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AMCOR PLC (Exact Name of Registrant As Specified in Its Charter)

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AMCOR PLC (Exact Name of Registrant As Specified in Its Charter) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2020 or ☐ 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 001-36786 AMCOR PLC (Exact name of registrant as specified in its charter) Jersey 98-1455367 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 83 Tower Road North Warmley, Bristol United Kingdom BS30 8XP (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: +44 117 9753200 Securities registered pursuant to Section 12(b) of the Act: Name of each exchange Title of each class Trading symbol(s) on which registered Ordinary Shares, par value $0.01 per share AMCR The New York Stock Exchange 1.125% Guaranteed Senior Notes Due 2027 AUKF/27 The New York Stock Exchange Securities registered pursuant to section 12(g) of the Act: None Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☒ No ☐ Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒ 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. (Check one): Large Accelerated Filer ☒ Smaller Reporting Company ☐ Accelerated Filer ☐ Emerging Growth Company ☐ Non-Accelerated Filer ☐ 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 has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒ The aggregate market value of the ordinary shares held by non-affiliates of the registrant, computed by reference to the closing price of such shares as of the last business day of the registrant’s most recently completed second quarter, was $17.4 billion As of August 25, 2020, the Registrant had 1,568,481,519 shares issued and outstanding. DOCUMENTS INCORPORATED BY REFERENCE Certain information required for Part III of this Annual Report on Form 10-K is incorporated by reference to the Amcor plc definitive Proxy Statement for its 2020 Annual Shareholder Meeting, which will be filed with the Securities and Exchange Commission pursuant to Regulation 14A of the Securities Exchange Act of 1934, as amended, within 120 days of Amcor plc’s fiscal year end. Amcor plc Annual Report on Form 10-K Table of Contents Part I Item 1. Business 6 Item 1A. Risk Factors 10 Item 1B. Unresolved Staff Comments 20 Item 2. Properties 20 Item 3. Legal Proceedings 20 Item 4. Mine Safety Disclosures 20 Part II Item 5. Market For Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities 21 Item 6. Selected Financial Data 23 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 24 Item 7A. Quantitative and Qualitative Disclosures About Market Risk 41 Item 8. Financial Statements and Supplementary Data 44 Reports of Independent Registered Public Accounting Firms 44 Consolidated Statement of Income 48 Consolidated Statement of Comprehensive Income 49 Consolidated Balance Sheet 50 Consolidated Statement of Cash Flows 51 Consolidated Statement of Equity 52 Notes to Consolidated Financial Statements 53 Item 9. Changes In and Disagreements With Accountants on Accounting and Financial Disclosure 113 Item 9A. Controls and Procedures 113 Item 9B. Other Information 114 Part III Item 10. Directors, Executive Officers and Corporate Governance 114 Item 11. Executive Compensation 115 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters 115 Item 13. Certain Relationships and Related Transactions, and Director Independence 115 Item 14. Principal Accountant Fees and Services 115 Part IV Item 15. Exhibits and Financial Statement Schedules 116 Exhibit Index 116 Item 16. Form 10-K Summary (optional) 120 Signatures 121 3 Forward-Looking Statements Unless otherwise indicated, references to "Amcor," the "Company," "we," "our," and "us" in this Annual Report on Form 10-K refer to Amcor plc and its consolidated subsidiaries. This Annual Report on Form 10-K contains certain statements that are "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements are generally identified with words like "believe," "expect," "target", "project", "may," "could," "would," "approximately," "possible," "will," "should," "expect," "intend," "plan," "anticipate," "estimate," "potential," "outlook" or "continue," the negative of these words, other terms of similar meaning or the use of future dates. Such statements are based on the current expectations of the management of Amcor and are qualified by the inherent risks and uncertainties surrounding future expectations generally. Actual results could differ materially from those currently anticipated due to a number of risks and uncertainties. None of Amcor or any of its respective directors, executive officers or advisors, provide any representation, assurance or guarantee that the occurrence of the events expressed or implied in any forward-looking statements will actually occur. Risks and uncertainties that could cause actual results to differ from expectations include, but are not limited to: • The continued financial and operational impacts of the 2019 Novel Coronavirus ("COVID-19") pandemic on Amcor and its customers, suppliers, employees and the geographic markets in which it and its customers operate (see Part II, "Item 1A. - Risk Factors" for more information about the risks to the Company due to COVID-19); • changes in consumer demand patterns and customer requirements in numerous industries; • the loss of key customers, a reduction in their production requirements or consolidation among key customers; • significant competition in the industries and regions in which we operate; • the failure to successfully integrate acquisitions in the expected time frame; • the inability to expand our current business effectively through either organic growth, including by product innovation, or acquisitions; • challenges to or the loss of our intellectual property rights; • challenging current and future global economic conditions; • impact of operating internationally; • price fluctuations or shortages in the availability of raw materials, energy and other inputs, which could adversely affect our business; • production, supply and other commercial risks, including counterparty credit risks, which may be exacerbated in times of economic downturn; • a failure in our information technology systems; • an inability to attract and retain key personnel; • costs and liabilities related to current and future environmental and health and safety laws and regulations; • labor disputes; • the possibility that the phase out of the London Interbank Offered Rate ("LIBOR") causes our interest expense to increase; • foreign exchange rate risk; • an increase in interest rates; • a downgrade in our credit rating that could increase our borrowing costs and negatively affect our financial condition and results of operations; • a failure to hedge effectively against adverse fluctuations in interest rates and foreign exchange rates; • a significant write-down of goodwill and/or other intangible assets; • our need to maintain an effective system of internal control over financial reporting in the future; • an inability of our insurance policies, including our use of a captive insurance company, to provide adequate protection against all of the risks we face; • litigation or regulatory developments; • changing government regulations in environmental, health, and safety matters; and • our ability to develop and successfully introduce new products and to develop, acquire and retain intellectual property rights. Additional factors that could cause
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