UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 15, 2024 |
ACCO Brands Corporation
(Exact name of Registrant as Specified in Its Charter)
Delaware |
001-08454 |
36-2704017 |
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(State or Other Jurisdiction |
(Commission File Number) |
(IRS Employer |
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Four Corporate Drive |
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Lake Zurich, Illinois |
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60047 |
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(Address of Principal Executive Offices) |
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(Zip Code) |
Registrant’s Telephone Number, Including Area Code: (847) 541-9500 |
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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Common Stock, par value $0.01 per share |
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ACCO |
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New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
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. ☐
Item 2.02 Results of Operations and Financial Condition.
As previously disclosed, on January 24, 2024, ACCO Brands Corporation (the "Company") announced that it would operate and report under two business segments effective January 1, 2024. The two business segments will be ACCO Brands Americas ("Americas") and ACCO Brands International ("International"). The Americas business segment includes the U.S., Canada, Brazil, Mexico and Chile. The International business segment includes EMEA, Australia, New Zealand, and Asia.
This Form 8-K is being filed in order to assist investors in making comparisons of business segment information the Company reports in the future with historical business segment financial information for the years ended December 31, 2023 and 2022, including all interim periods. The accompanying Supplemental Business Segment Information and Reconciliation (Unaudited) furnished as Exhibit 99.1 hereto reflects the new business segment structure and includes any reclassifications to conform to previously reported annual and quarterly financial information for the years ended December 31, 2023 and 2022.
The information included or incorporated by reference in this Current Report on Form 8-K under this Item 2.02 is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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Supplemental Business Segment Information and Reconciliation (Unaudited). |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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ACCO Brands Corporation |
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Date: |
March 15, 2024 |
By: |
/s/ Deborah A. O'Connor |
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Name: Deborah A. O'Connor |
Exhibit 99.1
Supplemental Business Segment Information and Reconciliation (Unaudited)
About Non-GAAP Financial Measures
We use our non-GAAP financial measures both to explain our results to stockholders and the investment community and in the internal evaluation and management of our business. We believe our non-GAAP financial measures provide management and investors with a more complete understanding of our underlying operational results and trends, facilitate meaningful period-to-period comparisons and enhance an overall understanding of our past and future financial performance.
Our non-GAAP financial measures exclude certain items that may have a material impact upon our reported financial results such as restructuring charges, the impact of foreign currency exchange rate fluctuations, unusual tax items, goodwill impairment charges, and other non-recurring items that we consider to be outside of our core operations. These measures should not be considered in isolation or as a substitute for, or superior to, the directly comparable GAAP financial measures and should be read in connection with the Company’s financial statements presented in accordance with GAAP.
ACCO Brands Corporation and Subsidiaries
Supplemental Business Segment Information and Reconciliation (Unaudited)
(In millions)
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2023 |
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2022 |
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Changes |
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Adjusted |
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Adjusted |
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Reported |
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Adjusted |
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Operating |
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Reported |
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Adjusted |
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Operating |
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Adjusted |
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Adjusted |
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Operating |
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Operating |
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Income |
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Operating |
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Operating |
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Income |
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Operating |
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Operating |
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Adjusted |
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Reported |
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Income |
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Adjusted |
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Income |
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(Loss) |
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Reported |
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Income |
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Adjusted |
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Income |
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(Loss) |
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Net Sales |
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Net Sales |
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Income |
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Income |
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Margin |
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Net Sales |
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(Loss) |
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Items |
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(Loss) - (A) |
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Margin - (A) |
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Net Sales |
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(Loss) |
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Items |
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(Loss) - (A) |
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Margin - (A) |
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$ |
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% |
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(Loss) $ |
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(Loss) % |
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Points |
Q1: |
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ACCO Brands Americas |
$230.0 |
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$12.3 |
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$6.4 |
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$18.7 |
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8.1% |
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$244.4 |
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$15.3 |
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$6.6 |
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$21.9 |
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9.0% |
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$(14.4) |
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(5.9)% |
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$(3.2) |
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(14.6)% |
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(90) |
ACCO Brands International |
172.6 |
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9.7 |
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7.8 |
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17.5 |
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10.1% |
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197.2 |
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8.4 |
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4.8 |
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13.2 |
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6.7% |
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(24.6) |
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(12.5)% |
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4.3 |
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32.6% |
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340 |
Corporate |
— |
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(11.9) |
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— |
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(11.9) |
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— |
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(16.9) |
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4.4 |
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(12.5) |
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— |
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0.6 |
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Total |
$402.6 |
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$10.1 |
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$14.2 |
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$24.3 |
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6.0% |
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$441.6 |
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$6.8 |
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$15.8 |
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$22.6 |
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5.1% |
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$(39.0) |
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(8.8)% |
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$1.7 |
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7.5% |
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90 |
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Q2: |
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ACCO Brands Americas |
$336.4 |
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$60.4 |
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$6.4 |
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$66.8 |
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19.9% |
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$345.6 |
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$54.4 |
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$7.6 |
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$62.0 |
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17.9% |
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$(9.2) |
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(2.7)% |
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$4.8 |
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7.7% |
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200 |
ACCO Brands International |
157.2 |
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7.1 |
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4.6 |
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11.7 |
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7.4% |
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175.4 |
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1.1 |
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4.8 |
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5.9 |
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3.4% |
