Form 10-Q - Quarterly report [Sections 13 or 15(d)]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

________________

FORM 10-Q

________________


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

For the Quarterly Period Ended June 30, 2024


☐			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 001-40718

________________

SYLVAMO CORPORATION

(Exact Name of Registrant as Specified in its Charter)

________________


Delaware			86-2596371
(State or Other Jurisdiction of Incorporation or Organization)			(I.R.S. Employer Identification No.)


6077 Primacy Parkway Memphis, Tennessee			38119
(Address of Principal Executive Offices)			(Zip Code)

901-519-8000

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former name, former address and 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
Common Stock, par value $1.00 per share	SLVM	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 (paragraph 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, 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 ☒

The number of shares outstanding of the registrant’s common stock, par value $1.00 per share, as of August 2, 2024 was 41,001,335.

INDEX


		PAGE NO.
	PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements
	Condensed Consolidated Statements of Operations - Three Months and Six Months Ended June 3 0 , 2024 and 2023	1
	Condensed Consolidated Statements of Comprehensive Income (Loss) - Three Months and Six Months Ended June 30 , 2024 and 2023	2
	Condensed Consolidated Balance Sheets - June 30 , 2024 and December 31, 2023	3
	Condensed Consolidated Statements of Cash Flows - Six Months Ended June 30 , 2024 and 2023	4
	Notes to Condensed Consolidated Financial Statements	5
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	18
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	25
Item 4.	Controls and Procedures	25
	PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	26
Item 1A.	Risk Factors	26
Item 2.	Purchases of Equity Securities by the Issuer and Affiliated Purchasers	26
Item 6.	Exhibits	27
Signatures		28

ITEM 1. FINANCIAL STATEMENTS

SYLVAMO CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(In millions, except per share amounts)


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
NET SALES	$	933	$	919	$	1,838	$	1,860
COSTS AND EXPENSES
Cost of products sold (exclusive of depreciation, amortization and cost of timber harvested shown separately below)	684		721		1,400		1,390
Selling and administrative expenses	82		76		156		159
Depreciation, amortization and cost of timber harvested	37		34		76		69
Taxes other than payroll and income taxes	8		6		15		12
Interest (income) expense, net	9		12		18		19
INCOME BEFORE INCOME TAXES	113		70		173		211
Income tax provision	30		21		47		65
NET INCOME	$	83	$	49	$	126	$	146
EARNINGS PER SHARE
Basic	$	2.02	$	1.16	$	3.06	$	3.44
Diluted	$	1.98	$	1.14	$	3.00	$	3.40

The accompanying notes are an integral part of these condensed consolidated financial statements.

SYLVAMO CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Unaudited)

(In millions)


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
NET INCOME	$	83	$	49	$	126	$	146
OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAXES
Defined Benefit Pension and Postretirement Adjustments:
Amortization of pension and postretirement loss (less taxes of $0, $0, $0 and $0)	—		—		—		—
Change in cumulative foreign currency translation adjustment	(98)		45		(136)		86
Net gains/losses on cash flow hedging derivatives:
Net gains (losses) arising during the period (less taxes of $2, $9, $2 and $9)	(4)		22		—		18
Reclassification adjustment for (gains) losses included in net earnings (less taxes of $1, $4, $2 and $6)	(2)		(10)		(5)		(14)
TOTAL OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAXES	(104)		57		(141)		90
COMPREHENSIVE INCOME (LOSS)	$	(21)	$	106	$	(15)	$	236

The accompanying notes are an integral part of these condensed consolidated financial statements.

SYLVAMO CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(In millions)


	June 30, 2024		December 31, 2023
	(unaudited)
ASSETS
Current Assets
Cash and temporary investments	$	145	$	220
Restricted cash	60		60
Accounts and notes receivable, net	411		428
Contract assets	32		27
Inventories	412		404
Other current assets	40		54
Total Current Assets	1,100		1,193
Plants, Properties and Equipment, net	955		1,002
Forestlands	346		364
Goodwill	121		139
Right of Use Assets	59		58
Deferred Charges and Other Assets	110		116
TOTAL ASSETS	$	2,691	$	2,872
LIABILITIES AND EQUITY
Current Liabilities
Accounts payable	$	389	$	421
Notes payable and current maturities of long-term debt	28		28
Accrued payroll and benefits	65		63
Other current liabilities	172		183
Total Current Liabilities	654		695
Long-Term Debt	894		931
Deferred Income Taxes	162		189
Other Liabilities	151		156
Commitments and Contingent Liabilities (Note 12)
Equity
Common stock $1 par value, 200.0 shares authorized, 44.9 shares and 44.5 shares issued and 41.0 shares and 41.2 shares outstanding at June 30, 2024 and December 31, 2023, respectively	45		45
Paid-in capital	60		48
Retained earnings	2,317		2,222
Accumulated other comprehensive loss	(1,397)		(1,256)
	1,025		1,059
Less: Common stock held in treasury, at cost, 3.9 shares and 3.3 shares at June 30, 2024 and December 31, 2023, respectively	(195)		(158)
Total Equity	830		901
TOTAL LIABILITIES AND EQUITY	$	2,691	$	2,872

The accompanying notes are an integral part of these condensed consolidated financial statements.

SYLVAMO CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(In millions)


	Six Months Ended June 30,
	2024		2023
OPERATING ACTIVITIES
Net income	$	126	$	146
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation, amortization, and cost of timber harvested	76		69
Deferred income tax provision (benefit), net	—		4
Stock-based compensation	12		15
Changes in operating assets and liabilities and other:
Accounts and notes receivable	(7)		91
Inventories	(20)		(60)
Accounts payable and accrued liabilities	(26)		(147)
Other	(19)		22
CASH PROVIDED BY OPERATING ACTIVITIES	142		140
INVESTMENT ACTIVITIES
Invested in capital projects	(113)		(105)
Acquisition of business, net of cash acquired	—		(167)
CASH PROVIDED BY (USED FOR) INVESTMENT ACTIVITIES	(113)		(272)
FINANCING ACTIVITIES
Dividends paid	(25)		(21)
Issuance of debt	16		437
Reduction of debt	(54)		(443)
Repurchases of common stock	(30)		(40)
Other	(2)		(6)
CASH PROVIDED BY (USED FOR) FINANCING ACTIVITIES	(95)		(73)
Effect of Exchange Rate Changes on Cash	(9)		9
Change in Cash, Temporary Investments and Restricted Cash	(75)		(196)
Cash, Temporary Investments and Restricted Cash
Beginning of the period	280		360
End of the period	$	205	$	164

The accompanying notes are an integral part of these condensed consolidated financial statements.

SYLVAMO CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States and in accordance with the instructions to Form 10-Q and, in the opinion of management, include all adjustments that are necessary for the fair presentation of Sylvamo Corporation’s ("Sylvamo's", "the Company’s" or "our") financial position, results of operations, and cash flows for the interim periods presented. Except as disclosed herein, such adjustments are of a normal, recurring nature. Results for the first six months of the year may not necessarily be indicative of full year results due to factors such as the Company’s planned maintenance outage schedule at its mills. All intercompany transactions have been eliminated. You should read these condensed consolidated financial statements in conjunction with the audited financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 (the "Annual Report" or “2023 Form 10-K”), which have previously been filed with the Securities and Exchange Commission. These consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States that require the use of management’s estimates. Actual results could differ from management’s estimates.

NOTE 2 SIGNIFICANT ACCOUNTING POLICIES

Our significant accounting policies are described in Note 2 Significant Accounting Policies to the audited consolidated financial statements included in our 2023 Form 10-K. There have been no material changes to the significant accounting policies for the six months ended June 30, 2024.

Recently Issued Accounting Pronouncements Not Yet Adopted

Income Taxes

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures.” This guidance requires a public entity to disclose in their rate reconciliation table additional categories of information about federal, state and foreign income taxes and to provide more details about the reconciling items in some categories if the items meet a quantitative threshold. The guidance also requires all entities to disclose annually income taxes paid (net of refunds received) disaggregated by federal (national), state and foreign taxes and to disaggregate the information by jurisdiction based on a quantitative threshold. This guidance is effective for annual periods beginning after December 15, 2024. Early adoption is permitted and this guidance should be applied prospectively but there is the option to apply it retrospectively. The Company plans to adopt the provisions of this guidance in conjunction with our Form 10-K for the annual period ending December 31, 2025.

Segment Reporting

In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures.” This guidance requires a public entity to disclose for each reportable segment, on an interim and annual basis, the significant expense categories and amounts that are regularly provided to the chief operating decision-maker (“CODM”) and included in each reported measure of a segment’s profit or loss. Additionally, it requires a public entity to disclose the title and position of the individual or the name of the group or committee identified as the CODM. This guidance is effective for fiscal years beginning after December 31, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted and the guidance should be applied retrospectively to all periods presented in the financial statements, unless it is impracticable. The Company plans to adopt the provisions of this guidance in conjunction with our Form 10-K for the period ending December 31, 2024.

NOTE 3 REVENUE RECOGNITION

External Net Sales by Product

External net sales by major products were as follows by business segment:


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2024		2023		2024		2023
Europe
Uncoated Papers	$	180	$	192	$	366	$	395
Market Pulp	25		18		46		45
Europe	205		210		412		440
Latin America
Uncoated Papers	220		215		416		401
Market Pulp	15		20		27		40
Latin America	235		235		443		441
North America
Uncoated Papers	474		463		945		949
Market Pulp	19		11		38		30
North America	493		474		983		979
Total	$	933	$	919	$	1,838	$	1,860

Revenue Contract Balances

A contract asset is created when the Company recognizes revenue on its customized products for which we have an enforceable right to payment.

A contract liability is created when customers prepay for goods prior to the Company transferring those goods to the customer. The contract liability is reduced when control of the goods is transferred to the customer, satisfying our performance obligation. Contract liabilities of $2 million and $8 million are included in “Other current liabilities” as of June 30, 2024 and December 31, 2023, respectively.

The difference between the opening and closing balances of the Company’s contract assets and contract liabilities primarily results from the difference between the price and quantity at comparable points in time for goods which we have an unconditional right to payment or receive pre-payment from the customer, respectively.

NOTE 4 EQUITY

A summary of changes in equity for the three and six months ended June 30, 2024 and 2023 is provided below:


Three Months Ended June 30, 2024
In millions	Shares	Common Stock		Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Common Stock Held In Treasury, At Cost		Total Equity
Balance, March 31, 2024	45	$	45	$	54	$	2,253	$	(1,293)	$	(170)	$	889
Stock-based employee compensation	—	—		6		—		—		—		6
Share repurchases	—	—		—		—		—		(25)		(25)
Dividends ($0.45 per share)	—	—		—		(19)		—		—		(19)
Comprehensive income (loss)	—	—		—		83		(104)		—		(21)
Balance, June 30, 2024	45	$	45	$	60	$	2,317	$	(1,397)	$	(195)	$	830


Six Months Ended June 30, 2024
In millions	Shares	Common Stock		Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Common Stock Held In Treasury, At Cost		Total Equity
Balance, December 31, 2023	45	$	45	$	48	$	2,222	$	(1,256)	$	(158)	$	901
Stock-based employee compensation	—	—		12		—		—		(7)		5
Share repurchases	—	—		—		—		—		(30)		(30)
Dividends ($0.75 per share)	—	—		—		(31)		—		—		(31)
Comprehensive income (loss)	—	—		—		126		(141)		—		(15)
Balance, June 30, 2024	45	$	45	$	60	$	2,317	$	(1,397)	$	(195)	$	830


Three Months Ended June 30, 2023
In millions	Shares	Common Stock		Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Common Stock Held In Treasury, At Cost		Total Equity
Balance, March 31, 2023	44	$	44	$	32	$	2,116	$	(1,305)	$	(97)	$	790
Stock-based employee compensation	—	1		7		—		—		—		8
Share repurchases	—	—		—		—		—		(30)		(30)
Dividends ($0.25 per share)	—	—		—		(12)		—		—		(12)
Comprehensive income (loss)	—	—		—		49		57		—		106
Balance, June 30, 2023	44	$	45	$	39	$	2,153	$	(1,248)	$	(127)	$	862


Six Months Ended June 30, 2023
In millions	Shares	Common Stock		Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Common Stock Held In Treasury, At Cost		Total Equity
Balance, December 31, 2022	44	$	44	$	25	$	2,029	$	(1,338)	$	(82)	$	678
Stock-based employee compensation	—	1		14		—		—		(5)		10
Share repurchases	—	—		—		—		—		(40)		(40)
Dividends ($0.50 per share)	—	—		—		(22)		—		—		(22)
Comprehensive income (loss)	—	—		—		146		90		—		236
Balance, June 30, 2023	44	$	45	$	39	$	2,153	$	(1,248)	$	(127)	$	862

NOTE 5 OTHER COMPREHENSIVE INCOME

The following table presents the changes in Accumulated Other Comprehensive Income (Loss) (“AOCI”), net of taxes, reported in the condensed consolidated financial statements:


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2024		2023		2024		2023
Defined Benefit Pension and Postretirement Adjustments
Balance at beginning of period	$	(77)	$	(76)	$	(77)	$	(76)
Amounts reclassified from accumulated other comprehensive income	—		—		—		—
Balance at end of period	(77)		(76)		(77)		(76)
Change in Cumulative Foreign Currency Translation Adjustments
Balance at beginning of period	(1,235)		(1,247)		(1,197)		(1,288)
Other comprehensive income (loss) before reclassifications	(98)		45		(136)		86
Balance at end of period	(1,333)		(1,202)		(1,333)		(1,202)
Net Gains and Losses on Cash Flow Hedging Derivatives
Balance at beginning of period	19		18		18		26
Other comprehensive income (loss) before reclassifications	(4)		22		—		18
Amounts reclassified from accumulated other comprehensive income	(2)		(10)		(5)		(14)
Balance at end of period	13		30		13		30
Total Accumulated Other Comprehensive Income (Loss) at End of Period	$	(1,397)	$	(1,248)	$	(1,397)	$	(1,248)

NOTE 6 EARNINGS PER SHARE

Basic earnings per share is computed by dividing net income by the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share is computed by dividing net income by the weighted-average number of shares of common stock outstanding during the period, increased to include the number of shares of common stock that would have been outstanding had potentially dilutive shares of common stock been issued. The dilutive effect of restricted stock units is reflected in diluted earnings per share by applying the treasury stock method.

There are no adjustments required to be made to net income for purposes of computing basic and diluted earnings per share.

Basic and diluted earnings per share are calculated as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
In millions, except per share amounts	2024		2023		2024		2023
Net income	$	83	$	49	$	126	$	146
Weighted average common shares outstanding	41.1		42.4		41.2		42.4
Effect of dilutive securities	0.8		0.4		0.8		0.6
Weighted average common shares outstanding - assuming dilution	41.9		42.8		42.0		43.0
Earnings per share - basic	$	2.02	$	1.16	$	3.06	$	3.44
Earnings per share - diluted	$	1.98	$	1.14	$	3.00	$	3.40
Anti-dilutive shares (a)	0.4		0.4		0.4		0.3

(a) Common stock related to service-based restricted stock units and performance-based restricted stock units were outstanding but excluded from the computation of diluted earnings per share because their effect would be anti-dilutive under the treasury stock method or because the shares were subject to performance conditions that had not been met.

NOTE 7 ACQUISITIONS

On January 2, 2023, the Company completed the acquisition of Stora Enso’s uncoated freesheet paper mill in Nymölla, Sweden, for €157 million (approximately $167 million) after post-close working capital adjustments. The integrated mill has the capacity to produce approximately 500,000 short tons of uncoated freesheet on two paper machines.

Sylvamo accounted for the acquisition under ASC 805, “Business Combinations” and the Nymölla mill’s results of operations are included in Sylvamo’s consolidated financial statements from the date of acquisition.

The following table summarizes the final allocation of the purchase price to the fair value assigned to assets and liabilities acquired as of January 2, 2023:


In millions
Accounts receivable	$	63
Inventory	67
Plants, properties and equipment	115
Other assets	2
Total assets acquired	247
Accounts payable	51
Other liabilities	29
Total liabilities assumed	80
Net assets acquired	$	167

In connection with the allocation of fair value, inventories were written up by $9 million to their estimated fair value. During the first quarter of 2023, $9 million before taxes ($7 million after taxes) was expensed related to the impact of the step-up of acquired Nymölla inventory sold during the quarter.

