarily ~~rates,~~impacted by (iii) ~~the~~ tax ~~effects~~expense ofassociated with an

increase in unrecognized tax benefits (offset by certain indirect tax benefits) of $40 million, (ii) tax benefit associated with the

resolution of $7 million of unrecognized tax benefits (due to the settlement of a tax authority examination), along with the release of

$13 million of accrued interest and other impacts associated with the uncertain tax benefits, (iii) the tax benefit associated with the

resolution of $72 million of unrecognized tax benefits (due to the lapse of the statute of limitations), along with the release of

$24 million of accrued interest and penalties associated with the unrecognized tax benefits, (iv) tax benefit associated with a non-

recurring adjustment to certain deferred tax assets of $25 million, (v) losses during the period that have not been recognized due to

uncertainty regarding their future realization, (vi) the geographical mix of where earnings are generated, and (vii) certain non-

deductible expenses and other non-recurring items.

The effective tax rate for the three and nine months ended September 30, 2024 was (28.2)% and 48.7%, respectively. The effective tax

rates were impacted by (i) the geographical mix of income in jurisdictions subject to tax at different tax rates, (ii) the tax effects of

transaction expenses associated with the Combination, which were generally not deductible for tax, partially offset by (iii) non-

recurring income not subject to tax, (iv) a reduction in tax on unremitted foreign earnings, and (v) other non-recurring items.

During the ~~six~~nine months ended ~~June~~September 30, 2025 and ~~June~~September 30, 2024, cash paid for income taxes, net of refunds, was ~~$210 million and $79~~

$314 million and $229 million, respectively.

On July 4, 2025, U.S. tax legislation was enacted that included a broad range of tax reform provisions affecting businesses, including

extending and modifying certain existing international and domestic provisions. The ~~Company~~financial isstatement ~~currently~~impacts ~~evaluating~~were ~~the~~considered ~~impact~~in of

the ~~new~~third ~~legislation~~quarter, ~~but~~with ~~does~~no ~~not~~discrete ~~expect~~period ittax ~~will~~impacts ~~have~~of athe ~~material~~change ~~impact~~in ontax ~~its~~law ~~results~~arising. ofImpacts ~~operations.~~from the legislation are either not

applicable or immaterial to the financial statements. Certain changes may impact current or future cash tax obligations, but are not

anticipated to impact the total tax expense.

14. Retirement Plans

The net periodic benefit (income) cost recognized in the Condensed Consolidated Statements of Operations is composed of the ~~following:~~

	Defined Benefit Pension Plans				Defined Benefit Pension Plans
	U.S. Plans		Non-U.S. Plans		U.S. Plans		Non-U.S. Plans
	Three months ended June 30,				Six months ended June 30,
	2025	2024	2025	2024	2025	2024	2025	2024
Service cost	$5	$—	$9	$7	$10	$—	$18	$13
Interest cost	52	—	36	22	104	1	70	44
Expected return on assets	(68)	—	(37)	(22)	(136)	(1)	(72)	(44)
Amortization of:
Net actuarial loss	—	—	8	10	—	—	16	20
Prior service credit	—	—	—	—	—	—	(1)	—
Settlement loss	—	—	—	19	—	—	—	19
Net periodic benefit (income) cost	$(11)	$—	$16	$36	$(22)	$—	$31	$52

following:

	Other Postretirement Benefit Plans		Other Postretirement Benefit Plans
	Defined Benefit Pension Plans				Defined Benefit Pension Plans
	Three months ended June 30,		Six months ended June 30,
	U.S. Plans		Non-U.S. Plans		U.S. Plans		Non-U.S. Plans
	2025	2024	2025	2024
	Three months ended September 30,				Nine months ended September 30,
Service cost	$—	$—	$1	$1
	2025	2024	2025	2024	2025	2024	2025	2024
Interest cost	2	—	3	—
Service cost	$5	$5	$10	$9	$15	$5	$28	$22
Net periodic benefit cost	$2	$—	$4	$1
Interest cost	51	50	36	36	155	53	106	78
Expected return on assets	(68)	(70)	(37)	(34)	(204)	(71)	(109)	(78)
Amortization of:
Net actuarial loss	—	—	9	9	—	—	25	29
Prior service credit	—	—	—	(1)	—	—	(1)	(1)
Settlement loss	—	—	—	—	—	—	—	19
Net periodic benefit (income) cost	$(12)	$(15)	$18	$19	$(34)	$(13)	$49	$69