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(18.2) |
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(10.4)% |
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5.8 |
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98.3% |
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400 |
Corporate |
— |
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(12.3) |
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— |
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(12.3) |
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— |
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(0.1) |
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(9.7) |
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(9.8) |
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(2.5) |
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Total |
$493.6 |
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$55.2 |
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$11.0 |
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$66.2 |
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13.4% |
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$521.0 |
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$55.4 |
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$2.7 |
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$58.1 |
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11.2% |
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$(27.4) |
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(5.3)% |
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$8.1 |
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13.9% |
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220 |
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Q3: |
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ACCO Brands Americas |
$284.4 |
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$33.8 |
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$6.2 |
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$40.0 |
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14.1% |
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$311.7 |
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$(67.0) |
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$105.2 |
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$38.2 |
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12.3% |
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$(27.3) |
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(8.8)% |
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$1.8 |
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4.7% |
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180 |
ACCO Brands International |
163.6 |
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9.4 |
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7.6 |
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17.0 |
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10.4% |
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173.9 |
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10.8 |
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3.4 |
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14.2 |
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8.2% |
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(10.3) |
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(5.9)% |
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2.8 |
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19.7% |
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220 |
Corporate |
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(11.0) |
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(11.0) |
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— |
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(6.8) |
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(2.8) |
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(9.6) |
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(1.4) |
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Total |
$448.0 |
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$32.2 |
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$13.8 |
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$46.0 |
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10.3% |
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$485.6 |
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$(63.0) |
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$105.8 |
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$42.8 |
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8.8% |
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$(37.6) |
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(7.7)% |
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$3.2 |
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7.5% |
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150 |
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Q4: |
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ACCO Brands Americas |
$284.9 |
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$(62.6) |
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$112.2 |
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$49.6 |
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17.4% |
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$298.7 |
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$26.0 |
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$10.5 |
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$36.5 |
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12.2% |
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$(13.8) |
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(4.6)% |
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$13.1 |
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35.9% |
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520 |
ACCO Brands International |
203.7 |
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23.4 |
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8.3 |
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31.7 |
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15.6% |
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200.7 |
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18.3 |
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6.6 |
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24.9 |
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12.4% |
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3.0 |
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1.5% |
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6.8 |
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27.3% |
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320 |
Corporate |
— |
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(13.6) |
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0.6 |
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(13.0) |
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— |
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(8.7) |
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(0.4) |
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(9.1) |
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— |
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(3.9) |
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Total |
$488.6 |
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$(52.8) |
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$121.1 |
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$68.3 |
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14.0% |
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$499.4 |
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$35.6 |
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$16.7 |
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$52.3 |
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10.5% |
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$(10.8) |
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(2.2)% |
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$16.0 |
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30.6% |
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350 |
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YTD: |
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ACCO Brands Americas |
$1,135.7 |
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$43.9 |
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$131.2 |
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$175.1 |
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15.4% |
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$1,200.4 |
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$28.7 |
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$129.9 |
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$158.6 |
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13.2% |
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$(64.7) |
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(5.4)% |
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$16.5 |
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10.4% |
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220 |
ACCO Brands International |
697.1 |
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49.6 |
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28.3 |
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77.9 |
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11.2% |
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747.2 |
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38.6 |
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19.6 |
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58.2 |
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7.8% |
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(50.1) |
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(6.7)% |
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19.7 |
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33.8% |
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340 |
Corporate |
— |
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(48.8) |
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0.6 |
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(48.2) |
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— |
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(32.5) |
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(8.5) |
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(41.0) |
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— |
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(7.2) |
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Total |
$1,832.8 |
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$44.7 |
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$160.1 |
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$204.8 |
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11.2% |
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$1,947.6 |
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$34.8 |
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$141.0 |
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$175.8 |
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9.0% |
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$(114.8) |
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(5.9)% |
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$29.0 |
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16.5% |
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220 |
(A) Adjusted Operating Income (Loss)/Margin: Represents operating income (loss), excluding restructuring and goodwill impairment charges, the amortization of intangibles, the change in fair value of contingent consideration and non-recurring items. We believe these adjusted non-GAAP financial measures are useful to investors and management because they reflect our underlying operating performance before items that we consider to be outside our core operations and facilitate meaningful period-to-period comparisons. Senior management’s incentive compensation is derived, in part, using adjusted operating income (loss).