NOTE 8 SUPPLEMENTARY FINANCIAL STATEMENT INFORMATION

Temporary Investments

Temporary investments with an original maturity of three months or less and money market funds with greater than three-month maturities but with the right to redeem without notice are treated as cash equivalents and are stated at cost. Temporary investments totaled $68 million and $109 million at June 30, 2024 and December 31, 2023, respectively.

Restricted Cash

Restricted cash of $60 million as of June 30, 2024 and December 31, 2023 represents funds held in escrow related to the Brazil Tax Dispute. See Note 13 Long-Term Debt for further details.

The following table provides a reconciliation of cash, temporary investments and restricted cash in the condensed consolidated balance sheets to total cash, temporary investments and restricted cash in the condensed consolidated statements of cash flows:


In millions	June 30, 2024		December 31, 2023
Cash and temporary investments	$	145	$	220
Restricted cash	60		60
Total cash, temporary investments and restricted cash in the statements of cash flows	$	205	$	280

Accounts and Notes Receivable

Accounts and notes receivable, net, by classification were:


In millions	June 30, 2024		December 31, 2023
Accounts and notes receivable:
Trade	$	387	$	404
Notes and other	24		24
Total	$	411	$	428

The allowance for expected credit losses was $27 million and $25 million at June 30, 2024 and December 31, 2023, respectively. Based on the Company’s accounting estimates and the facts and circumstances available as of the reporting date, we believe our allowance for expected credit losses is adequate.

Inventories


In millions	June 30, 2024		December 31, 2023
Raw materials	$	61	$	60
Finished paper and pulp products	225		213
Operating supplies	103		109
Other	23		22
Total	$	412	$	404

Plants, Properties and Equipment, Net

Accumulated depreciation was $3.7 billion and $3.8 billion at June 30, 2024 and December 31, 2023, respectively. Depreciation expense was $31 million and $28 million for the three months and $64 million and $58 million for the six months ended June 30, 2024 and 2023, respectively.

Non-cash additions to plants, property and equipment included within accounts payable were $9 million and $17 million each at June 30, 2024 and December 31, 2023.

Forestlands

Non-cash additions to Forestlands included within accounts payable were $10 million at June 30, 2024. There were no non-cash additions to Forestlands included within accounts payable as of December 31, 2023.

Other Liabilities and Costs

During the three months ended September 30, 2023, the Company recorded approximately $13 million before taxes ($10 million after taxes) of severance costs related to a planned reduction in our salaried workforce. These severance liabilities were recorded in Other current liabilities in our condensed consolidated balance sheet. As of June 30, 2024, the reserve totaled approximately $6 million which will be paid in cash over the remainder of 2024.

Interest

Interest payments of $31 million and $37 million were made during the six months ended June 30, 2024 and 2023, respectively.

Amounts related to interest were as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2024		2023		2024		2023
Interest expense (a)	$	13	$	15	$	27	$	34
Interest income (b)	(3)		(2)		(7)		(13)
Capitalized interest cost	(1)		(1)		(2)		(2)
Total	$	9	$	12	$	18	$	19

(a) Interest expense for the six months ended June 30, 2023 includes $5 million of debt extinguishment cost related to the tender offer for our 7.00% 2029 Senior Notes.

(b) Interest income for the six months ended June 30, 2023 includes $9 million of interest income related to tax settlements.

ASSET RETIREMENT OBLIGATIONS

As of June 30, 2024 and December 31, 2023, we have recorded liabilities of $28 million and $27 million related to asset retirement obligations. These amounts are included in “Other liabilities.”

NOTE 9 LEASES

The Company leases various real estate, including certain operating facilities, warehouses, office space and land. The Company also leases material handling equipment, vehicles and certain other equipment. The Company’s leases have a remaining lease term of up to 15 years. Total lease cost was $14 million and $16 million for the three months and $28 million and $33 million for the six months ended June 30, 2024 and 2023, respectively.

Supplemental Balance Sheet Information Related to Leases


In millions	Classification	June 30, 2024		December 31, 2023
Assets
Operating lease assets	Right of use assets	$	59	$	58
Finance lease assets	Plants, properties, and equipment, net (a)	21		22
Total leased assets		$	80	$	80
Liabilities
Current
Operating	Other current liabilities	$	19	$	18
Finance	Notes payable and current maturities of long-term debt	2		2
Noncurrent
Operating	Other Liabilities	47		46
Finance	Long-term debt	12		14
Total lease liabilities		$	80	$	80

(a)Finance leases are recorded net of accumulated amortization of $17 million and $16 million as of June 30, 2024 and December 31, 2023, respectively.

NOTE 10 GOODWILL

The following table presents changes in the goodwill balance as allocated to each business segment for the six months ended June 30, 2024:


In millions	Europe		Latin America		North America		Total
Balance as of December 31, 2023
Goodwill	$	11	$	129	$	—	$	140
Accumulated impairment losses	(1)		—		—		(1)
	$	10	$	129	$	—	$	139
Currency translation and other	—		(17)		—		(17)
Balance as of June 30, 2024
Goodwill	10		112		—		122
Accumulated impairment losses	(1)		—		—		(1)
Total	$	9	$	112	$	—	$	121

NOTE 11 INCOME TAXES

An income tax provision of $30 million and $47 million was recorded for the three and six months ended June 30, 2024, and the reported effective income tax rate was 27% and 27% respectively. An income tax provision of $21 million and $65 million was recorded for the three and six months ended June 30, 2023, and the reported effective income tax rate was 30% and 31%, respectively.

The Brazilian Federal Revenue Service has challenged the deductibility of goodwill amortization generated in a 2007 acquisition by International Paper do Brasil Ltda., now named Sylvamo do Brasil Ltda. (“Sylvamo Brasil”), a wholly-owned subsidiary of the Company (the “Brazil Tax Dispute”). Sylvamo Brasil received assessments for the tax years 2007-2015 totaling approximately $105 million in tax, and $249 million in interest, penalties and fees as of June 30, 2024 (adjusted for variation in currency exchange rates and recent law change pursuant to which the Brazil tax authority agreed to cancel a portion of the interest, penalties, and fees). International Paper challenged and is managing the litigation of this matter pursuant to the Tax Matters Agreement between us and International Paper. After a previous favorable ruling challenging the basis for these assessments, there were subsequent unfavorable decisions from the Brazilian Administrative Council of Tax Appeals. On behalf of Sylvamo Brasil, International Paper has appealed and at present, has advised us that it intends to further appeal these and any future unfavorable administrative judgments to the Brazilian federal courts; however, this tax litigation matter may take many years to resolve. The Company believes that the transaction underlying these assessments was appropriately evaluated, and that the Company’s tax position would be sustained, based on Brazilian tax law.

Pursuant to the terms of the Tax Matters Agreement, International Paper will pay 60%, and Sylvamo will pay 40% on up to $300 million of any assessment related to this matter, and International Paper will pay all amounts of the assessment over $300 million. Also in connection with this agreement, all decisions concerning the conduct of the litigation related to this matter, including settlement strategy, pursuit and abandonment, will continue to be made by International Paper, which is vigorously defending Sylvamo Brasil’s historic tax position against the current assessments and any similar assessments that may be issued for tax years subsequent to 2015.

NOTE 12 COMMITMENTS AND CONTINGENT LIABILITIES

Environmental and Legal Proceedings

The Company is subject to environmental and legal proceedings in the countries in which we operate. Accruals for contingent liabilities, such as environmental remediation costs, are recorded in the consolidated financial statements when it is probable that a liability has been incurred or an asset impaired and the amount of the loss can be reasonably estimated. The Company has estimated some probable liability associated with environmental remediation matters that is immaterial in the aggregate as of June 30, 2024.

At the Company’s Mogi Guaçu mill, there are legacy basin areas that were formerly lagoons used for treatment of mill wastewater from pulp and paper manufacturing. In coordination with and in response to a request by the Environmental Company of the State of São Paulo (“CETESB”), which is the state environmental regulatory authority, there has been continuous regulatory monitoring and sampling of the former basins, which began prior to their closure in 2006, both to assess for contamination and evaluate whether additional remediation is needed beyond the basins’ ongoing natural vegetation growth. This monitoring and sampling detected metal contamination, with the main constituent of potential environmental impact being mercury. The Company has presented CETESB with proposals for studies and other actions to further assess the scope and type of contamination and the possible need for an additional remediation approach.

Additionally, in October 2022, CETESB requested that the Company expand its efforts to include providing CETESB with a proposed pilot intervention (remediation) plan for a portion of the former basins. The purpose of the pilot intervention plan is to facilitate determination of the appropriate actions to take for the basins generally, guided by the results of the pilot intervention plan in the subset portion of the basins. The Company submitted a proposed pilot intervention plan to CETESB in late 2023, and CETESB approved its pre-intervention stages and certain additional measures that the Company later submitted.

As of June 30, 2024, the Company has recorded an immaterial liability for the ongoing and additional environmental studies and sampling of the basins. While this matter could in the future have a material impact on our results of operations or cash flows, the Company is unable to estimate its potential additional liability because the further studies to be conducted and the remediation that may be required will depend on the results of the pilot intervention plan, the Company’s environmental studies assessing the existence of ecological risk due to the contamination and what intervention may be required beyond vegetation of the basins, the extent to which there is eventual risk of harm from the contamination, and CETESB’s approval of any ultimate intervention plan for the basins.

Taxes Other Than Payroll Taxes

See Note 11 Income Taxes for a discussion of a goodwill amortization tax matter in Brazil.

During the first quarter of 2024, the State of Sao Paulo issued a tax assessment to our Brazilian subsidiary for approximately $44 million (adjusted for variation in currency exchange rates) regarding unpaid VAT arising from intercompany transactions. This assessment includes $18 million in tax and $26 million in interest and penalties. As of June 30, 2024, no reserve has been recorded by the Company because the risk of loss is not probable.

The Company reached an amnesty agreement with the Brazilian government related to certain VAT amounts assessed in prior years, which are unrelated to the 2024 tax assessment noted above. This agreement resulted in the recognition of $9 million of interest income during the first quarter of 2023.

We have other open tax matters awaiting resolution in Brazil, which are at various stages of review in various administrative and judicial proceedings. We routinely assess these tax matters for materiality and probability of loss or gain, and appropriate amounts have been recorded in our financial statements for any open items where the risk of loss is deemed probable. We currently do not consider any of these other tax matters to be material individually. However, it is reasonably possible that settlement of any of these matters concurrently could result in a material loss or that over time a matter could become material, for example, if interest were accruing on the amount at issue for a significant period of time. Also, future exchange rate fluctuations could be unfavorable to the U.S. dollar and significant enough to cause an open matter to become material. The expected timing for resolution of these open matters ranges from one year to ten years.

General

The Company is involved in various other inquiries, administrative proceedings and litigation relating to environmental and safety matters, taxes (including VAT), personal injury, product liability, labor and employment, contracts, sales of property and other matters, some of which allege substantial monetary damages. Assessments of lawsuits and claims can involve a series of complex judgments about future events, can rely heavily on estimates and assumptions, and are otherwise subject to significant uncertainties. As a result, there can be no certainty that the Company will not ultimately incur charges in excess of presently recorded liabilities. The Company believes that loss contingencies arising from pending matters, including the matters described herein, will not have a material effect on the consolidated financial position or liquidity of the Company. However, in light of the inherent uncertainties involved in pending or threatened legal matters, some of which are beyond the Company's control, and the large or indeterminate damages sought in some of these matters, a future adverse ruling, settlement, unfavorable development, or increase in accruals with respect to these matters, could result in future charges that could be material to the Company's results of operations or cash flows in any particular reporting period.

NOTE 13 LONG-TERM DEBT

Long-term debt is summarized in the following table:


In millions	June 30, 2024		December 31, 2023
Term Loan F - due 2027 (a)	$	459	$	471
Term Loan A - due 2028 (b)	259		266
7.00% Senior Notes - due 2029 (c)	89		89
Securitization Program	100		117
Other	15		16
Less: current portion	(28)		(28)
Total	$	894	$	931

(a) As of June 30, 2024 and December 31, 2023, presented net of $3 million and $3 million in unamortized debt issuance costs, respectively.

(b) As of June 30, 2024 and December 31, 2023, presented net of $2 million and $2 million in unamortized debt issuance costs, respectively.

(c) As of June 30, 2024 and December 31, 2023, presented net of $1 million and $1 million in unamortized debt issuance costs, respectively.

In addition to the debt noted above, the Company has the ability to access a cash flow-based revolving credit facility with a total borrowing capacity of $450 million (“Revolving Credit Facility”), which matures in 2026. As of June 30, 2024, the Company had no outstanding borrowings on the Revolving Credit Facility and $21 million of letters of credit related to the Revolving Credit Facility, resulting in an available borrowing capacity of $429 million. As of December 31, 2023, the Company had no outstanding borrowings on the Revolving Credit Facility and $21 million of letters of credit related to the Revolving Credit Facility, resulting in an available borrowing capacity of $429 million. Any outstanding balance on the Revolving Credit Facility is recorded within “Notes payable and current maturities of long-term debt” in the condensed consolidated balance sheet.

Sylvamo North America LLC, a wholly owned subsidiary of the Company, maintains a $120 million accounts receivable finance facility (the “Securitization Program”), maturing in 2025. The Company sells substantially all of its North American accounts receivable balances to Sylvamo Receivables, LLC, a special purpose entity, which pledges the receivables as collateral for the Securitization Program. The borrowing availability under this facility is limited by the balance of eligible receivables within the program. The average interest rate for the quarter ended June 30, 2024 was 6.24%, and the average interest rate for the year ended December 31, 2023 was 5.92%.

In the first quarter of 2023, in connection with the tender offer and the consent solicitation related to the 2029 Senior Notes, the Company entered into a new senior secured term loan facility amendment which provided an aggregate principal amount of $300 million (“Term Loan A”) maturing in 2028. Term Loan A, together with $60 million borrowings under the Revolving Credit Facility, were used to pay the total consideration for all notes tendered in the tender offer, plus accrued interest and all fees and expenses incurred in connection with the tender offer and consent solicitation. Upon close in the first quarter of 2023, $360 million aggregate principal of the notes were tendered, resulting in a debt extinguishment cost of $5 million, related to the write-off of debt issuance costs. This cost was recorded within “Interest expense (income), net.”

The 2029 Senior Notes are unsecured bonds with a 7.00% fixed interest rate, payable semi-annually. The interest rates applicable to the Term Loan F, Term Loan A and Revolving Credit Facility are based on a fluctuating rate of interest measured by reference to SOFR plus a fixed percentage of 1.85%, 1.85% and 1.60%, respectively, payable monthly, with a SOFR floor of 0.00%. The obligations under the Term Loan F, Term Loan A and Revolving Credit Facility are secured by substantially all the tangible and intangible assets of Sylvamo and its subsidiaries, subject to certain exceptions, and along with the 2029 Senior Notes facility are guaranteed by Sylvamo and certain subsidiaries.

We are receiving interest patronage credits under the Term Loan F. Patronage distributions, which are made primarily in cash but also in equity in the lenders, are generally received in the first quarter of the year following that in which they were earned. Expected patronage credits are accrued in accounts and notes receivable as a reduction to interest expense in the period earned. After giving effect to expected patronage distributions of 90 basis points, of which 75 basis points is expected as a cash rebate,

the effective net interest rate on the Term Loan F was approximately 6.29% and 6.31% as of June 30, 2024 and December 31, 2023, respectively.

In connection with the Term Loan F, the Company was party to interest rate swaps with various counterparties with a notional amount of $200 million maturing in 2024 and $200 million maturing in 2026. In the first quarter of 2023, the Company received cash proceeds of $12 million from the unwind of four interest rate swaps maturing in 2024 with a total notional amount of $200 million. In addition, the Company liquidated the swaps maturing in 2026 with a notional amount of $200 million in the third quarter of 2023, receiving cash proceeds of $19 million. The related gains from all swap proceeds has been deferred within “Accumulated other comprehensive loss” in the condensed consolidated balance sheet and will be amortized into interest expense over the original contract term of the swaps, of which less than one year is remaining for the swaps originally maturing in 2024 and two years is remaining for the swaps originally maturing in 2026.