Smurfit Westrock plc

Notes to Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)


	Other Postretirement Benefit Plans		Other Postretirement Benefit Plans
	Three months ended September 30,		Nine months ended September 30,
	2025	2024	2025	2024
Service cost	$1	$1	$2	$2
Interest cost	2	2	5	2
Amortization of:
Net actuarial loss	(1)	—	(1)	—
Net periodic benefit cost	$2	$3	$6	$4

Service cost is included within “Cost of goods sold” and “Selling, general and administrative expenses” while all other components

are recorded within “Pension and other postretirement non-service income (expense), net”.

Pension Plan Contributions and Benefit Payments

There were no changes in connection to the funding standards and funding requirements for our qualified and approved pension plans.

The contributions paid and expected to be paid during the current fiscal year are not significantly different from the amounts as

disclosed in “Note 18. Retirement Plans” of the 2024 Consolidated Financial Statements.

Multiemployer Plans

We participate in several multiemployer pension plans (“MEPPs”) that provide retirement benefits to certain union employees in

accordance with various collective bargaining agreements and we have participated in other MEPPs in the past. The multiemployer

plan expense was immaterial for the three and nine months ended September 30, 2025 and September 30, 2024. In the normal course

of business, we evaluate our potential exposure to MEPPs, including potential withdrawal liabilities.

At September 30, 2025, we had recorded withdrawal liabilities of $127 million (December 31, 2024: $131 million).

Deferred Compensation Arrangements

We have financial assets related to supplemental retirement savings plans (“Supplemental Plans”) that are carried at cash surrender

value. These Supplemental Plans are nonqualified deferred compensation plans where participants’ accounts are credited with

investment gains and losses in accordance with their investment election or elections. The investment alternatives under the

Supplemental Plans are generally similar to investment alternatives available under 401(k) plans. Assets and liabilities held in respect

of these Supplemental Plans were carried at $196 million and $155 million, respectively, as of September 30, 2025 (December 31,

2024: $185 million and $168 million, respectively).

Smurfit Westrock plc

Notes to ~~the~~ Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

14. Retirement Plans - continued

Pension Plan Contributions and Benefit Payments

Established funding standards govern the funding requirements for our qualified and approved pension plans in various jurisdictions.

We fund the benefit payments of our non-qualified or unfunded plans as benefit payments come due.

The Company’s contributions to the plans were as follows:

	Three months ended June 30,		Six months ended June 30,
	2025	2024	2025	2024
Defined Benefit Pension Plans Contributions	$41	$31	$67	$55
Other Postretirement Benefit Plans Contributions	2	1	5	2

Multiemployer Plans

As a result of the acquisition of WestRock, we participate in several multiemployer pension plans (“MEPP” or “MEPPs”) that provide

retirement benefits to certain union employees in accordance with various collective bargaining agreements and WestRock has

participated in other MEPPs in the past. The multiemployer plan expense was immaterial for the three and six months ended June 30,

2025. In the normal course of business, we evaluate our potential exposure to MEPPs, including potential withdrawal liabilities.

At June 30, 2025, we had recorded withdrawal liabilities of $128 million (December 31, 2024: $131 million).

15. Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per share:

	Three months ended June 30,		Six months ended June 30,
	Three months ended September 30,		Nine months ended September 30,
	2025	2024	2025	2024
Numerator:
Net (loss) income attributable to common shareholders	$(28)	$132	$356	$323
Net income (loss) attributable to common shareholders	$246	$(150)	$602	$173
Denominator:
Basic weighted average shares outstanding	522	~~259~~508	521	~~259~~342
Effect of dilutive share options	—4	1—	4	12
Diluted weighted average shares outstanding	~~522~~526	~~260~~508	525	~~260~~344
Basic (loss) earnings per share attributable to common shareholders	$(0.05)	$0.51	$0.68	$1.25
Basic earnings (loss) per share attributable to common shareholders	$0.47	$(0.30)	$1.15	$0.51
Diluted (loss) earnings per share attributable to common shareholders	$(0.05)	$0.51	$0.68	$1.24
Diluted earnings (loss) per share attributable to common shareholders	$0.47	$(0.30)	$1.14	$0.50

Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume

conversion of all dilutive potential ordinary shares. These comprise restricted stock units, performance stock units and performance

shares issued under the Company’s long-term incentive plans.

Smurfit Westrock plc

Notes to the Condensed Consolidated Financial Statements (Unaudited)

(in millions)

15. Earnings Per Share - continued

The following weighted average share-based compensation awards were not included in computing diluted earnings per share because

the effect would have been antidilutive:

	Shares
	Three months ended September 30,		Nine months ended September 30,
	Three months ended June 30,		Six months ended June 30,
	2025	2024	2025	2024
Performance stock units	1—	—7	—	—
Restricted stock units	6—	—3	—	—
Total antidilutive shares	7—	—10	—	—

16. Commitments and Contingencies

Brazil Tax Liability

Our subsidiary, WestRock, is challenging claims by the Brazil Federal Revenue Department that we underpaid taxes as a result of

amortization of goodwill generated by the 2002 merger of two of its Brazilian subsidiaries. The matter has proceeded through the

Brazil Administrative Council of Tax Appeals (“CARF”) principally in two proceedings, covering tax years 2003 to 2008 and 2009 to

2012. WestRock was assessed additional taxes, penalties, and interest in both CARF proceedings. In the proceeding for the tax years

2003 to 2008, WestRock was also assessed penalties and interest for fraud, but WestRock won the fraud claim in the proceeding for

the tax years 2009 to 2012. WestRock subsequently filed two lawsuits in Brazilian federal courts seeking annulment of the adverse

CARF decisions. In February 2025, the federal court adjudicating the WestRock challenge to CARF's decision against WestRock for

the 2003 and 2008 period issued a ruling in favor of WestRock nullifying the financial assessments in that case. The decision of the

federal court was appealed by the tax authorities.

Smurfit Westrock plc

Notes to Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

We assert that we have no liability in these matters. The total amount in dispute in the two cases before CARF and in the annulment

actions relating to the claimed tax deficiency was R$~~770~~780 million ($~~142~~146 million) as of ~~June~~September 30, 2025, including various penalties ~~and~~

and interest. Resolution of the tax positions could have a material adverse effect on our cash flows and results of operations or ~~materially~~

materially benefit our results of operations in future periods depending upon their ultimate resolution.

Asbestos-Related Litigation

We have been named as a defendant in asbestos-related personal injury litigation, primarily in relation to the historical operations of

certain companies ~~that have been~~ acquired by the Company. To date, the costs resulting from the litigation, including settlement costs, have not been

~~have not been~~ significant. We accrue for the estimated value of pending claims and litigation costs using historical claims information, as well as the

~~as well as the~~ estimated value of future claims based on our historical claims experience. As of ~~June~~September 30, 2025, there were approximately 715

~~approximately 720~~ such lawsuits. We believe that we have substantial insurance coverage, subject to applicable deductibles and policy limits, with respect

~~limits, with respect~~ to asbestos claims. We also believe we have valid defenses to these asbestos-related personal injury claims and intend to continue to

~~intend to continue to~~ contest these matters vigorously. Should the Company’s litigation profile change substantially, or if there are adverse developments in

~~adverse developments in~~ applicable law, it is possible that the Company could incur significantly more costs resolving these cases. We record asbestos-related

~~record asbestos-related~~ insurance recoveries that are deemed probable. In assessing the probability of insurance recovery, we make judgments concerning

~~judgments concerning~~ insurance coverage that we believe are reasonable and consistent with our historical dealings and our knowledge of any pertinent

~~knowledge of any pertinent~~ solvency issues surrounding the insurers. The Company currently does not expect the resolution of pending asbestos litigation and

~~pending asbestos litigation and~~ proceedings to have a material adverse effect on the Company’s results of operations, financial condition or cash flows. As of

~~condition or cash flows. As of June~~September 30, 2025, the Company had estimated liabilities in respect of these matters of $81 million and estimated insurance

~~estimated insurance~~ recoveries of $50 million.