In the first quarter of 2023, the Company entered into four new interest rate swaps with various counterparties with a notional amount of $200 million, maturing in 2025. The interest rate swaps are designated as cash flow hedges, and are utilized to manage interest rate risk. The interest rate swaps allow for the Company to exchange the difference in the variable rates on Term Loan F determined in reference to SOFR and the fixed interest rate per notional amount ranging from 3.72% to 3.75%.

As of June 30, 2024 and December 31, 2023, the fair value of the interest rate swaps related to Term Loan F resulted in an asset of $3 million and $1 million, respectively. Assets resulting from interest rate swaps are reflected in “Deferred charges and other assets.”

In relation to Term Loan A, the Company is party to interest rate swaps with a current aggregate notional amount of $261 million that amortize each quarter and mature in 2028. These interest rate swaps allow for the Company to exchange the difference in the variable rates on Term Loan A determined in reference to SOFR and the fixed interest rate per notional amount ranging from 4.13% to 4.16%. As of June 30, 2024 and December 31, 2023, the fair value of these interest rate swaps resulted in an asset of $0.2 million recorded in “Deferred charges and other assets” and a liability of $5 million, recorded within “Other liabilities,” respectively.

In July 2024, the Company amended existing credit agreements to reduce the capacity of the Revolving Credit Facility to $400 million and extend the maturity of both the Revolving Credit Facility and Term Loan A to 2029. The Securitization Program capacity was reduced to $110 million, subject to borrowing base availability, and the maturity was extended to 2027.

Also in July 2024, the Company entered into a new senior secured term loan facility which provides an aggregate principal amount of $235 million (“Term Loan F-2”) maturing in 2031. A portion of the proceeds from Term Loan F-2 were used to repay $104 million of Term Loan F and $36 million of Term Loan A. In addition, the Company issued a notice of full redemption of the outstanding $90 million of 2029 Senior Notes. The remaining proceeds of Term Loan F-2 will be used for the redemption and to pay the related premiums, fees and expenses in September 2024.

Within the terms of the refinancing, the interest rates applicable to the Term Loan F, Term Loan A and the Revolving Credit Facility are based on a fluctuating rate of interest measured by reference to SOFR plus a fixed percent of 1.85%. Term Loan F-2 is based on a fluctuating rate of interest measured by reference to SOFR plus a fixed percent of 2.25%.

As a result of the refinancing in July 2024, the Company entered into five new interest rate swaps with various counterparties in connection with Term Loan F-2. The total notional amount of these swaps is $235 million maturing in 2029. These interest rate swaps allow for the Company to exchange the difference in the variable rates on Term Loan F-2 determined in reference to SOFR and the fixed interest rate per notional amount ranging from 3.80% to 3.82%.

The Company is subject to certain covenants limiting, among other things, the ability of most of its subsidiaries to: (a) incur additional indebtedness or issue certain preferred shares; (b) pay dividends on or make distributions in respect of the Company’s or its subsidiaries’ capital stock or make investments or other restricted payments; (c) create restrictions on the ability of the Company’s restricted subsidiaries to pay dividends to the Company or make certain other intercompany transfers; (d) sell certain assets; (e) create liens; (f) consolidate, merge, sell or otherwise dispose of all or substantially all of the Company’s assets; and (g) enter into certain transactions with its affiliates. The Company is currently subject to a maximum consolidated total leverage ratio of 3.75 to 1.00.

The limit on restricted payments that we may make prior to the resolution of the Brazil Tax Dispute is $60 million if our pro-forma consolidated leverage ratio is less than 2.50 to 1.00 and greater than or equal to 2.00 to 1.00, or $90 million if the pro-forma consolidated leverage ratio is less than 2.00 to 1.00. However, limitations imposed on restricted payments are eliminated

prior to the final settlement of the Brazil Tax Dispute if (i) we deposit $120 million in an account subject to the control of the administrative agent under our credit agreement, or (ii) we deposit $60 million in such an account and maintain $225 million of available liquidity at the time we make restricted payments. The funds deposited in the account would be used to pay the Company’s share of the settlement of the Brazil Tax Dispute, with any excess funds returned to us if our portion of any final settlement amount is less than the amount on deposit. In 2023, the Company deposited $60 million in an account subject to the control of the administrative agent. Therefore, our ability to make restricted payments under the credit agreement is governed by the provisions in the credit agreement in effect as if the Brazil Tax Dispute is settled, if at the time of any restricted payments we maintain $225 million of available liquidity.

As of June 30, 2024, we were in compliance with our debt covenants.

NOTE 14 PENSION AND POSTRETIREMENT BENEFIT PLANS

Defined Benefit Plans

The Company sponsors and maintains pension plans for the benefit of certain of the Company’s employees. The service and non-service cost components of net periodic pension expense for these employees is recorded within cost of products sold and selling and administrative expenses. The assets and liabilities related to plans sponsored by the Company are reflected in deferred charges and other assets and other liabilities, respectively.

Net periodic pension expense (benefit) for all pension plans sponsored by the Company for the six months ended June 30, 2024 and June 30, 2023 was immaterial.

The Company’s funding policy for the pension plans is to contribute amounts sufficient to meet legal funding requirements, plus any additional amounts that the Company may determine to be appropriate considering the funded status of the plans, tax deductibility, cash flow generated by the Company, and other factors. The Company continually reassesses the amount and timing of any discretionary contributions. Generally, the non-U.S. pension plans are funded using the projected benefit as a target, except in certain countries where funding of benefit plans is not required.

NOTE 15 INCENTIVE PLANS

The Company has adopted the Sylvamo 2021 Incentive Compensation Plan, which includes shares under its long-term incentive plan (“LTIP”) that grants certain employees, consultants, or non-employee directors of the Company different forms of awards, including time-based and performance-based restricted stock units. As of June 30, 2024, 2,546,012 shares remain available for future grants.

Total stock-based compensation cost recognized by the Company was as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2024		2023		2024		2023
Total stock-based compensation expense (included in selling and administrative expense)	$	5	$	8	$	12	$	15

As of June 30, 2024, $24 million of compensation cost, net of estimated forfeitures, related to all stock-based compensation arrangements for Company employees had not yet been recognized. This amount will be recognized in expense over a weighted-average period of 1.7 years.

NOTE 16 FINANCIAL INFORMATION BY BUSINESS SEGMENT AND GEOGRAPHIC AREA

The Company’s business segments, Europe, Latin America and North America, are consistent with the internal structure used to manage these businesses. All segments are differentiated on a common product, common customer basis, consistent with the business segmentation generally used in the Forest Products industry.

Business segment operating profit is used by the Company’s management to measure the earnings performance of its businesses. Management believes that this measure provides investors and analysts useful insights into our operating

performance. Business segment operating profit is defined as income before income taxes, excluding interest (income) expense, net, and net special items.

External sales are defined as those that are made to parties outside the Company’s combined group, whereas sales by segment in the Net Sales table are determined using a management approach and include intersegment sales.

Information By Business Segment

Net Sales


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2024		2023		2024		2023
Europe	$	206	$	210	$	413	$	440
Latin America	245		250		461		472
North America	493		474		983		979
Intersegment Sales	(11)		(15)		(19)		(31)
Net Sales	$	933	$	919	$	1,838	$	1,860

Business Segment Operating Profit


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2024		2023		2024		2023
Europe	$	8	$	(11)	$	4	$	12
Latin America	37		48		51		94
North America	77		45		139		142
Business Segment Operating Profit	$	122	$	82	$	194	$	248
Income before income taxes	$	113	$	70	$	173	$	211
Interest (income) expense, net	9		12		18		19
Net special items expense (income) (a)	—		—		3		18
Business Segment Operating Profit	$	122	$	82	$	194	$	248

(a) Special items represent income or expenses that are incurred periodically, rather than on a regular basis. Net special items in the periods presented primarily include integration costs related to the Nymölla acquisition, professional and legal fees related to negotiations resulting in a shareholder cooperation agreement, the impact of the step-up of acquired Nymölla inventory sold during the first quarter of 2023 and other charges.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our condensed consolidated financial statements and related notes included in “Financial Information” of this Quarterly Report on Form 10-Q (this “Form 10-Q”) and the Company’s Form 10-K for the three years ended December 31, 2023, 2022 and 2021. In addition to historical consolidated financial information, the following discussion contains forward-looking statements that reflect our plans, estimates, and beliefs that involve significant risks and uncertainties. Our actual results could differ materially from those stated and implied in any forward-looking statements. Factors that could cause or contribute to those differences include those discussed below and elsewhere in this Form 10-Q and in our 2023 Form 10-K, particularly under the headings “Risk Factors” and “Forward-Looking Statements.”

EXECUTIVE SUMMARY

Second quarter 2024 net income was $83 million ($1.98 per diluted share) compared with $43 million ($1.02 per diluted share) for the first quarter of 2024. Net sales were $933 million in the current quarter compared with $905 million in the prior quarter. Cash from operations was $115 million compared to $27 million in the prior quarter. Adjusted EBITDA was $164 million and our adjusted EBITDA margin was 18% compared to $118 million and an adjusted EBITDA margin of 13%. Free cash flow was $62 million compared to $(33) million in the prior quarter.

Comparing our performance in the second quarter to the first quarter, price and mix improved, reflecting the implementation of pulp and paper price increases previously communicated in all regions as well as better mix in Latin America. Volume increased primarily driven by seasonally stronger demand in Latin America. Operations and costs decreased reflecting solid operations and seasonally lower costs in Europe and North America. Planned maintenance outage expenses increased slightly while input and transportation costs decreased slightly, driven primarily by North America. During the third quarter, we announced the refinancing of our long-term debt to extend our maturity profile. After the first half of the year, we now have almost 75% of our planned maintenance outages for the year completed.

Looking ahead to the third quarter of 2024, we expect price and mix to be slightly unfavorable due to mix. Volume is expected to improve driven by Latin America and North America. Operations and costs are expected to increase due to higher unabsorbed fixed costs from economic downtime in North America and Europe as we continue to manage our production to our customer demand. Additionally, we expect input and transportation costs to be higher due to unfavorable fiber costs in Latin America and energy costs in North America. Lastly, we expect planned maintenance outage costs to improve significantly as we have no major planned outages during the third quarter.

BUSINESS SEGMENT RESULTS

Overview

Management provides business segment operating profit, a non-GAAP financial measure, to supplement our GAAP financial information, and it should be considered in addition to, but not instead of, the financial statements prepared in accordance with GAAP. Management believes that business segment operating profit provides investors and analysts useful insights into our operating performance. Business segment operating profit is reconciled to Income before income taxes, the most directly comparable GAAP measure. Business segment operating profit may be determined or calculated differently by other companies and therefore may not be comparable among companies.

The following table presents a comparison of Income before taxes to business segment operating profit:


	Three Months Ended June 30,				Six Months Ended June 30,

In millions	2024		2023		2024		2023
Income Before Income Taxes	$	113	$	70	$	173	$	211
Interest (income) expense, net	9		12		18		19
Net special items expense (income) (b)	—		—		3		18
Business Segment Operating Profit (a)	$	122	$	82	$	194	$	248
Europe	$	8	$	(11)	$	4	$	12
Latin America	37		48		51		94
North America	77		45		139		142
Business Segment Operating Profit (a)	$	122	$	82	$	194	$	248

(a) We define business segment operating profit as our income before income taxes calculated in accordance with GAAP, excluding net interest expense (income) and net special items. We believe that business segment operating profit is an important indicator of operating performance as it is a measure reported to our management for purposes of making decisions about allocating resources to our business segments and assessing the performance of our business segments.

(b) Net special items represent income or expenses that are incurred periodically, rather than on a regular basis. Net special items in the periods presented primarily include integration costs related to the Nymölla acquisition, professional and legal fees related to negotiations resulting in a shareholder cooperation agreement in 2023, the impact of the step-up of acquired Nymölla inventory sold during the first quarter of 2023 and other charges.

Three Months Ended June 30, 2024 Compared to the Three Months Ended June 30, 2023

Business Segment Operating Profit Q2 2024 vs Q2 2023.jpg

Six Months Ended June 30, 2024 Compared to the Six Months Ended June 30, 2023

Business Segment Operating Profit Q2 2024 YTD vs Q2 2023 YTD.jpg

The following tables present net sales and operating profit, which is the Company’s measure of business segment profitability, for each of the Company’s segments. See Note 16 Financial Information by Business Segment and Geographic Area for more information on the Company’s segments.

Europe


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2024		2023		2024		2023
Net Sales	$	206	$	210	$	413	$	440
Operating Profit	$	8	$	(11)	$	4	$	12

Three Months Ended June 30, 2024 Compared to the Three Months Ended June 30, 2023

Our Europe business segment net sales decreased $4 million, compared to the same period in 2023, primarily due to lower sales price and mix ($18 million) and foreign exchange and other ($6 million), offset by higher volumes ($20 million).

Europe operating profit was $19 million higher than the same period in 2023, driven primarily by lower outage costs ($20 million), lower input costs ($8 million), primarily for purchased chemicals, lower unabsorbed costs due to economic downtime ($8 million) and higher volumes ($3 million) which more than offset lower sales prices and less favorable product mix ($18 million) and higher operating costs ($2 million).

Six Months Ended June 30, 2024 Compared to the Six Months Ended June 30, 2023

Our Europe business segment net sales decreased $27 million, compared to the same period in 2023, primarily due to lower sales price and mix ($64 million) which more than offset higher volumes ($46 million).

Europe operating profit was $8 million lower than the same period in 2023, driven primarily by lower sales prices and less favorable product mix ($64 million) and higher operating costs ($3 million) which more than offset the impacts of higher volumes ($10 million), lower input costs ($16 million), primarily for purchased chemicals, as well as lower distribution costs, lower outage costs ($20 million) and lower unabsorbed costs due to economic downtime ($13 million).

Latin America


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2024		2023		2024		2023
Net Sales	$	245	$	250	$	461	$	472
Operating Profit	$	37	$	48	$	51	$	94

Three Months Ended June 30, 2024 Compared to the Three Months Ended June 30, 2023

Our Latin America business segment net sales decreased $5 million, compared to the same period in 2023, primarily driven by a decrease in sales price and mix ($18 million) which more than offset higher volumes ($16 million).

Operating profit for Latin America was $11 million lower than the same period in 2023, as lower sales prices and less favorable product mix ($18 million), along with higher operating costs ($6 million) and higher outage costs ($2 million) more than offset higher volumes ($6 million) and lower input costs ($9 million), primarily for purchased chemicals and pulp.

Six Months Ended June 30, 2024 Compared to the Six Months Ended June 30, 2023

Our Latin America business segment net sales decreased $11 million, compared to the same period in 2023, primarily driven by a decrease in sales price and mix ($52 million) which more than offset higher volumes ($41 million).

Operating profit for Latin America was $43 million lower than the same period in 2023, as lower sales prices and less favorable product mix ($52 million), along with higher operating costs ($20 million) and higher outage costs ($13 million) more than offset higher volumes ($11 million) and lower input costs ($31 million), primarily for purchased pulp, chemicals and wood, as well as lower distribution costs.

North America


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2024		2023		2024		2023
Net Sales	$	493	$	474	$	983	$	979
Operating Profit	$	77	$	45	$	139	$	142

Three Months Ended June 30, 2024 Compared to the Three Months Ended June 30, 2023

Our North America business segment net sales increased $19 million, compared to the same period in 2023, as higher volumes ($33 million) more than offset decreased sales price and mix ($12 million).

Operating profit for North America was $32 million higher than the same period in 2023, primarily due to higher volumes ($11 million), lower unabsorbed costs due to economic downtime ($17 million), lower outage costs ($11 million), lower operating costs ($4 million) and lower input costs ($1 million) which more than offset decreased sales prices and less favorable product mix ($12 million).

Six Months Ended June 30, 2024 Compared to the Six Months Ended June 30, 2023

Our North America business segment net sales increased $4 million, compared to the same period in 2023, as higher volumes ($50 million) more than offset decreased sales prices and less favorable product mix ($47 million).

Operating profit for North America was $3 million lower than the same period in 2023, primarily due to decreased sales prices and less favorable product mix ($47 million), higher outage costs ($3 million) and operating costs ($13 million) which more than offset higher volumes ($16 million), lower unabsorbed costs due to economic downtime ($23 million) and lower input costs ($21 million) primarily for purchased wood, energy and chemicals, as well as lower distribution costs.