Smurfit Westrock plc

Notes to the Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

16. Commitments and Contingencies - continued

Italian Competition Authority Investigation

In August 2019, the Italian Competition Authority (the “AGCM”) notified approximately 30 companies, of which Smurfit Kappa

Italia, a subsidiary of Smurfit Westrock, was one, that an investigation had found the companies to have engaged in anti-competitive

practices, in relation to which the AGCM levied a fine of approximately $138 million on Smurfit Kappa Italia, which was paid in

2021.

In October 2019, Smurfit Kappa Italia appealed the AGCM’s decision to the First Administrative Court of Appeal (TAR Lazio),

however Smurfit Kappa Italia was later notified that this appeal had been unsuccessful. In September 2021, Smurfit Kappa Italia filed

a further appeal to the Council of State which published its ruling in February 2023. While some grounds of appeal were dismissed,

the Council of State upheld Smurfit Kappa Italia’s arguments regarding the quantification of the fine. As a result, the AGCM was

directed to recalculate Smurfit Kappa Italia’s fine. On March 7, 2024, the AGCM notified Smurfit Kappa Italia that its fine had been

reduced by approximately $18 million. Smurfit Kappa Italia has appealed the amount of this reduction and a decision on that appeal is

expected ~~later~~ in ~~2025~~the second quarter of 2026.

Separate to these proceedings regarding the fine, in May 2023, Smurfit Kappa Italia filed an application with the Council of State for

revocation of the February 2023 ruling to the extent that it failed to consider certain pleas that had been raised by Smurfit Kappa Italia

on appeal. That application was rejected in July 2025.

After publication of the AGCM’s August 2019 decision, a number of purchasers of corrugated sheets and boxes initiated litigation

proceedings against Smurfit Kappa companies, alleging that they were harmed by the alleged anti-competitive practices and seeking

damages. In addition, other parties have threatened litigation against Smurfit Westrock seeking damages (either specified or

unspecified). The Company believes it has significant defenses to the damages claims and intends to vigorously defend the current and

any future litigation.

Smurfit Westrock plc

Notes to Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

International Arbitration Against Venezuela

Smurfit Kappa, which is now a subsidiary of Smurfit Westrock, announced in 2018 that due to the Government of Venezuela’s

measures, Smurfit Kappa no longer exercised control over the business of Smurfit Kappa Carton de Venezuela. Smurfit Kappa’s

Venezuelan operations were therefore deconsolidated in the third quarter of 2018. Later that year, Smurfit Kappa’s wholly owned

subsidiary, Smurfit Holdings BV, filed an international arbitration claim against the Bolivarian Republic of Venezuela before the

World Bank’s International Center for Settlement of Investment Disputes (“ICSID”) seeking compensation for Venezuela’s unlawful

seizure of its Venezuelan business as well as for other arbitrary, inconsistent and disproportionate State measures that destroyed the

value of its investments in Venezuela. Following the exchange of written submissions, an oral hearing was held in September 2022 in

Paris.

On August 28, 2024, upon the completion of its deliberations, the arbitral tribunal issued an award granting Smurfit Holdings BV,

then a wholly owned subsidiary of Smurfit Westrock, compensation in excess of $469 million, plus legal costs of $5 million, plus

interest from May 31, 2024, until the date of payment (the “Award”). In September 2024, Smurfit Holdings BV initiated proceedings

against the Bolivarian Republic of Venezuela to enforce the Award. In December 2024, the Bolivarian Republic of Venezuela applied

to ICSID to annul the Award. An Annulment Committee has since been formed by ICSID to decide on this application.

U.S. Antitrust Violations Class Action

On July 29, 2025, Smurfit Westrock plc, Smurfit Kappa North America LLC, WestRock CP, LLC and seven other industry

participants were named as defendants in a class action lawsuit filed in the U.S. District Court for the Northern District of Illinois

alleging violations of U.S. antitrust laws. The lawsuit alleges violations of Sections 1 and 3 of the Sherman Act, asserting that the

defendants conspired to fix, raise and maintain supracompetitive prices for containerboard sheets, linerboard sheets, and finished

packaging products made from containerboard and/or linerboard in the United States. The complaint seeks damages, including treble

damages under the Clayton Act, pre- and post-judgment interest, injunctive relief and litigation expenses and attorneys’ fees. The

Company believes that it has substantial defenses and intends to vigorously defend against the lawsuit. While the Company is

currently unable to determine the ultimate outcome of this matter or estimate the range of potential loss due to the early stage of this

proceeding, it is possible that an adverse outcome could have a material impact on its financial condition, results of operations, or cash

flows. On October 17, 2025, the plaintiff voluntarily dismissed Smurfit Westrock plc from the lawsuit without prejudice to seek to

rejoin it at a later date. The Company’s subsidiaries Smurfit Kappa North America LLC and WestRock CP, LLC remain defendants in

the lawsuit.

Other Litigation

We are a defendant in a number of other lawsuits and claims arising out of the conduct of our business. While the ultimate results of

such suits or other proceedings against us cannot be predicted as of the date of this Quarterly Report on Form 10-Q, we believe the

resolution of these other matters will not have a material adverse effect on our results of operations, financial condition or cash flows.

17. Supplier Finance Program Obligations

The outstanding payment obligations to financial institutions under supplier finance programs were $367 million and $450 million as

of September 30, 2025 and December 31, 2024, respectively.

18. Variable Interest Entities

Trade Receivables Securitization Arrangements

The Company is a party to arrangements involving securitization of its trade receivables. The carrying values of the restricted asset

and limited recourse liability as of September 30, 2025 ($881 million and $294 million, respectively) and as of December 31, 2024

($765 million and $5 million, respectively) approximate their fair values due to the short-term nature of the securitized assets and the

floating rates of the liabilities.

Smurfit Westrock plc

Notes to ~~the~~ Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

17. Variable Interest Entities

Trade Receivables Securitization Arrangements

The Company is a party to arrangements involving securitization of its trade receivables. The arrangements required the establishment

of certain special purpose entities namely Smurfit Kappa International Receivables DAC, Smurfit Kappa Receivables plc and Smurfit

Kappa European Packaging DAC (a subsidiary of Smurfit Kappa Receivables plc). The sole purpose of the securitization entities is the

raising of finance for the Company using the receivables generated by certain operating entities, as collateral. All entities are

considered to be Variable Interest Entities (“VIEs”).

The Company is the primary beneficiary of Smurfit Kappa International Receivables DAC, Smurfit Kappa European Packaging DAC

and Smurfit Kappa Receivables plc, through various financing arrangements and due to the fact that it is responsible for the entities’

most significant economic activities.

The carrying values of the restricted asset and limited recourse liability as of June 30, 2025 ($892 million and $294 million,

respectively) and as of December 31, 2024 ($765 million and $5 million, respectively) approximate their fair values due to the short-

term nature of the securitized assets and the floating rates of the liabilities.

Timber Note Receivable Securitization Arrangement

The Company is also a party to an arrangement involving securitization of its note receivable. ~~Pursuant~~The tocarrying ~~the~~values ~~sale~~ of ~~forestlands~~the inrestricted

~~2007,~~asset aand ~~special~~non-recourse ~~purpose~~liability ~~entity~~as ~~(“SPE”)~~of ~~namely~~September 30, ~~MeadWestvaco~~2025 ~~Timber~~($390 million ~~Notes~~and ~~Holding~~$334 million, ~~LLC~~respectively) ~~(“MWV~~and ~~TN”)~~as ~~received~~of anDecember 31, ~~installment~~2024

~~note~~($387 ~~receivable~~million inand ~~the~~$333 ~~amount~~million, ofrespectively) ~~$398 million~~approximate ~~(“Timber~~their ~~Note”).~~fair ~~Using~~values ~~this~~due ~~installment~~to ~~note~~their asfloating ~~collateral,~~rates. ~~the~~The ~~SPE~~fair ~~received~~values ~~proceeds~~of the restricted

~~under~~assets ~~secured~~and ~~financing~~non-recourse ~~agreements,~~liabilities ~~which~~are isclassified ~~recorded~~ as alevel ~~non-recourse~~2 ~~liability~~within the fair value hierarchy.

Using the Timber Note as collateral, MWV TN received $338 million in proceeds under a secured financing agreement with a bank.

Under the terms of the agreement, the liability from this transaction is non-recourse to the Company and is payable from the Timber

Note proceeds upon its maturity in October 2027. As a result, the Timber Note is not available to satisfy any obligations of the

Company. MWV TN can elect to prepay at any time the liability in whole or in part, however, given that the Timber Note is not

prepayable, MWV TN expects to repay the liability at maturity from the Timber Note proceeds.