Non-GAAP Financial Measures

Management provides Adjusted EBITDA, a non-GAAP financial measure, to supplement our GAAP financial information, and it should be considered in addition to, but not instead of, the financial statements prepared in accordance with GAAP. Management uses this measure in managing the operating performance of our business and believes that Adjusted EBITDA provides investors and analysts meaningful insights into our operating performance and is a relevant metric for the third-party debt. Adjusted EBITDA is reconciled to Net income, the most directly comparable GAAP measure. Adjusted EBITDA may be determined or calculated differently by other companies and therefore may not be comparable among companies.


	Three Months Ended June 30,						Six Months Ended June 30,
In millions	2024			2023			2024			2023
Net Income	$	83		$	49		$	126		$	146
Income tax provision	30			21			47			65
Interest (income) expense, net	9			12			18			19
Depreciation, amortization and cost of timber harvested	37			34			76			69
Stock-based compensation	5			8			12			15
Net special items expense (income) (a)	—			—			3			18
Adjusted EBITDA (b)	$	164		$	124		$	282		$	332
Net Sales	$	933		$	919		$	1,838		$	1,860
Adjusted EBITDA Margin	17.6		%	13.5		%	15.3		%	17.8		%

(a) Net special items represent income or expenses that are incurred periodically, rather than on a regular basis. Net special items in the periods presented primarily include integration costs related to the Nymölla acquisition, professional and legal fees related to negotiations resulting in a shareholder cooperation agreement in 2023, the impact of the step-up of acquired Nymölla inventory sold during the first quarter of 2023 and other charges.

(b) We define Adjusted EBITDA (non-GAAP) as net income (GAAP), net of taxes plus the sum of income taxes, net interest expense (income), depreciation, amortization and cost of timber harvested, stock-based compensation, and, when applicable for the periods reported, special items.

Free cash flow is a non-GAAP measure and the most directly comparable GAAP measure is cash provided by operating activities. Management believes that free cash flow is useful to investors as a liquidity measure because it measures the amount of cash generated that is available, after reinvesting in the business, to maintain a strong balance sheet and service debt, and return cash to shareowners. It should not be inferred that the entire free cash flow amount is available for discretionary expenditures. By adjusting for certain items that are not indicative of the Company’s ongoing performance, free cash flow also enables investors to perform meaningful comparisons between past and present periods.

The following is a reconciliation of Cash provided by operations to Free Cash Flow:


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2024		2023		2024		2023
Cash provided by operating activities	$	115	$	77	$	142	$	140
Adjustments:
Cash invested in capital projects	(53)		(44)		(113)		(105)
Free Cash Flow	$	62	$	33	$	29	$	35

The non-GAAP financial measures presented in this Form 10-Q as referenced above have limitations as analytical tools and should not be considered in isolation or as a substitute for an analysis of our results calculated in accordance with GAAP. In addition, because not all companies utilize identical calculations, the Company’s presentation of non-GAAP measures in this Form 10-Q may not be comparable to similarly titled measures disclosed by other companies, including companies in the same industry as the Company.

LIQUIDITY AND CAPITAL RESOURCES

Overview

Our ability to fund the Company’s cash needs depends on our ongoing ability to generate cash from operations and obtain financing on acceptable terms. Based upon our history of generating strong operating cash flow, we believe we will be able to meet our short-term liquidity needs. We believe we will meet known or reasonably likely future cash requirements through the combination of cash flows from operating activities, available cash balances and available borrowings through the issuance of third-party debt, as needed.

A major factor in our liquidity and capital resource planning is our generation of operating cash flow, which is highly sensitive to changes in the pricing and demand for our products. While changes in key operating cash costs, such as raw materials, energy, mill outages and distribution expenses do have an effect on operating cash generation, we believe that our focus on commercial and operational excellence, as well as our ability to manage costs and working capital, will provide sufficient cash flow generation to meet our operational and capital spending needs.

The terms of the agreements governing our debt contain customary limitations for the financing as well as other provisions. These provisions may also restrict our business and, in the event we cannot meet the terms of those provisions, may adversely impact our financial condition, results of operations or cash flows.

Operating Activities

Cash provided by operating activities totaled $142 million for the six months ended June 30, 2024, compared with cash provided by operating activities of $140 million for the six months ended June 30, 2023. The increase in cash provided by operating activities in 2024 relates primarily to timing of cash flows related to working capital.

Cash used for working capital components (accounts and notes receivable, inventories, accounts payable and accrued liabilities, and other) was $72 million for the six months ended June 30, 2024, compared with cash used for working capital components of $94 million for the six months ended June 30, 2023. The six months ended June 30, 2024 working capital components primarily reflect $7 million, $20 million, $26 million and $19 million of cash used for our accounts and notes receivable, inventories, accounts payable and accrued liabilities balances, and other operating activities, respectively. The six months ended June 30, 2023 working capital components primarily reflect $91 million and $22 million of cash provided by our accounts and notes receivable and other operating activities, respectively, offset by $60 million and $147 million of cash used for our inventories and accounts payable and accrued liabilities balances, respectively.

Investment Activities

The total cash used for investing activities for the six months ended June 30, 2024 decreased from the six months ended June 30, 2023, primarily due to the purchase of the Nymölla mill which occurred in the prior year.

The following table shows capital spending by business segment:


	Six Months Ended June 30,
In millions	2024		2023
Europe	$	10	$	19
Latin America	77		51
North America	25		31
Corporate	1		4
Total	$	113	$	105

Capital spending primarily consists of purchases of machinery and equipment related to our global mill operations and reforestation and timber purchase costs in Latin America.

Financing Activities

Cash used for financing activities for the six months ended June 30, 2024 primarily reflects the payments of $23 million, $13 million, $10 million, and $8 million on our outstanding principal debt balances for the AR Securitization, Term Loan F, Revolving Credit Facility, and Term Loan A, respectively. These amounts are primarily offset by draws on our Revolving Credit Facility of $10 million and our AR Securitization of $6 million. During the six months ended June 30, 2024 the Company also paid $25 million in dividends and repurchased $30 million of our shares pursuant to our share repurchase program. Cash used for financing activities for the six months ended June 30, 2023 primarily reflects the payments of $35 million, $30 million, $13 million, and $4 million on our outstanding principal debt balances for the Revolving Credit Facility, AR Securitization, Term Loan F, and Term Loan A, respectively. Additionally, $360 million was paid to bond holders as part of our tender offer. These amounts are primarily offset by the issuance of Term Loan A, draws on our Revolving Credit Facility, and AR Securitization of $300 million, $70 million, and $70 million, respectively. During the six months ended June 30, 2023 the Company also paid $21 million in dividends and repurchased $40 million of our shares pursuant to our share repurchase program.

Contractual Obligations

Our 2023 Form 10-K included disclosures of our contractual obligations and commitments as of June 30, 2024. We continue to make the contractually required payments, and, therefore, the 2023 obligations and commitments described in our 2023 Form 10-K have been reduced by the required payments.

Capital Expenditures

For the six months ended June 30, 2024, we have invested approximately $113 million, or 6.1% of net sales, in total capital expenditures. Over that period, we spent approximately $102 million, or 5.5% of net sales, in maintenance, regulatory and reforestation capital expenditures, and approximately $11 million, or 0.6% of net sales, in high-return capital projects. Our annual maintenance, regulatory and reforestation capital expenditures are expected to be in the range of approximately $175 to $190 million per year (before inflation) for the next several years, which we believe will be sufficient to maintain our operations and productivity. In addition, we expect to spend approximately $30 million to $35 million on high-return projects in 2024.

PILLAR TWO DIRECTIVE

The Organization for Economic Co-Operation and Development (“OECD”) has been working on a project to act to prevent what it refers to as base erosion and profit shifting (“BEPS”). Most recently, the OECD, through an association of almost 140 countries known as the “inclusive framework,” has announced a consensus to address, among other things, perceived challenges presented by global digital commerce (“Pillar 1”) and the perceived need for a minimum global effective tax rate of 15% (“Pillar 2”). On December 15, 2022, the European Union formally adopted the Pillar Two Directive, and a majority of EU member states have enacted the directive into domestic law as of December 31, 2023. Other countries are taking similar actions. The Pillar Two Directive has not had a material impact on our condensed consolidated financial statements.

CRITICAL ACCOUNTING POLICIES AND SIGNIFICANT ACCOUNTING ESTIMATES

The preparation of financial statements in conformity with U.S. GAAP requires the Company to establish accounting policies and to make estimates that affect both the amounts and timing of the recording of assets, liabilities, revenues and expenses. Some of these estimates require subjective judgments about matters that are inherently uncertain.

Accounting policies whose application may have a significant effect on the reported results of operations and financial position of the Company, and that can require judgments by management that affect their application, include the accounting for impairment or disposal of long-lived assets and goodwill, business combinations and income taxes.

The Company has included in the 2023 Form 10-K a discussion of these critical accounting policies, which are important to the portrayal of the Company’s financial condition and results of operations and require management’s judgments. The Company has not made any changes in these critical accounting policies during the first six months of 2024.

FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains information that includes or is based upon forward-looking statements. Forward-looking statements forecast or state expectations concerning future events. These statements often can be identified by the fact that they do not relate strictly to historical or current facts. They typically use words such as “anticipate,” “assume,” “could,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe,” “should,” “will” and other words and terms of similar meaning, or they are tied to future periods in connection with discussions of the Company’s performance. Some examples of forward-looking statements include those relating to our business and operating outlook, future obligations and anticipated expenditures.

Forward-looking statements are not guarantees of future performance. Any or all forward-looking statements may turn out to be incorrect, and actual results could differ materially from those expressed or implied in forward-looking statements. Forward-looking statements are based on current expectations and the current economic environment. They can be affected by inaccurate assumptions or by known or unknown risks, uncertainties and other factors that are difficult to predict.

Although it is not possible to identify all of these risks, uncertainties and other factors, the impact of the following factors, among others, on us or on our suppliers or customers, could cause our actual results to differ from those in the forward-looking statements: deterioration of global and regional economic and political conditions, including the impact of wars and other conflicts in Ukraine and the Middle East; physical, financial and reputational risks associated with climate change; public health crises that could have impacts similar to those experienced as a result of the COVID-19 pandemic; increased costs or reduced availability of the raw materials, energy, transportation (truck, rail and ocean) and labor needed to manufacture and deliver our products; reduced demand for our products due to industry-wide declines in demand for paper, the cyclical nature of the paper industry or competition from other businesses; a material disruption at any of our manufacturing facilities; information technology risks including potential cybersecurity breaches affecting us or third parties with which we do business; extensive environmental laws and regulations, as well as tax and other laws, in the United States, Brazil and other jurisdictions to which we are subject, including our compliance costs and risk of violations and liability; our reliance on a small number of customers; a failure by us to attract and retain senior management and other key and skilled employees; loss of our commercial agreements with International Paper; our indebtedness having a material adverse effect on our financial condition, or our inability to generate sufficient cash to service our indebtedness; and the factors disclosed in Item 1A. Risk Factors, as such disclosures may be amended, supplemented or superseded from time to time by other reports we file with the U.S. Securities and Exchange Commission (the “SEC”), including subsequent annual reports on Form 10-K and quarterly reports on Form 10-Q.

We assume no obligation to update any forward-looking statements made in this quarterly report to reflect subsequent events or circumstances or actual outcomes.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Information relating to quantitative and qualitative disclosures about market risk is shown on page 44 of the Company’s 2023 Form 10-K, which information is incorporated herein by reference. There have been no material changes in the Company’s exposure to market risk since December 31, 2023.

ITEM 4. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures:

Management carried out an evaluation, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of June 30, 2024. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of such date and designed to ensure that information required to be disclosed by us in reports we file or submit under the Exchange Act is: recorded, processed, summarized and reported within the time periods specified in SEC rules and forms; and accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting:

In the second quarter of 2024, there were no changes in the Company’s internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, its internal control over financial reporting.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

Sylvamo may be involved in legal proceedings arising from time to time in the ordinary course of business. Sylvamo is not involved in any legal proceedings that we believe will result, individually or in the aggregate, in a material adverse effect upon our financial condition or results of operations. Note 11 Income Taxes and Note 12 Commitments and Contingent Liabilities of the Notes to the Condensed Consolidated Financial Statements in this Form 10-Q are incorporated into this Item 1 by reference.

Item 103 of Regulation S-K requires disclosure of certain environmental matters when a governmental authority is a party to the proceedings and the proceedings involve potential monetary sanctions, unless we reasonably believe the monetary sanctions will not equal or exceed a threshold of $1 million (which is the threshold we elected to use as permitted by this regulation). The matters set forth in Note 12 Commitments and Contingent Liabilities and incorporated herein are disclosed in accordance with such requirement.

ITEM 1A. RISK FACTORS

The risk factors that affect our business and financial results are set forth under Part I, Item 1A, “Risk Factors,” in our 2023 Form 10-K. There have been no material changes to the risk factors described in the 2023 Form 10-K. The risk factors in “Item 1A. Risk Factors,” in the 2023 Form 10-K and the risks described in this Form 10-Q or our other SEC filings could cause our actual results to differ materially from those stated in any forward-looking statements.

ITEM 2. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS


Period	Total Number of Shares Purchased (a)	Average Price Paid Per Share		Total Number of Shares (or Units) Purchased as Part of the Publicly Announced Program	Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Program (in millions)
April 1, 2024 - April 30, 2024	245,867	$	61.20	245,093	$	130
May 1, 2024 - May 31, 2024	502	$	62.50	—	$	130
June 1, 2024 - June 30, 2024	144,161	$	69.38	144,131	$	120
Total	390,530			389,224

(a) 1,306 shares were acquired from employees from share withholdings under the Company’s long term incentive compensation program.

On May 18, 2022, the Board approved a share repurchase program under which the Company may purchase up to an aggregate amount of $150 million of shares of its common stock (the “Repurchase Program”). In the third quarter of 2023, the Board authorized an additional $150 million for the Repurchase Program, bringing the total program capacity to $300 million, of which $120 million remains available for repurchases as of June 30, 2024. Pursuant to the Repurchase Program, the Company may repurchase in amounts, at prices and at such times as it deems appropriate, subject to market conditions and other considerations, including all applicable legal requirements. Repurchases may include purchases on the open market or privately negotiated transfers, under Rule 10b5-1 trading plans, under accelerated share repurchase programs, in tender offers and otherwise. The Repurchase Program does not obligate the Company to acquire any particular amount of shares of its common stock and may be modified or suspended at any time at the Company’s discretion. The Company repurchased $30 million of shares during the six months ended June 30, 2024.

ITEM 6. EXHIBITS


3.1		A mended and Restated Certificate of Incorporation of Sylvamo Corporation (incorporated by reference to Exhibit 3.1 to Sylvamo Corporation’s Registration Statement on Form S-8 filed with the SEC on September 28, 2021).

3.2	*	Certificate of Amendment to the Certificate of Incorporation of Sylvamo Corporation .

3.3		Amended and Restated By-Laws of Sylvamo Corporation (incorporated by reference to Exhibit 3.2 to Sylvamo Corporation’s Current Report on Form 8-K filed with the SEC on October 1, 2021).

10.1	*	First Amendment, dated as of June 17, 2024, to the Tax Matters Agreement by and between International Paper Company and Sylvamo Corporation, dated as of September 30, 2021

10.2		Amendment No. 3 to Credit Agreement, dated as of July 31, 2024, among Sylvamo Corporation, as borrower, Bank of America, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer, and the other lenders and L/C issuers party thereto , including Amended Credit Agreement attached as Annex A thereto (incorporated by reference to Exhibit 10.1 to Sylvamo Corporation’s Current Report on Form 8-K filed with the SEC on August 1, 2024 (the “Form 8-K filed 8/1/24”)).

10.3		Credit Agreement, dated as of July 31, 2024, among Sylvamo Corporation, as borrower, CoBank, ACB, as Administrative Agent, and the other lenders party thereto (incorporated by reference to Exhibit 10.2 to the Form 8-K filed 8/1/24).

10.4		Amendment No. 3 to Receivables Financing Agreement and Reaffirmation of Performance Guaranty, dated as of July 31, 2024, among Sylvamo Receivables, LLC, as borrower, Sylvamo North America, LLC, as initial servicer and originator, the lenders party thereto from time to time, PNC Bank, National Association, as administrative agent and a lender, PNC Capital Markets LLC, as structuring agent, and solely with respect to reaffirmation of the performance guaranty, Sylvamo Corporation, as performance guarantor , and Receivables Financing Agreement attached as Annex A thereto (incorporated by reference to Exhibit 10.3 to the Form 8-K filed 8/1/24).