The Company is the primary beneficiary of MWV TN through various financing arrangements and due to the fact that it is responsible

for the entity’s most significant economic activities. This entity is considered to be a VIE.

The carrying values of the restricted asset and non-recourse liability as of June 30, 2025 ($389 million and $334 million, respectively)

and as of December 31, 2024 ($387 million and $333 million, respectively) approximate their fair values due to their floating rates.

The fair values of the restricted assets and non-recourse liabilities are classified as level 2 within the fair value hierarchy.

Green Power Solutions

~~Green~~The ~~Power~~vehicle ~~Solutions~~held ofunrestricted ~~Georgia,~~cash ~~LLC~~of ~~(“GPS”)~~$2 million isas aof ~~joint~~September 30, ~~venture~~2025 ~~providing steam to the Company~~ and ~~electricity~~December 31, ~~to a third party~~ 2024.

~~client.~~For ~~The~~the ~~Company~~details ~~owns~~of athe ~~48%~~structure, ~~interest~~purpose, inlegal ~~GPS~~terms and ~~the~~conclusions ~~majority~~as ofto the ~~debt~~primary ~~issued~~beneficiary ~~through~~of ~~the~~these ~~entity~~Variable SPInterest ~~Fiber~~Entities ~~Holdings Inc. (“SP~~

~~Fiber~~(“VIEs”), arefer ~~100%~~to ~~owned~~“Note ~~subsidiary~~22. ~~Based~~Variable onInterest ~~the~~Entities” ~~commercial~~of ~~and~~the ~~financial~~2024 ~~relationships~~Consolidated inFinancial ~~force between SP Fiber and GPS, it has~~ Statements.

~~been~~The ~~determined~~carrying ~~that~~amounts of the SPassets ~~Fiber~~and ~~has~~liabilities aof ~~controlling~~VIEs ~~financial~~reported ~~interest~~within ~~in and is~~ the ~~primary~~Condensed ~~beneficiary~~Consolidated ofBalance ~~GPS.~~Sheets ~~The~~are ~~vehicle~~set ~~held~~out in

~~unrestricted~~the ~~cash~~following oftable: ~~$3 million and $2 million as of June 30, 2025 and December 31, 2024, respectively.~~


	September 30,	December 31,
	2025	2024
Assets
Current assets:
Cash and cash equivalents	$4	$2
Accounts receivable	882	767
Other current assets	5	—
Non-current assets:
Property, plant and equipment, net	62	60
Other non-current assets	393	389
Total assets	$1,346	$1,218

Liabilities
Current liabilities:
Accounts payable	$—	$6
Current portion of debt	1	2
Other current liabilities	8	2
Non-current liabilities:
Non-current debt due after one year	295	8
Other non-current liabilities	334	335
Total liabilities	$638	$353

Smurfit Westrock plc

Notes to ~~the~~ Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

1719. ~~Variable~~Accumulated ~~Interest~~Other ~~Entities~~Comprehensive ~~- continued~~Loss

The ~~carrying~~tables ~~amounts~~below ofsummarize the ~~assets~~changes ~~and~~in ~~liabilities~~accumulated ofother ~~VIEs~~comprehensive ~~reported~~loss ~~within~~by ~~the~~component ~~Condensed~~for ~~Consolidated~~the ~~Balance~~three ~~Sheets~~months ~~are~~ended ~~set out in~~

~~the~~September 30, ~~following~~2025 ~~table:~~and 2024:

	June 30,		December 31,
	Foreign Currency Translation	Cash Flow Hedges	Defined Benefit Pension and Other Postretirement Benefit Plans	Other Reserves(1)	Total(2)
	2025		2024
Balance at June 30, 2024	$1,056	$13	$753	$(751)	$1,071
Assets
Other comprehensive (income) loss	(86)	—	26	—	(60)
Current assets:
Balance at September 30, 2024	$970	$13	$779	$(751)	$1,011
Cash and cash equivalents	$5		$2
Balance at June 30, 2025	$594	$18	$567	$(751)	$428
Accounts receivable	893		767
Other comprehensive income	(66)	(1)	(14)	—	(81)
Other current assets	5		—
Balance at September 30, 2025	$528	$17	$553	$(751)	$347
Non-current assets:
Property, plant and equipment, net	63		60
Other non-current assets	389		389
Total assets	$1,355		$1,218
Liabilities
Current liabilities:
Accounts payable	$1		$6
Current portion of debt	1		2
Other current liabilities	8		2
Non-current liabilities:
Non-current debt due after one year	296		8
Other non-current liabilities	334		335
Total liabilities	$640		$353