31.1*		Certification of principal executive officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2*		Certification of principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32**		Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS		XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the inline XBRL document.

101.SCH XBRL		Taxonomy Extension Schema.

101.CAL XBRL		Taxonomy Extension Calculation Linkbase.

101.DEF XBRL		Taxonomy Extension Definition Linkbase.

101.LAB XBRL		Taxonomy Extension Label Linkbase.

101.PRE XBRL		Extension Presentation Linkbase.

104.		Cover Page Interactive Data File (formatted as Inline XBRL, and contained in Exhibit 101).

* Filed herewith

** Furnished herewith

Items 3, 4 and 5 are not applicable and have been omitted.

SIGNATURES

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized.


	SYLVAMO CORPORATION

Date: August 9, 2024	By:	/s/ Kevin W. Ferguson
	Name:	Kevin W. Ferguson
	Title:	Vice-President and Controller

Exhibit 3.2

CERTIFICATE OF AMENDMENT

TO THE

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION

SYLVAMO CORPORATION

Sylvamo Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), hereby certifies as follows:

FIRST: Pursuant to Section 242 of the General Corporation Law of the State of Delaware (the “DGCL”), this Certificate of Amendment (this “Certificate of Amendment”) to the Amended and Restated Certificate of Incorporation of the Corporation (as heretofore amended, the “Certificate of Incorporation”) amends the provisions of the Certificate of Incorporation.

SECOND: The board of directors of the Corporation duly adopted resolutions declaring the following amendment to the Certificate of Incorporation to be advisable and in the best interests of the Corporation and its stockholders.

THIRD: Article SIXTH of the Certificate of Incorporation is hereby amended to read in its entirety as follows:

SIXTH. Director and Officer Limitation of Liability. No director or officer of the Corporation shall be personally liable to the Corporation or its stockholders for monetary damages for breach of fiduciary duty as a director or officer, provided that nothing contained in this Article SIXTH shall eliminate or limit the liability of a director or officer (a) for any breach of the director’s or officer’s duty of loyalty to the Corporation or its stockholders, (b) for acts or omissions not in good faith or which involve intentional misconduct or a knowing violation of the law, (c) a director under Section 174 of the DGCL, (d) for any transaction from which the director or officer derived an improper personal benefit, or (e) an officer for any action by or in the right of the Corporation. If the DGCL is amended to authorize corporate action further eliminating or limiting the personal liability of directors or officers, then the liability of a director or officer of the Corporation shall be eliminated or limited to the fullest extent permitted by the DGCL, as so amended. For purposes of this Article SIXTH, “officer” shall have the meaning provided in Section 102(b)(7) of the DGCL, as it presently exists or may hereafter be amended from time to time.

FOURTH: The foregoing amendment to the Certificate of Incorporation was duly adopted by the board of directors of the Corporation and its stockholders in accordance with the provisions of Section 242 of the DGCL and Article TENTH of the Certificate of Incorporation.

FIFTH: This Certificate of Amendment shall become effective upon filing with the State of Delaware Division of Corporations.

Exhibit 3.2

IN WITNESS WHEREOF, the Corporation has caused this Certificate of Amendment to be executed by the undersigned duly authorized officer on the date set forth below.

Sylvamo Corporation

By: /s/ Matthew L. Barron

Name: Matthew L. Barron

Title: Senior Vice President, Chief Administrative

and Legal Officer, and Corporate Secretary

Dated: May 20, 2024

Exhibit 10.1

EXECUTED VERSION

FIRST AMENDMENT TO TAX MATTERS AGREEMENT

This First Amendment (the “Amendment”), dated as of June 17, 2024, to the Tax Matters Agreement by and between International Paper Company, a New York corporation (“Parent”) and Sylvamo Corporation, a Delaware corporation (“SpinCo” and, together with Parent, the “Parties”) dated as of September 30, 2021 (the “Tax Matters Agreement”). Capitalized terms used but not defined herein shall have the meanings set forth in the Tax Matters Agreement.

WHEREAS, in connection with the spin-off of SpinCo by Parent, the Parties entered into the Tax Matters Agreement to set forth their agreement on the rights and obligations of Parent and SpinCo and their respective Affiliates with respect to the responsibility, handling and allocation of federal, state, local and non-U.S. Taxes, and various other Tax matters.

WHEREAS, under the Tax Matters Agreement, Parent and SpinCo agreed that Parent will pay sixty (60%) percent of the first $300 million of any Brazil Goodwill Taxes and 100% of any amount above $300 million of any Brazil Goodwill Taxes and SpinCo will pay forty (40%) percent of the first $300 million of any Brazil Goodwill Taxes and zero percent (0%) of any amount above $300 million (all amounts are in U.S. dollars) of any Brazil Goodwill Taxes; and

WHEREAS, in consideration for the guarantee entered into by Parent in connection with certain Surety Bonds, SpinCo agreed to pay to Parent in cash a guarantee fee calculated at an annual rate of one and a half (1.5%) percent based on forty (40%) percent of up to $300 million of the face amount of the Surety Bonds (the “Guarantee Fee”) for so long as the Surety Bonds remain outstanding; and

WHEREAS, the Parties desire to amend the Tax Matters Agreement to provide that if SpinCo elects to guarantee forty (40%) percent of the first $300 million of the Surety Bonds, the Guarantee Fee shall be zero.

NOW, THEREFORE, in consideration of the mutual agreements, provisions and covenants contained in this Amendment, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties, intending to be legally bound, hereby agree as set forth herein.

Article 1
AMENDMENTS

Section 1.1 Schedule 2.3(f)(i) of the Tax Matters Agreement is hereby amended and restated as follows:

(f) Guarantee Fee; Collateral Fee.

(i) In consideration for the indemnity agreement or any other guarantee entered into by Parent in connection with the Surety Bonds, SpinCo shall pay to Parent in cash a guarantee fee calculated at an annual rate of 1.5%

based on 40% of the first $300 million of the face amount of the Surety Bonds (the “Guarantee Fee”) for so long as the Surety Bonds remain outstanding; provided that, if Parent is released from its guarantee of, and SpinCo unconditionally guarantees, the Surety Bonds in respect of 40% of the first $300 million of the face amount of the Surety Bonds, the Guarantee Fee shall be zero. The Guarantee Fee shall be payable quarterly in advance, with the first quarterly installment of the Guarantee Fee payable with respect to the period beginning on October 1, 2021 and ending on December 31, 2021. Each quarterly installment of the Guarantee Fee shall be payable in advance within fifteen (15) days following the beginning of the relevant quarter and shall be calculated based on the U.S. dollar equivalent of the face amount of the Surety Bonds outstanding on the last Business Day of the previous quarter, using the applicable spot exchange rate on such day with a true up payment to be made at the end of the relevant quarter if the face amount of the Surety Bonds outstanding is increased during such quarter.

Section 1.2 Schedule 2.3(f) is hereby amended to add the following provision as the third subsection thereof:

(iii) To the extent SpinCo indemnifies or guarantees the provider or providers of the Surety Bonds, SpinCo shall take all actions to maintain such indemnity or guarantee to continue the Tax Contest relating to the Brazil Goodwill Taxes at all times, and shall not permit such indemnity or guarantee of the Surety Bonds to lapse without the prior written consent of Parent.

Article 2

GENERAL

Section 2.1 Except as may otherwise be expressly set forth in this Amendment, the terms and conditions of the Tax Matters Agreement remain unchanged and the Tax Matters Agreement, as amended by this Amendment, remains in full force and effect and the Parties continue to be bound by its terms, conditions, and effects.

Section 2.2 This Amendment may be executed in one or more counterparts, all of which shall be considered one and the same agreement, and shall become effective when one or more counterparts have been signed by each of the Parties hereto and delivered to the other Party hereto.

IN WITNESS WHEREOF, the Parties have executed this Amendment as of the 17th day of June, 2024.

SYLVAMO CORPORATION

By:_________________________________
Name:
Title:

INTERNATIONAL PAPER COMPANY

By:_______________________________
Name:
Title:

Exhibit 31.1

CERTIFICATION

I, Jean-Michel Ribiéras, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Sylvamo Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

August 9, 2024

By: /s/ Jean-Michel Ribiéras

Jean-Michel Ribiéras

Chairman and Chief Executive Officer

Exhibit 31.2

CERTIFICATION

I, John V. Sims, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Sylvamo Corporation;

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

August 9, 2024

By: /s/ John V. Sims

John V. Sims

Senior Vice President and Chief Financial Officer

Exhibit 32

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of Sylvamo Corporation (the “Company”) for the period ended June 30, 2024 (the “Report”), each of the undersigned certifies, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

By: /s/ Jean-Michel Ribiéras

Jean-Michel Ribiéras

Chairman and Chief Executive Officer

August 9, 2024

By: /s/ John V. Sims

John V. Sims

Senior Vice President and Chief Financial Officer

August 9, 2024

Cover - shares	6 Months Ended
Cover - shares	Jun. 30, 2024	Aug. 02, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2024
Document Transition Report	false
Entity File Number	001-40718
Entity Registrant Name	SYLVAMO CORPORATION
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	86-2596371
Entity Address, Address Line One	6077 Primacy Parkway
Entity Address, City or Town	Memphis
Entity Address, State or Province	TN
Entity Address, Postal Zip Code	38119
City Area Code	901
Local Phone Number	519-8000
Title of 12(b) Security	Common Stock, par value $1.00 per share
Trading Symbol	SLVM
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		41,001,335
Entity Central Index Key	0001856485
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q2
Entity Filer Category	Large Accelerated Filer

CONDENSED CONSOLIDATED AND COMBINED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Income Statement [Abstract]
NET SALES	$ 933	$ 919	$ 1,838	$ 1,860
COSTS AND EXPENSES
Cost of products sold (exclusive of depreciation, amortization and cost of timber harvested shown separately below)	684	721	1,400	1,390
Selling and administrative expenses	82	76	156	159
Depreciation, amortization and cost of timber harvested	37	34	76	69
Taxes other than payroll and income taxes	8	6	15	12
Interest (income) expense, net	9	12	18	19
Income before income taxes	113	70	173	211
Income tax provision	30	21	47	65
NET INCOME	$ 83	$ 49	$ 126	$ 146
EARNINGS PER SHARE
Net earnings (loss), basic (in dollars per share)	$ 2.02	$ 1.16	$ 3.06	$ 3.44
Net earnings (loss), diluted (in dollars per share)	$ 1.98	$ 1.14	$ 3.00	$ 3.40

CONDENSED CONSOLIDATED AND COMBINED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Statement of Comprehensive Income [Abstract]
NET INCOME	$ 83	$ 49	$ 126	$ 146
OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAXES
Amortization of pension and postretirement loss (less taxes of $0, $0, $0 and $0)	0	0	0	0
Change in cumulative foreign currency translation adjustment	(98)	45	(136)	86
Net gains/losses on cash flow hedging derivatives:
Net gains (losses) arising during the period (less taxes of $2, $9, $2 and $9)	(4)	22	0	18
Reclassification adjustment for (gains) losses included in net earnings (less taxes of $1, $4, $2 and $6)	(2)	(10)	(5)	(14)
TOTAL OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAXES	(104)	57	(141)	90
COMPREHENSIVE INCOME (LOSS)	$ (21)	$ 106	$ (15)	$ 236

COMPREHENSIVE CONSOLIDATED AND COMBINED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited) (Parenthetical) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Statement of Comprehensive Income [Abstract]
Amortization of pension and postretirement loss, tax	$ 0	$ 0	$ 0	$ 0
Net gains (losses) arising during the period, tax	2	9	2	9
Reclassification adjustments for (gains) losses included in net earnings, tax	$ 1	$ 4	$ 2	$ 6

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Current Assets
Cash and temporary investments	$ 145	$ 220
Restricted cash	60	60
Accounts and notes receivable, net	411	428
Contract assets	32	27
Inventories	412	404
Other current assets	40	54
Total Current Assets	1,100	1,193
Plants, Properties and Equipment, net	955	1,002
Forestlands	346	364
Goodwill	121	139
Right of Use Assets	59	58
Deferred Charges and Other Assets	110	116
TOTAL ASSETS	2,691	2,872
Current Liabilities
Accounts payable	389	421
Notes payable and current maturities of long-term debt	28	28
Accrued payroll and benefits	65	63
Other current liabilities	172	183
Total Current Liabilities	654	695
Long-Term Debt	894	931
Deferred Income Taxes	162	189
Other Liabilities	151	156
Commitments and Contingent Liabilities (Note 12)
Equity
Common stock $1 par value, 200.0 shares authorized, 44.9 shares and 44.5 shares issued and 41.0 shares and 41.2 shares outstanding at June 30, 2024 and December 31, 2023, respectively	45	45
Paid-in capital	60	48
Retained earnings	2,317	2,222
Accumulated other comprehensive loss	(1,397)	(1,256)
Stockholders' equity before treasury stock	1,025	1,059
Less: Common stock held in treasury, at cost, 3.9 shares and 3.3 shares at June 30, 2024 and December 31, 2023, respectively	(195)	(158)
Total Equity	830	901
TOTAL LIABILITIES AND EQUITY	$ 2,691	$ 2,872

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Common stock, par value (in dollars per share)	$ 1	$ 1
Common stock, shares authorized (in shares)	200,000,000.0	200,000,000.0
Common stock, shares issued (in shares)	44,900,000	44,500,000
Common shares, outstanding (in shares)	41,000,000.0	41,200,000
Treasury stock (in shares)	3,900,000	3,300,000

CONDENSED CONSOLIDATED AND COMBINED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Statement of Cash Flows [Abstract]
NET INCOME	$ 126	$ 146
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation, amortization and cost of timber harvested	76	69
Deferred income tax provision (benefit), net	0	4
Stock-based compensation	12	15
Changes in operating assets and liabilities and other:
Accounts and notes receivable	(7)	91
Inventories	(20)	(60)
Accounts payable and accrued liabilities	(26)	(147)
Other	(19)	22
CASH PROVIDED BY OPERATING ACTIVITIES	142	140
INVESTMENT ACTIVITIES
Invested in capital projects	(113)	(105)
Acquisition of business, net of cash acquired	0	(167)
CASH PROVIDED BY (USED FOR) INVESTMENT ACTIVITIES	(113)	(272)
FINANCING ACTIVITIES
Dividends paid	(25)	(21)
Issuance of debt	16	437
Reduction of debt	(54)	(443)
Repurchases of common stock	(30)	(40)
Other	(2)	(6)
CASH PROVIDED BY (USED FOR) FINANCING ACTIVITIES	(95)	(73)
Effect of Exchange Rate Changes on Cash	(9)	9
Change in Cash, Temporary Investments and Restricted Cash	(75)	(196)
Beginning of the period	280	360
End of the period	$ 205	$ 164

BASIS OF PRESENTATION	6 Months Ended
BASIS OF PRESENTATION	Jun. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
BASIS OF PRESENTATION	BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States and in accordance with the instructions to Form 10-Q and, in the opinion of management, include all adjustments that are necessary for the fair presentation of Sylvamo Corporation’s ("Sylvamo's", "the Company’s" or "our") financial position, results of operations, and cash flows for the interim periods presented. Except as disclosed herein, such adjustments are of a normal, recurring nature. Results for the first six months of the year may not necessarily be indicative of full year results due to factors such as the Company’s planned maintenance outage schedule at its mills. All intercompany transactions have been eliminated. You should read these condensed consolidated financial statements in conjunction with the audited financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 (the "Annual Report" or “2023 Form 10-K”), which have previously been filed with the Securities and Exchange Commission. These consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States that require the use of management’s estimates. Actual results could differ from management’s estimates.

SIGNIFICANT ACCOUNTING POLICIES	6 Months Ended
SIGNIFICANT ACCOUNTING POLICIES	Jun. 30, 2024
Accounting Policies [Abstract]
SIGNIFICANT ACCOUNTING POLICIES	SIGNIFICANT ACCOUNTING POLICIES Our significant accounting policies are described in Note 2 Significant Accounting Policies to the audited consolidated financial statements included in our 2023 Form 10-K. There have been no material changes to the significant accounting policies for the six months ended June 30, 2024. Recently Issued Accounting Pronouncements Not Yet Adopted Income Taxes In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures.” This guidance requires a public entity to disclose in their rate reconciliation table additional categories of information about federal, state and foreign income taxes and to provide more details about the reconciling items in some categories if the items meet a quantitative threshold. The guidance also requires all entities to disclose annually income taxes paid (net of refunds received) disaggregated by federal (national), state and foreign taxes and to disaggregate the information by jurisdiction based on a quantitative threshold. This guidance is effective for annual periods beginning after December 15, 2024. Early adoption is permitted and this guidance should be applied prospectively but there is the option to apply it retrospectively. The Company plans to adopt the provisions of this guidance in conjunction with our Form 10-K for the annual period ending December 31, 2025. Segment Reporting In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures.” This guidance requires a public entity to disclose for each reportable segment, on an interim and annual basis, the significant expense categories and amounts that are regularly provided to the chief operating decision-maker (“CODM”) and included in each reported measure of a segment’s profit or loss. Additionally, it requires a public entity to disclose the title and position of the individual or the name of the group or committee identified as the CODM. This guidance is effective for fiscal years beginning after December 31, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted and the guidance should be applied retrospectively to all periods presented in the financial statements, unless it is impracticable. The Company plans to adopt the provisions of this guidance in conjunction with our Form 10-K for the period ending December 31, 2024.

REVENUE RECOGNITION

6 Months Ended

Jun. 30, 2024

Revenue from Contract with Customer [Abstract]

REVENUE RECOGNITION

External Net Sales by Product

External net sales by major products were as follows by business segment:


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2024		2023		2024		2023
Europe
Uncoated Papers	$	180	$	192	$	366	$	395
Market Pulp	25		18		46		45
Europe	205		210		412		440
Latin America
Uncoated Papers	220		215		416		401
Market Pulp	15		20		27		40
Latin America	235		235		443		441
North America
Uncoated Papers	474		463		945		949
Market Pulp	19		11		38		30
North America	493		474		983		979
Total	$	933	$	919	$	1,838	$	1,860

Revenue Contract Balances

A contract asset is created when the Company recognizes revenue on its customized products for which we have an enforceable right to payment.

EQUITY

6 Months Ended

Jun. 30, 2024

Equity [Abstract]

EQUITY

4 EQUITY

A summary of changes in equity for the three and six months ended June 30, 2024 and 2023 is provided below:


Three Months Ended June 30, 2024
In millions	Shares	Common Stock		Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Common Stock Held In Treasury, At Cost		Total Equity
Balance, March 31, 2024	45	$	45	$	54	$	2,253	$	(1,293)	$	(170)	$	889
Stock-based employee compensation	—	—		6		—		—		—		6
Share repurchases	—	—		—		—		—		(25)		(25)
Dividends ($0.45 per share)	—	—		—		(19)		—		—		(19)
Comprehensive income (loss)	—	—		—		83		(104)		—		(21)
Balance, June 30, 2024	45	$	45	$	60	$	2,317	$	(1,397)	$	(195)	$	830


Six Months Ended June 30, 2024
In millions	Shares	Common Stock		Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Common Stock Held In Treasury, At Cost		Total Equity
Balance, December 31, 2023	45	$	45	$	48	$	2,222	$	(1,256)	$	(158)	$	901
Stock-based employee compensation	—	—		12		—		—		(7)		5
Share repurchases	—	—		—		—		—		(30)		(30)
Dividends ($0.75 per share)	—	—		—		(31)		—		—		(31)
Comprehensive income (loss)	—	—		—		126		(141)		—		(15)
Balance, June 30, 2024	45	$	45	$	60	$	2,317	$	(1,397)	$	(195)	$	830


Three Months Ended June 30, 2023
In millions	Shares	Common Stock		Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Common Stock Held In Treasury, At Cost		Total Equity
Balance, March 31, 2023	44	$	44	$	32	$	2,116	$	(1,305)	$	(97)	$	790
Stock-based employee compensation	—	1		7		—		—		—		8
Share repurchases	—	—		—		—		—		(30)		(30)
Dividends ($0.25 per share)	—	—		—		(12)		—		—		(12)
Comprehensive income (loss)	—	—		—		49		57		—		106
Balance, June 30, 2023	44	$	45	$	39	$	2,153	$	(1,248)	$	(127)	$	862


Six Months Ended June 30, 2023
In millions	Shares	Common Stock		Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Common Stock Held In Treasury, At Cost		Total Equity
Balance, December 31, 2022	44	$	44	$	25	$	2,029	$	(1,338)	$	(82)	$	678
Stock-based employee compensation	—	1		14		—		—		(5)		10
Share repurchases	—	—		—		—		—		(40)		(40)
Dividends ($0.50 per share)	—	—		—		(22)		—		—		(22)
Comprehensive income (loss)	—	—		—		146		90		—		236
Balance, June 30, 2023	44	$	45	$	39	$	2,153	$	(1,248)	$	(127)	$	862

OTHER COMPREHENSIVE INCOME

6 Months Ended

Jun. 30, 2024

Equity [Abstract]

OTHER COMPREHENSIVE INCOME

The following table presents the changes in Accumulated Other Comprehensive Income (Loss) (“AOCI”), net of taxes, reported in the condensed consolidated financial statements:


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2024		2023		2024		2023
Defined Benefit Pension and Postretirement Adjustments
Balance at beginning of period	$	(77)	$	(76)	$	(77)	$	(76)
Amounts reclassified from accumulated other comprehensive income	—		—		—		—
Balance at end of period	(77)		(76)		(77)		(76)
Change in Cumulative Foreign Currency Translation Adjustments
Balance at beginning of period	(1,235)		(1,247)		(1,197)		(1,288)
Other comprehensive income (loss) before reclassifications	(98)		45		(136)		86
Balance at end of period	(1,333)		(1,202)		(1,333)		(1,202)
Net Gains and Losses on Cash Flow Hedging Derivatives
Balance at beginning of period	19		18		18		26
Other comprehensive income (loss) before reclassifications	(4)		22		—		18
Amounts reclassified from accumulated other comprehensive income	(2)		(10)		(5)		(14)
Balance at end of period	13		30		13		30
Total Accumulated Other Comprehensive Income (Loss) at End of Period	$	(1,397)	$	(1,248)	$	(1,397)	$	(1,248)

EARNINGS PER SHARE

6 Months Ended

Jun. 30, 2024

Earnings Per Share [Abstract]

EARNINGS PER SHARE

There are no adjustments required to be made to net income for purposes of computing basic and diluted earnings per share.

Basic and diluted earnings per share are calculated as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
In millions, except per share amounts	2024		2023		2024		2023
Net income	$	83	$	49	$	126	$	146
Weighted average common shares outstanding	41.1		42.4		41.2		42.4
Effect of dilutive securities	0.8		0.4		0.8		0.6
Weighted average common shares outstanding - assuming dilution	41.9		42.8		42.0		43.0
Earnings per share - basic	$	2.02	$	1.16	$	3.06	$	3.44
Earnings per share - diluted	$	1.98	$	1.14	$	3.00	$	3.40
Anti-dilutive shares (a)	0.4		0.4		0.4		0.3

ACQUISITIONS

6 Months Ended

Jun. 30, 2024

Business Combination and Asset Acquisition [Abstract]

Business Combination Disclosure

ACQUISITIONS

The following table summarizes the final allocation of the purchase price to the fair value assigned to assets and liabilities acquired as of January 2, 2023:


In millions
Accounts receivable	$	63
Inventory	67
Plants, properties and equipment	115
Other assets	2
Total assets acquired	247
Accounts payable	51
Other liabilities	29
Total liabilities assumed	80
Net assets acquired	$	167

SUPPLEMENTARY FINANCIAL STATEMENT INFORMATION

6 Months Ended

Jun. 30, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

SUPPLEMENTARY FINANCIAL STATEMENT INFORMATION

Temporary Investments

Restricted Cash

Restricted cash of $60 million as of June 30, 2024 and December 31, 2023 represents funds held in escrow related to the Brazil Tax Dispute. See Note 13 Long-Term Debt for further details.


In millions	June 30, 2024		December 31, 2023
Cash and temporary investments	$	145	$	220
Restricted cash	60		60
Total cash, temporary investments and restricted cash in the statements of cash flows	$	205	$	280

Accounts and Notes Receivable

Accounts and notes receivable, net, by classification were:


In millions	June 30, 2024		December 31, 2023
Accounts and notes receivable:
Trade	$	387	$	404
Notes and other	24		24
Total	$	411	$	428

Inventories


In millions	June 30, 2024		December 31, 2023
Raw materials	$	61	$	60
Finished paper and pulp products	225		213
Operating supplies	103		109
Other	23		22
Total	$	412	$	404

Plants, Properties and Equipment, Net

Non-cash additions to plants, property and equipment included within accounts payable were $9 million and $17 million each at June 30, 2024 and December 31, 2023.

Forestlands

Other Liabilities and Costs

Interest

Interest payments of $31 million and $37 million were made during the six months ended June 30, 2024 and 2023, respectively.

Amounts related to interest were as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2024		2023		2024		2023
Interest expense (a)	$	13	$	15	$	27	$	34
Interest income (b)	(3)		(2)		(7)		(13)
Capitalized interest cost	(1)		(1)		(2)		(2)
Total	$	9	$	12	$	18	$	19

(a) Interest expense for the six months ended June 30, 2023 includes $5 million of debt extinguishment cost related to the tender offer for our 7.00% 2029 Senior Notes.

(b) Interest income for the six months ended June 30, 2023 includes $9 million of interest income related to tax settlements.

ASSET RETIREMENT OBLIGATIONS

As of June 30, 2024 and December 31, 2023, we have recorded liabilities of $28 million and $27 million related to asset retirement obligations. These amounts are included in “Other liabilities.”

LEASES

6 Months Ended

Jun. 30, 2024

Leases [Abstract]

LEASES

Supplemental Balance Sheet Information Related to Leases


In millions	Classification	June 30, 2024		December 31, 2023
Assets
Operating lease assets	Right of use assets	$	59	$	58
Finance lease assets	Plants, properties, and equipment, net (a)	21		22
Total leased assets		$	80	$	80
Liabilities
Current
Operating	Other current liabilities	$	19	$	18
Finance	Notes payable and current maturities of long-term debt	2		2
Noncurrent
Operating	Other Liabilities	47		46
Finance	Long-term debt	12		14
Total lease liabilities		$	80	$	80

(a)Finance leases are recorded net of accumulated amortization of $17 million and $16 million as of June 30, 2024 and December 31, 2023, respectively.

LEASES

Supplemental Balance Sheet Information Related to Leases


In millions	Classification	June 30, 2024		December 31, 2023
Assets
Operating lease assets	Right of use assets	$	59	$	58
Finance lease assets	Plants, properties, and equipment, net (a)	21		22
Total leased assets		$	80	$	80
Liabilities
Current
Operating	Other current liabilities	$	19	$	18
Finance	Notes payable and current maturities of long-term debt	2		2
Noncurrent
Operating	Other Liabilities	47		46
Finance	Long-term debt	12		14
Total lease liabilities		$	80	$	80

(a)Finance leases are recorded net of accumulated amortization of $17 million and $16 million as of June 30, 2024 and December 31, 2023, respectively.

GOODWILL

6 Months Ended

Jun. 30, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

GOODWILL AND OTHER INTANGIBLES

GOODWILL

The following table presents changes in the goodwill balance as allocated to each business segment for the six months ended June 30, 2024:


In millions	Europe		Latin America		North America		Total
Balance as of December 31, 2023
Goodwill	$	11	$	129	$	—	$	140
Accumulated impairment losses	(1)		—		—		(1)
	$	10	$	129	$	—	$	139
Currency translation and other	—		(17)		—		(17)
Balance as of June 30, 2024
Goodwill	10		112		—		122
Accumulated impairment losses	(1)		—		—		(1)
Total	$	9	$	112	$	—	$	121

INCOME TAXES	6 Months Ended
INCOME TAXES	Jun. 30, 2024
Income Tax Disclosure [Abstract]
INCOME TAXES	INCOME TAXES An income tax provision of $30 million and $47 million was recorded for the three and six months ended June 30, 2024, and the reported effective income tax rate was 27% and 27% respectively. An income tax provision of $21 million and $65 million was recorded for the three and six months ended June 30, 2023, and the reported effective income tax rate was 30% and 31%, respectively. The Brazilian Federal Revenue Service has challenged the deductibility of goodwill amortization generated in a 2007 acquisition by International Paper do Brasil Ltda., now named Sylvamo do Brasil Ltda. (“Sylvamo Brasil”), a wholly-owned subsidiary of the Company (the “Brazil Tax Dispute”). Sylvamo Brasil received assessments for the tax years 2007-2015 totaling approximately $105 million in tax, and $249 million in interest, penalties and fees as of June 30, 2024 (adjusted for variation in currency exchange rates and recent law change pursuant to which the Brazil tax authority agreed to cancel a portion of the interest, penalties, and fees). International Paper challenged and is managing the litigation of this matter pursuant to the Tax Matters Agreement between us and International Paper. After a previous favorable ruling challenging the basis for these assessments, there were subsequent unfavorable decisions from the Brazilian Administrative Council of Tax Appeals. On behalf of Sylvamo Brasil, International Paper has appealed and at present, has advised us that it intends to further appeal these and any future unfavorable administrative judgments to the Brazilian federal courts; however, this tax litigation matter may take many years to resolve. The Company believes that the transaction underlying these assessments was appropriately evaluated, and that the Company’s tax position would be sustained, based on Brazilian tax law. Pursuant to the terms of the Tax Matters Agreement, International Paper will pay 60%, and Sylvamo will pay 40% on up to $300 million of any assessment related to this matter, and International Paper will pay all amounts of the assessment over $300 million. Also in connection with this agreement, all decisions concerning the conduct of the litigation related to this matter, including settlement strategy, pursuit and abandonment, will continue to be made by International Paper, which is vigorously defending Sylvamo Brasil’s historic tax position against the current assessments and any similar assessments that may be issued for tax years subsequent to 2015.