18. Accumulated Other Comprehensive Loss

The tables below summarize the changes in accumulated other comprehensive loss by component for the three months ended June 30,

2025 and 2024:

	Foreign Currency Translation	Cash Flow Hedges	Defined Benefit Pension and Postretirement Plans	Other Reserves(1)	Total(2)
Balance at March 31, 2024	$905	$19	$777	$(751)	$950
Other comprehensive loss (income)	151	(6)	(24)	—	121
Balance at June 30, 2024	$1,056	$13	$753	$(751)	$1,071
Balance at March 31, 2025	$1,306	$13	$511	$(751)	$1,079
Other comprehensive (income) loss	(712)	5	56	—	(651)
Balance at June 30, 2025	$594	$18	$567	$(751)	$428

(1) This relates to a reverse acquisition reserve which arose on the creation of a new parent of the Company prior to the United

Kingdom and Ireland listings.

(2) All amounts are net of tax and noncontrolling interest.

36The tables below summarize the changes in accumulated other comprehensive loss by component for the nine months ended

~~Smurfit~~September 30, ~~Westrock~~2025 ~~plc~~and 2024:

Notes to the Condensed Consolidated Financial Statements (Unaudited)


	Foreign Currency Translation	Cash Flow Hedges	Defined Benefit Pension and Other Postretirement Benefit Plans	Other Reserves(1)	Total(2)
Balance at December 31, 2023	$789	$16	$793	$(751)	$847
Other comprehensive loss (income)	181	(3)	(14)	—	164
Balance at September 30, 2024	$970	$13	$779	$(751)	$1,011

Balance at December 31, 2024	$1,684	$16	$497	$(751)	$1,446
Other comprehensive (income) loss	(1,156)	1	56	—	(1,099)
Balance at September 30, 2025	$528	$17	$553	$(751)	$347

(in millions, except per share data)

18. Accumulated Other Comprehensive Loss - continued

The tables below summarize the changes in accumulated other comprehensive loss by component for the six months ended June 30,

2025 and 2024:

	Foreign Currency Translation	Cash Flow Hedges	Defined Benefit Pension and Postretirement Plans	Other Reserves(1)	Total(2)
Balance at December 31, 2023	$789	$16	$793	$(751)	$847
Other comprehensive loss (income)	267	(3)	(40)	—	224
Balance at June 30, 2024	$1,056	$13	$753	$(751)	$1,071
Balance at December 31, 2024	$1,684	$16	$497	$(751)	$1,446
Other comprehensive (income) loss	(1,090)	2	70	—	(1,018)
Balance at June 30, 2025	$594	$18	$567	$(751)	$428

(1) This relates to a reverse acquisition reserve which arose on the creation of a new parent of the Company prior to the United

Kingdom and Ireland listings.

(2) All amounts are net of tax and noncontrolling interest.

~~A summary of the components of other comprehensive income (loss), including noncontrolling interest, for the three months ended~~ 36

June 30, 2025, and 2024, is as follows:

	Three months ended June 30,
	2025			2024
	Pre-Tax	Tax	Net of Tax	Pre-Tax	Tax	Net of Tax
Foreign currency translation gain (loss)	$712	$—	$712	$(151)	$—	$(151)
Defined benefit pension and other post-retirement benefit plans:
Net actuarial loss arising during period	(14)	4	(10)	—	—	—
Amortization and settlement recognition of net actuarial loss	8	(4)	4	29	(8)	21
Prior service cost arising during period	(5)	1	(4)	—	—	—
Foreign currency (loss) gain - pensions	(46)	—	(46)	3	—	3
Derivatives:
Changes in fair value of cash flow hedges	(5)	—	(5)	6	—	6
Consolidated other comprehensive income (loss)	650	1	651	(113)	(8)	(121)
Less: Other comprehensive (income) loss attributable to noncontrolling interests	—	—	—	—	—	—
Other comprehensive income (loss) attributable to common shareholders	$650	$1	$651	$(113)	$(8)	$(121)