COMMITMENTS AND CONTINGENT LIABILITIES	6 Months Ended
COMMITMENTS AND CONTINGENT LIABILITIES	Jun. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENT LIABILITIES	COMMITMENTS AND CONTINGENT LIABILITIES Environmental and Legal Proceedings The Company is subject to environmental and legal proceedings in the countries in which we operate. Accruals for contingent liabilities, such as environmental remediation costs, are recorded in the consolidated financial statements when it is probable that a liability has been incurred or an asset impaired and the amount of the loss can be reasonably estimated. The Company has estimated some probable liability associated with environmental remediation matters that is immaterial in the aggregate as of June 30, 2024. At the Company’s Mogi Guaçu mill, there are legacy basin areas that were formerly lagoons used for treatment of mill wastewater from pulp and paper manufacturing. In coordination with and in response to a request by the Environmental Company of the State of São Paulo (“CETESB”), which is the state environmental regulatory authority, there has been continuous regulatory monitoring and sampling of the former basins, which began prior to their closure in 2006, both to assess for contamination and evaluate whether additional remediation is needed beyond the basins’ ongoing natural vegetation growth. This monitoring and sampling detected metal contamination, with the main constituent of potential environmental impact being mercury. The Company has presented CETESB with proposals for studies and other actions to further assess the scope and type of contamination and the possible need for an additional remediation approach. Additionally, in October 2022, CETESB requested that the Company expand its efforts to include providing CETESB with a proposed pilot intervention (remediation) plan for a portion of the former basins. The purpose of the pilot intervention plan is to facilitate determination of the appropriate actions to take for the basins generally, guided by the results of the pilot intervention plan in the subset portion of the basins. The Company submitted a proposed pilot intervention plan to CETESB in late 2023, and CETESB approved its pre-intervention stages and certain additional measures that the Company later submitted. As of June 30, 2024, the Company has recorded an immaterial liability for the ongoing and additional environmental studies and sampling of the basins. While this matter could in the future have a material impact on our results of operations or cash flows, the Company is unable to estimate its potential additional liability because the further studies to be conducted and the remediation that may be required will depend on the results of the pilot intervention plan, the Company’s environmental studies assessing the existence of ecological risk due to the contamination and what intervention may be required beyond vegetation of the basins, the extent to which there is eventual risk of harm from the contamination, and CETESB’s approval of any ultimate intervention plan for the basins. Taxes Other Than Payroll Taxes See Note 11 Income Taxes for a discussion of a goodwill amortization tax matter in Brazil. During the first quarter of 2024, the State of Sao Paulo issued a tax assessment to our Brazilian subsidiary for approximately $44 million (adjusted for variation in currency exchange rates) regarding unpaid VAT arising from intercompany transactions. This assessment includes $18 million in tax and $26 million in interest and penalties. As of June 30, 2024, no reserve has been recorded by the Company because the risk of loss is not probable. The Company reached an amnesty agreement with the Brazilian government related to certain VAT amounts assessed in prior years, which are unrelated to the 2024 tax assessment noted above. This agreement resulted in the recognition of $9 million of interest income during the first quarter of 2023. We have other open tax matters awaiting resolution in Brazil, which are at various stages of review in various administrative and judicial proceedings. We routinely assess these tax matters for materiality and probability of loss or gain, and appropriate amounts have been recorded in our financial statements for any open items where the risk of loss is deemed probable. We currently do not consider any of these other tax matters to be material individually. However, it is reasonably possible that settlement of any of these matters concurrently could result in a material loss or that over time a matter could become material, for example, if interest were accruing on the amount at issue for a significant period of time. Also, future exchange rate fluctuations could be unfavorable to the U.S. dollar and significant enough to cause an open matter to become material. The expected timing for resolution of these open matters ranges from one year to ten years. General The Company is involved in various other inquiries, administrative proceedings and litigation relating to environmental and safety matters, taxes (including VAT), personal injury, product liability, labor and employment, contracts, sales of property and other matters, some of which allege substantial monetary damages. Assessments of lawsuits and claims can involve a series of complex judgments about future events, can rely heavily on estimates and assumptions, and are otherwise subject to significant uncertainties. As a result, there can be no certainty that the Company will not ultimately incur charges in excess of presently recorded liabilities. The Company believes that loss contingencies arising from pending matters, including the matters described herein, will not have a material effect on the consolidated financial position or liquidity of the Company. However, in light of the inherent uncertainties involved in pending or threatened legal matters, some of which are beyond the Company's control, and the large or indeterminate damages sought in some of these matters, a future adverse ruling, settlement, unfavorable development, or increase in accruals with respect to these matters, could result in future charges that could be material to the Company's results of operations or cash flows in any particular reporting period.

LONG-TERM DEBT

6 Months Ended

Jun. 30, 2024

Debt Disclosure [Abstract]

LONG-TERM DEBT

Long-term debt is summarized in the following table:


In millions	June 30, 2024		December 31, 2023
Term Loan F - due 2027 (a)	$	459	$	471
Term Loan A - due 2028 (b)	259		266
7.00% Senior Notes - due 2029 (c)	89		89
Securitization Program	100		117
Other	15		16
Less: current portion	(28)		(28)
Total	$	894	$	931

(a) As of June 30, 2024 and December 31, 2023, presented net of $3 million and $3 million in unamortized debt issuance costs, respectively.

(b) As of June 30, 2024 and December 31, 2023, presented net of $2 million and $2 million in unamortized debt issuance costs, respectively.

(c) As of June 30, 2024 and December 31, 2023, presented net of $1 million and $1 million in unamortized debt issuance costs, respectively.

the effective net interest rate on the Term Loan F was approximately 6.29% and 6.31% as of June 30, 2024 and December 31, 2023, respectively.

As of June 30, 2024, we were in compliance with our debt covenants.

PENSION AND POSTRETIREMENT BENEFIT PLANS	6 Months Ended
PENSION AND POSTRETIREMENT BENEFIT PLANS	Jun. 30, 2024
Retirement Benefits [Abstract]
PENSION AND POSTRETIREMENT BENEFIT PLANS	PENSION AND POSTRETIREMENT BENEFIT PLANS Defined Benefit Plans The Company sponsors and maintains pension plans for the benefit of certain of the Company’s employees. The service and non-service cost components of net periodic pension expense for these employees is recorded within cost of products sold and selling and administrative expenses. The assets and liabilities related to plans sponsored by the Company are reflected in deferred charges and other assets and other liabilities, respectively. Net periodic pension expense (benefit) for all pension plans sponsored by the Company for the six months ended June 30, 2024 and June 30, 2023 was immaterial. The Company’s funding policy for the pension plans is to contribute amounts sufficient to meet legal funding requirements, plus any additional amounts that the Company may determine to be appropriate considering the funded status of the plans, tax deductibility, cash flow generated by the Company, and other factors. The Company continually reassesses the amount and timing of any discretionary contributions. Generally, the non-U.S. pension plans are funded using the projected benefit as a target, except in certain countries where funding of benefit plans is not required.

INCENTIVE PLANS

6 Months Ended

Jun. 30, 2024

Share-Based Payment Arrangement [Abstract]

INCENTIVE PLANS

Total stock-based compensation cost recognized by the Company was as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2024		2023		2024		2023
Total stock-based compensation expense (included in selling and administrative expense)	$	5	$	8	$	12	$	15

FINANCIAL INFORMATION BY BUSINESS SEGMENT AND GEOGRAPHIC AREA

6 Months Ended

Jun. 30, 2024

Segment Reporting [Abstract]

FINANCIAL INFORMATION BY BUSINESS SEGMENT AND GEOGRAPHIC AREA

performance. Business segment operating profit is defined as income before income taxes, excluding interest (income) expense, net, and net special items.

Information By Business Segment

Net Sales


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2024		2023		2024		2023
Europe	$	206	$	210	$	413	$	440
Latin America	245		250		461		472
North America	493		474		983		979
Intersegment Sales	(11)		(15)		(19)		(31)
Net Sales	$	933	$	919	$	1,838	$	1,860

Business Segment Operating Profit


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2024		2023		2024		2023
Europe	$	8	$	(11)	$	4	$	12
Latin America	37		48		51		94
North America	77		45		139		142
Business Segment Operating Profit	$	122	$	82	$	194	$	248
Income before income taxes	$	113	$	70	$	173	$	211
Interest (income) expense, net	9		12		18		19
Net special items expense (income) (a)	—		—		3		18
Business Segment Operating Profit	$	122	$	82	$	194	$	248

REVENUE RECOGNITION (Tables)

6 Months Ended

Jun. 30, 2024

Revenue from Contract with Customer [Abstract]

External net sales by major products

External net sales by major products were as follows by business segment:


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2024		2023		2024		2023
Europe
Uncoated Papers	$	180	$	192	$	366	$	395
Market Pulp	25		18		46		45
Europe	205		210		412		440
Latin America
Uncoated Papers	220		215		416		401
Market Pulp	15		20		27		40
Latin America	235		235		443		441
North America
Uncoated Papers	474		463		945		949
Market Pulp	19		11		38		30
North America	493		474		983		979
Total	$	933	$	919	$	1,838	$	1,860

EQUITY (Tables)

6 Months Ended

Jun. 30, 2024

Equity [Abstract]

Summary of changes in equity

A summary of changes in equity for the three and six months ended June 30, 2024 and 2023 is provided below:


Three Months Ended June 30, 2024
In millions	Shares	Common Stock		Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Common Stock Held In Treasury, At Cost		Total Equity
Balance, March 31, 2024	45	$	45	$	54	$	2,253	$	(1,293)	$	(170)	$	889
Stock-based employee compensation	—	—		6		—		—		—		6
Share repurchases	—	—		—		—		—		(25)		(25)
Dividends ($0.45 per share)	—	—		—		(19)		—		—		(19)
Comprehensive income (loss)	—	—		—		83		(104)		—		(21)
Balance, June 30, 2024	45	$	45	$	60	$	2,317	$	(1,397)	$	(195)	$	830


Six Months Ended June 30, 2024
In millions	Shares	Common Stock		Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Common Stock Held In Treasury, At Cost		Total Equity
Balance, December 31, 2023	45	$	45	$	48	$	2,222	$	(1,256)	$	(158)	$	901
Stock-based employee compensation	—	—		12		—		—		(7)		5
Share repurchases	—	—		—		—		—		(30)		(30)
Dividends ($0.75 per share)	—	—		—		(31)		—		—		(31)
Comprehensive income (loss)	—	—		—		126		(141)		—		(15)
Balance, June 30, 2024	45	$	45	$	60	$	2,317	$	(1,397)	$	(195)	$	830


Three Months Ended June 30, 2023
In millions	Shares	Common Stock		Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Common Stock Held In Treasury, At Cost		Total Equity
Balance, March 31, 2023	44	$	44	$	32	$	2,116	$	(1,305)	$	(97)	$	790
Stock-based employee compensation	—	1		7		—		—		—		8
Share repurchases	—	—		—		—		—		(30)		(30)
Dividends ($0.25 per share)	—	—		—		(12)		—		—		(12)
Comprehensive income (loss)	—	—		—		49		57		—		106
Balance, June 30, 2023	44	$	45	$	39	$	2,153	$	(1,248)	$	(127)	$	862


Six Months Ended June 30, 2023
In millions	Shares	Common Stock		Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Common Stock Held In Treasury, At Cost		Total Equity
Balance, December 31, 2022	44	$	44	$	25	$	2,029	$	(1,338)	$	(82)	$	678
Stock-based employee compensation	—	1		14		—		—		(5)		10
Share repurchases	—	—		—		—		—		(40)		(40)
Dividends ($0.50 per share)	—	—		—		(22)		—		—		(22)
Comprehensive income (loss)	—	—		—		146		90		—		236
Balance, June 30, 2023	44	$	45	$	39	$	2,153	$	(1,248)	$	(127)	$	862

OTHER COMPREHENSIVE INCOME (Tables)

6 Months Ended

Jun. 30, 2024

Equity [Abstract]

Changes in Accumulated other comprehensive income (loss) (“AOCI”), net of tax

The following table presents the changes in Accumulated Other Comprehensive Income (Loss) (“AOCI”), net of taxes, reported in the condensed consolidated financial statements:


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2024		2023		2024		2023
Defined Benefit Pension and Postretirement Adjustments
Balance at beginning of period	$	(77)	$	(76)	$	(77)	$	(76)
Amounts reclassified from accumulated other comprehensive income	—		—		—		—
Balance at end of period	(77)		(76)		(77)		(76)
Change in Cumulative Foreign Currency Translation Adjustments
Balance at beginning of period	(1,235)		(1,247)		(1,197)		(1,288)
Other comprehensive income (loss) before reclassifications	(98)		45		(136)		86
Balance at end of period	(1,333)		(1,202)		(1,333)		(1,202)
Net Gains and Losses on Cash Flow Hedging Derivatives
Balance at beginning of period	19		18		18		26
Other comprehensive income (loss) before reclassifications	(4)		22		—		18
Amounts reclassified from accumulated other comprehensive income	(2)		(10)		(5)		(14)
Balance at end of period	13		30		13		30
Total Accumulated Other Comprehensive Income (Loss) at End of Period	$	(1,397)	$	(1,248)	$	(1,397)	$	(1,248)

EARNINGS PER SHARE (Tables)

6 Months Ended

Jun. 30, 2024

Earnings Per Share [Abstract]

Schedule of Basic and Diluted Earnings Per Share

Basic and diluted earnings per share are calculated as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
In millions, except per share amounts	2024		2023		2024		2023
Net income	$	83	$	49	$	126	$	146
Weighted average common shares outstanding	41.1		42.4		41.2		42.4
Effect of dilutive securities	0.8		0.4		0.8		0.6
Weighted average common shares outstanding - assuming dilution	41.9		42.8		42.0		43.0
Earnings per share - basic	$	2.02	$	1.16	$	3.06	$	3.44
Earnings per share - diluted	$	1.98	$	1.14	$	3.00	$	3.40
Anti-dilutive shares (a)	0.4		0.4		0.4		0.3

ACQUISITIONS (Tables)

6 Months Ended

Jun. 30, 2024

Business Combination and Asset Acquisition [Abstract]

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following table summarizes the final allocation of the purchase price to the fair value assigned to assets and liabilities acquired as of January 2, 2023:


In millions
Accounts receivable	$	63
Inventory	67
Plants, properties and equipment	115
Other assets	2
Total assets acquired	247
Accounts payable	51
Other liabilities	29
Total liabilities assumed	80
Net assets acquired	$	167

SUPPLEMENTARY FINANCIAL STATEMENT INFORMATION (Tables)

3 Months Ended

6 Months Ended

Jun. 30, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Cash and Cash Equivalents


In millions	June 30, 2024		December 31, 2023
Cash and temporary investments	$	145	$	220
Restricted cash	60		60
Total cash, temporary investments and restricted cash in the statements of cash flows	$	205	$	280

Schedule of Accounts and Notes Receivable Net

Accounts and notes receivable, net, by classification were:


In millions	June 30, 2024		December 31, 2023
Accounts and notes receivable:
Trade	$	387	$	404
Notes and other	24		24
Total	$	411	$	428

Schedule of Inventories


In millions	June 30, 2024		December 31, 2023
Raw materials	$	61	$	60
Finished paper and pulp products	225		213
Operating supplies	103		109
Other	23		22
Total	$	412	$	404

Schedule of Interest Expense

Amounts related to interest were as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2024		2023		2024		2023
Interest expense (a)	$	13	$	15	$	27	$	34
Interest income (b)	(3)		(2)		(7)		(13)
Capitalized interest cost	(1)		(1)		(2)		(2)
Total	$	9	$	12	$	18	$	19

(a) Interest expense for the six months ended June 30, 2023 includes $5 million of debt extinguishment cost related to the tender offer for our 7.00% 2029 Senior Notes.

(b) Interest income for the six months ended June 30, 2023 includes $9 million of interest income related to tax settlements.

LEASES (Tables)

6 Months Ended

Jun. 30, 2024

Leases [Abstract]

Schedule of Supplemental Balance Sheet Information Related To Leases

Supplemental Balance Sheet Information Related to Leases


In millions	Classification	June 30, 2024		December 31, 2023
Assets
Operating lease assets	Right of use assets	$	59	$	58
Finance lease assets	Plants, properties, and equipment, net (a)	21		22
Total leased assets		$	80	$	80
Liabilities
Current
Operating	Other current liabilities	$	19	$	18
Finance	Notes payable and current maturities of long-term debt	2		2
Noncurrent
Operating	Other Liabilities	47		46
Finance	Long-term debt	12		14
Total lease liabilities		$	80	$	80

(a)Finance leases are recorded net of accumulated amortization of $17 million and $16 million as of June 30, 2024 and December 31, 2023, respectively.

GOODWILL (Tables)

6 Months Ended

Jun. 30, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Changes in the Goodwill

The following table presents changes in the goodwill balance as allocated to each business segment for the six months ended June 30, 2024:


In millions	Europe		Latin America		North America		Total
Balance as of December 31, 2023
Goodwill	$	11	$	129	$	—	$	140
Accumulated impairment losses	(1)		—		—		(1)
	$	10	$	129	$	—	$	139
Currency translation and other	—		(17)		—		(17)
Balance as of June 30, 2024
Goodwill	10		112		—		122
Accumulated impairment losses	(1)		—		—		(1)
Total	$	9	$	112	$	—	$	121

LONG-TERM DEBT (Tables)

6 Months Ended

Jun. 30, 2024

Debt Disclosure [Abstract]

Schedule of Long-term Debt Instruments

Long-term debt is summarized in the following table:


In millions	June 30, 2024		December 31, 2023
Term Loan F - due 2027 (a)	$	459	$	471
Term Loan A - due 2028 (b)	259		266
7.00% Senior Notes - due 2029 (c)	89		89
Securitization Program	100		117
Other	15		16
Less: current portion	(28)		(28)
Total	$	894	$	931

(a) As of June 30, 2024 and December 31, 2023, presented net of $3 million and $3 million in unamortized debt issuance costs, respectively.

(b) As of June 30, 2024 and December 31, 2023, presented net of $2 million and $2 million in unamortized debt issuance costs, respectively.

(c) As of June 30, 2024 and December 31, 2023, presented net of $1 million and $1 million in unamortized debt issuance costs, respectively.