Smurfit Westrock plc

Notes to ~~the~~ Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

~~18. Accumulated~~A ~~Other~~summary ~~Comprehensive~~of ~~Loss~~the -components ~~continued~~of other comprehensive income, including noncontrolling interest, for the three months ended

ASeptember 30, ~~summary of the components of other comprehensive income (loss)~~2025, ~~including~~and ~~noncontrolling interest~~2024, ~~for~~is ~~the~~as ~~six months ended~~ follows:

June 30, 2025, and 2024, is as follows:


	Three months ended September 30,
	2025			2024
	Pre-Tax	Tax	Net of Tax	Pre-Tax	Tax	Net of Tax
Foreign currency translation gain	$66	$—	$66	$86	$—	$86
Defined benefit pension and other postretirement benefit plans:
Amortization and settlement recognition of net actuarial loss	8	(1)	7	9	(1)	8
Amortization of prior service credit	—	—	—	(1)	—	(1)
Foreign currency gain (loss) - pensions	7	—	7	(33)	—	(33)
Changes in fair value of cash flow hedges	1	—	1	—	—	—
Consolidated other comprehensive income	82	(1)	81	61	(1)	60
Other comprehensive income attributable to noncontrolling interests	—	—	—	—	—	—
Other comprehensive income attributable to common shareholders	$82	$(1)	$81	$61	$(1)	$60

	Six months ended June 30,
	2025			2024
	Pre-Tax	Tax	Net of Tax	Pre-Tax	Tax	Net of Tax
Foreign currency translation gain (loss)	$1,090	$—	$1,090	$(267)	$—	$(267)
Defined benefit pension and other post-retirement benefit plans:
Net actuarial loss arising during period	(14)	4	(10)	(1)	—	(1)
Amortization and settlement recognition of net actuarial loss	16	(3)	13	39	(11)	28
Prior service cost arising during period	(5)	1	(4)	—	—	—
Amortization of prior service credit	(1)	—	(1)	—	—	—
Foreign currency (loss) gain - pensions	(68)	—	(68)	13	—	13
Derivatives:
Changes in fair value of cash flow hedges	(2)	—	(2)	3	—	3
Consolidated other comprehensive income (loss)	1,016	2	1,018	(213)	(11)	(224)
Less: Other comprehensive (income) loss attributable to noncontrolling interests	—	—	—	—	—	—
Other comprehensive income (loss) attributable to common shareholders	$1,016	$2	$1,018	$(213)	$(11)	$(224)

A summary of the components of other comprehensive income (loss), including noncontrolling interest, for the nine months ended

~~19. Subsequent~~September 30, ~~Events~~2025, and 2024, is as follows:

Legal Proceedings


	Nine months ended September 30,
	2025			2024
	Pre-Tax	Tax	Net of Tax	Pre-Tax	Tax	Net of Tax
Foreign currency translation gain (loss)	$1,156	$—	$1,156	$(181)	$—	$(181)
Defined benefit pension and other postretirement benefit plans:
Net actuarial loss arising during period	(14)	4	(10)	(1)	—	(1)
Amortization and settlement recognition of net actuarial loss	24	(4)	20	48	(12)	36
Prior service cost arising during period	(5)	1	(4)	—	—	—
Amortization of prior service credit	(1)	—	(1)	(1)	—	(1)
Foreign currency loss - pensions	(61)	—	(61)	(20)	—	(20)
Changes in fair value of cash flow hedges	(1)	—	(1)	3	—	3
Consolidated other comprehensive income (loss)	1,098	1	1,099	(152)	(12)	(164)
Other comprehensive income attributable to noncontrolling interests	—	—	—	—	—	—
Other comprehensive income (loss) attributable to common shareholders	$1,098	$1	$1,099	$(152)	$(12)	$(164)

On20. Subsequent ~~July 29, 2025, Smurfit Westrock plc, Smurfit Kappa North America LLC, WestRock CP, LLC and seven other industry~~ Events

Filing Compare · Smurfit Westrock plc