INCENTIVE PLANS (Tables)

6 Months Ended

Jun. 30, 2024

Share-Based Payment Arrangement [Abstract]

Schedule of Stock Based Compensation Cost Recognized

Total stock-based compensation cost recognized by the Company was as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2024		2023		2024		2023
Total stock-based compensation expense (included in selling and administrative expense)	$	5	$	8	$	12	$	15

FINANCIAL INFORMATION BY BUSINESS SEGMENT AND GEOGRAPHIC AREA (Tables)

6 Months Ended

Jun. 30, 2024

Segment Reporting [Abstract]

Schedule of Segment Reporting

Information By Business Segment

Net Sales


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2024		2023		2024		2023
Europe	$	206	$	210	$	413	$	440
Latin America	245		250		461		472
North America	493		474		983		979
Intersegment Sales	(11)		(15)		(19)		(31)
Net Sales	$	933	$	919	$	1,838	$	1,860

Business Segment Operating Profit


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2024		2023		2024		2023
Europe	$	8	$	(11)	$	4	$	12
Latin America	37		48		51		94
North America	77		45		139		142
Business Segment Operating Profit	$	122	$	82	$	194	$	248
Income before income taxes	$	113	$	70	$	173	$	211
Interest (income) expense, net	9		12		18		19
Net special items expense (income) (a)	—		—		3		18
Business Segment Operating Profit	$	122	$	82	$	194	$	248

REVENUE RECOGNITION (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
REVENUE RECOGNITION (Details) - USD ($) $ in Millions	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Revenue from External Customer [Line Items]
NET SALES	$ 933	$ 919	$ 1,838	$ 1,860
Contract liabilities	2		2		$ 8
Europe
Revenue from External Customer [Line Items]
NET SALES	205	210	412	440
Latin America
Revenue from External Customer [Line Items]
NET SALES	235	235	443	441
North America
Revenue from External Customer [Line Items]
NET SALES	493	474	983	979
Uncoated Papers \| Europe
Revenue from External Customer [Line Items]
NET SALES	180	192	366	395
Uncoated Papers \| Latin America
Revenue from External Customer [Line Items]
NET SALES	220	215	416	401
Uncoated Papers \| North America
Revenue from External Customer [Line Items]
NET SALES	474	463	945	949
Market Pulp \| Europe
Revenue from External Customer [Line Items]
NET SALES	25	18	46	45
Market Pulp \| Latin America
Revenue from External Customer [Line Items]
NET SALES	15	20	27	40
Market Pulp \| North America
Revenue from External Customer [Line Items]
NET SALES	$ 19	$ 11	$ 38	$ 30

EQUITY - Summary of Changes In Equity (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance (in shares)			41,200,000
Beginning balance	$ 889	$ 790	$ 901	$ 678
Stock-based employee compensation	6	8	5	10
Stock Repurchased During Period, Value	(25)	(30)	(30)	(40)
Dividends	(19)	(12)	(31)	(22)
Comprehensive income (loss)	$ (21)	106	$ (15)	236
Ending balance (in shares)	41,000,000.0		41,000,000.0
Ending balance	$ 830	$ 862	$ 830	$ 862
Dividends per share (in dollars per share)	$ 0.45	$ 0.25	$ 0.75	$ 0.50
Common Stock
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance (in shares)	45,000,000	44,000,000	45,000,000	44,000,000
Beginning balance	$ 45	$ 44	$ 45	$ 44
Stock-based employee compensation		$ 1		$ 1
Ending balance (in shares)	45,000,000	44,000,000	45,000,000	44,000,000
Ending balance	$ 45	$ 45	$ 45	$ 45
Paid-In Capital
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance	54	32	48	25
Stock-based employee compensation	6	7	12	14
Ending balance	60	39	60	39
Retained Earnings
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance	2,253	2,116	2,222	2,029
Dividends	(19)	(12)	(31)	(22)
Comprehensive income (loss)	83	49	126	146
Ending balance	2,317	2,153	2,317	2,153
Accumulated Other Comprehensive Loss
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance	(1,293)	(1,305)	(1,256)	(1,338)
Stock-based employee compensation		0		0
Comprehensive income (loss)	(104)	57	(141)	90
Ending balance	(1,397)	(1,248)	(1,397)	(1,248)
Common Stock Held In Treasury, At Cost
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance	(170)	(97)	(158)	(82)
Stock-based employee compensation	0	0	(7)	(5)
Stock Repurchased During Period, Value	(25)	(30)	(30)	(40)
Ending balance	$ (195)	$ (127)	$ (195)	$ (127)

OTHER COMPREHENSIVE INCOME (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	$ 889	$ 790	$ 901	$ 678
Ending balance	830	862	830	862
Total Accumulated Other Comprehensive Income (Loss) at End of Period	830	862	830	862
Accumulated Other Comprehensive Loss
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(1,293)	(1,305)	(1,256)	(1,338)
Ending balance	(1,397)	(1,248)	(1,397)	(1,248)
Total Accumulated Other Comprehensive Income (Loss) at End of Period	(1,397)	(1,248)	(1,397)	(1,248)
Defined Benefit Pension and Postretirement Adjustments
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(77)	(76)	(77)	(76)
Amounts reclassified from accumulated other comprehensive income	0	0	0	0
Ending balance	(77)	(76)	(77)	(76)
Total Accumulated Other Comprehensive Income (Loss) at End of Period	(77)	(76)	(77)	(76)
Change in Cumulative Foreign Currency Translation Adjustments
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(1,235)	(1,247)	(1,197)	(1,288)
Other comprehensive income (loss) before reclassifications	(98)	45	(136)	86
Ending balance	(1,333)	(1,202)	(1,333)	(1,202)
Total Accumulated Other Comprehensive Income (Loss) at End of Period	(1,333)	(1,202)	(1,333)	(1,202)
Net Gains and Losses on Cash Flow Hedging Derivatives
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	19	18	18	26
Amounts reclassified from accumulated other comprehensive income	(2)	(10)	(5)	(14)
Other comprehensive income (loss) before reclassifications	(4)	22	0	18
Ending balance	13	30	13	30
Total Accumulated Other Comprehensive Income (Loss) at End of Period	$ 13	$ 30	$ 13	$ 30

EARNINGS PER SHARE - Schedule of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Earnings Per Share [Abstract]
Net income	$ 83	$ 49	$ 126	$ 146
Weighted-average common shares outstanding - basic (in shares)	41,100,000	42,400,000	41,200,000	42,400,000
Effect of dilutive securities	800,000	400,000	800,000	600,000
Weighted-average common shares outstanding - diluted (in shares)	41,900,000	42,800,000	42,000,000.0	43,000,000.0
Net earnings (loss), basic (in dollars per share)	$ 2.02	$ 1.16	$ 3.06	$ 3.44
Net earnings (loss), diluted (in dollars per share)	$ 1.98	$ 1.14	$ 3.00	$ 3.40
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	400,000	400,000	400,000	300,000

ACQUISITIONS (Details) $ in Millions	Jan. 02, 2023 USD ($)
Business Acquisition [Line Items]
Net assets acquired	$ 167
Nymolla
Business Acquisition [Line Items]
Accounts receivable	63
Inventory	67
Plants, properties and equipment	115
Other assets	2
Total assets acquired	247
Accounts payable	51
Other liabilities	29
Total liabilities assumed	$ 80

ACQUISITIONS Narrative (Details) € in Millions, $ in Millions	3 Months Ended				6 Months Ended
	Jun. 30, 2024 USD ($)	Jun. 30, 2023 USD ($)	Mar. 31, 2023 USD ($)	Mar. 31, 2023 EUR (€)	Jun. 30, 2024 USD ($)	Jun. 30, 2023 USD ($)	Jan. 02, 2023 paperMachines shortTons
Business Acquisition [Line Items]
Cost of products sold (exclusive of depreciation, amortization and cost of timber harvested shown separately below)	$ 684	$ 721			$ 1,400	$ 1,390
Nymolla
Business Acquisition [Line Items]
Paper Machines \| paperMachines							2
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Inventory			$ 9
Business Combination, Consideration Transferred			167	€ 157
Capacity, Short Tons \| shortTons							500,000
Nymolla \| Fair Value Adjustment to Inventory
Business Acquisition [Line Items]
Cost of products sold (exclusive of depreciation, amortization and cost of timber harvested shown separately below)			9
Cost of Goods and Service, Excluding Depreciation, Depletion and Amortization, Net of Tax			$ 7

SUPPLEMENTARY FINANCIAL STATEMENT INFORMATION - Temporary Investments (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023	Jun. 30, 2023	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Short-term Investments	$ 68	$ 109
Cash and temporary investments	145	220
Restricted cash	60	60
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents	$ 205	$ 280	$ 164	$ 360

SUPPLEMENTARY FINANCIAL STATEMENT INFORMATION - Schedule of Accounts and Notes Receivable, Net (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Trade	$ 387	$ 404
Notes and other	24	24
Total	$ 411	$ 428

SUPPLEMENTARY FINANCIAL STATEMENT INFORMATION - Expected Credit Losses (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Allowance for expected credit losses	$ 27	$ 25

SUPPLEMENTARY FINANCIAL STATEMENT INFORMATION - Inventories (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Raw materials	$ 61	$ 60
Finished paper and pulp products	225	213
Operating supplies	103	109
Other	23	22
Inventory net	$ 412	$ 404

SUPPLEMENTARY FINANCIAL STATEMENT INFORMATION Other Liabilites and Costs(Details) - USD ($) $ in Millions	3 Months Ended
	Dec. 31, 2023	Jun. 30, 2024
Restructuring Cost and Reserve [Line Items]
Severance Costs	$ 13
Severance Costs, Net of Taxes	$ 10
Employee Severance \| Other Current Liabilities
Restructuring Cost and Reserve [Line Items]
Restructuring Reserve		$ 6

SUPPLEMENTARY FINANCIAL STATEMENT INFORMATION - Plants, Property and Equipment, Net (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Other Significant Noncash Transactions [Line Items]
Depreciation	$ 31	$ 28	$ 64	$ 58
Accumulated depreciation	$ 3,700		3,700		$ 3,800
Forestlands [Member]
Other Significant Noncash Transactions [Line Items]
Non-cash additions			10		0
Property, Plant and Equipment [Member]
Other Significant Noncash Transactions [Line Items]
Non-cash additions			$ 9		$ 17

SUPPLEMENTARY FINANCIAL STATEMENT INFORMATION - Interest (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Interest payments			$ 31	$ 37
Interest expense (a)	$ 13	$ 15	27	34
Interest income (b)	(3)	(2)	(7)	(13)
Capitalized interest cost	(1)	(1)	(2)	(2)
Total	$ 9	$ 12	$ 18	19
Payment for Debt Extinguishment or Debt Prepayment Cost				5
Debt Instrument, interest rate, stated percentage	7.00%		7.00%
Litigation Settlement Interest				$ 9

SUPPLEMENTARY FINANCIAL STATEMENT INFORMATION - Asset Retirement Obligations (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Asset Retirement Obligation	$ 28	$ 27

LEASES - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
LEASES - Narrative (Details) - USD ($) $ in Millions	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Lessee, Lease, Description [Line Items]
Lease cost	$ 14	$ 16	$ 28	$ 33
Maximum
Lessee, Lease, Description [Line Items]
Remaining lease term	15 years		15 years

LEASES - Balance Sheet Components (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Assets
Right of Use Assets	$ 59	$ 58
Finance lease assets	21	22
Total leased assets	80	80
Current
Operating	19	18
Finance	2	2
Noncurrent
Operating	47	46
Finance	12	14
Total lease liabilities	$ 80	$ 80
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Plants, Properties and Equipment, net	Plants, Properties and Equipment, net
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Other current liabilities	Other current liabilities
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Notes payable and current maturities of long-term debt	Notes payable and current maturities of long-term debt
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]	Other Liabilities	Other Liabilities
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]	Long-Term Debt and Lease Obligation	Long-Term Debt and Lease Obligation
Finance lease, accumulated amortization	$ 17	$ 16

GOODWILL - Changes in the Goodwill Balance as Allocated to Each Business Segment (Details) $ in Millions	6 Months Ended
	Jun. 30, 2024 USD ($)
Goodwill [Roll Forward]
Goodwill gross beginning balance	$ 140
Accumulated impairment loss, beginning balance	(1)
Goodwill, beginning balance	139
Currency translation and other	(17)
Goodwill gross ending balance	122
Accumulated impairment loss, ending balance	(1)
Goodwill, ending balance	121
Europe
Goodwill [Roll Forward]
Goodwill gross beginning balance	11
Accumulated impairment loss, beginning balance	(1)
Goodwill, beginning balance	10
Currency translation and other	0
Goodwill gross ending balance	10
Accumulated impairment loss, ending balance	(1)
Goodwill, ending balance	9
Latin America
Goodwill [Roll Forward]
Goodwill gross beginning balance	129
Accumulated impairment loss, beginning balance	0
Goodwill, beginning balance	129
Currency translation and other	(17)
Goodwill gross ending balance	112
Accumulated impairment loss, ending balance	0
Goodwill, ending balance	112
North America
Goodwill [Roll Forward]
Goodwill gross beginning balance	0
Accumulated impairment loss, beginning balance	0
Goodwill, beginning balance	0
Currency translation and other	0
Goodwill gross ending balance	0
Accumulated impairment loss, ending balance	0
Goodwill, ending balance	$ 0

INCOME TAXES (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
INCOME TAXES (Details) - USD ($) $ in Millions	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Income Tax Examination [Line Items]
Income tax provision	$ 30	$ 21	$ 47	$ 65
Effective income tax rate reconciliation, percent	27.00%	30.00%	27.00%	31.00%
Income tax examination, estimate of possible loss			$ 105
Income tax examination, penalties and interest expense			$ 249
Income tax examination, tax liabilities payable, percentage	40.00%		40.00%
Income tax examination, tax liability, threshold	$ 300		$ 300
International Paper
Income Tax Examination [Line Items]
Income tax examination, tax liabilities payable, percentage	60.00%		60.00%

COMMITMENTS AND CONTINGENT LIABILITIES (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2024	Jun. 30, 2023
Site Contingency [Line Items]
Litigation Settlement Interest				$ 9
BRAZIL
Site Contingency [Line Items]
Litigation Settlement Interest		$ 9
Brazil Unpaid VAT
Site Contingency [Line Items]
Damages claim, value	$ 44
Loss Contingency Accrual	0		$ 0
Brazil Unpaid VAT \| Tax
Site Contingency [Line Items]
Damages claim, value	18
Brazil Unpaid VAT \| Interest and penalties
Site Contingency [Line Items]
Damages claim, value	$ 26
Minimum
Site Contingency [Line Items]
Expected timing for resolution in open market, term			1 year
Maximum
Site Contingency [Line Items]
Expected timing for resolution in open market, term			10 years

LONG-TERM DEBT - Summary of Long-Term Debt (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Less: current portion	$ (28)	$ (28)
Long-Term Debt	$ 894	931
Debt Instrument, interest rate, stated percentage	7.00%
Other Long-Term Debt
Debt Instrument [Line Items]
Long-term debt	$ 15	16
Term Loan F - due 2027 (a) \| Secured Debt
Debt Instrument [Line Items]
Long-term debt	459	471
Unamortized debt issuance costs	3	3
Term Loan A - due 2028 (b) \| Secured Debt
Debt Instrument [Line Items]
Long-term debt	$ 259	266
Debt Instrument, interest rate, stated percentage	1.85%
Unamortized debt issuance costs	$ 2	2
7.00% Senior Notes - due 2029 (c) \| Senior Notes
Debt Instrument [Line Items]
Long-term debt	$ 89	89
Debt Instrument, interest rate, stated percentage	7.00%
Unamortized original issue discount	$ 1	1
Securitization Program
Debt Instrument [Line Items]
Long-term debt	$ 100	$ 117

LONG-TERM DEBT - Narrative (Details)	1 Months Ended	3 Months Ended			6 Months Ended
LONG-TERM DEBT - Narrative (Details)	Jul. 31, 2024 USD ($)	Jun. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Mar. 31, 2023 USD ($)	Jun. 30, 2024 USD ($)	Jun. 30, 2023 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)
Debt Instrument [Line Items]
Payment for Debt Extinguishment or Debt Prepayment Cost						$ 5,000,000
Debt Instrument, interest rate, stated percentage		7.00%			7.00%
Debt Instrument, Consolidated Total, Maximum Leverage Ratio		375.00%			375.00%
Ration Below 2.50
Debt Instrument [Line Items]
Debt Instrument, Consolidated Total Leverage Ratio, Minimum		2.50
Ration Below 2.50 \| Ratio Equal to Or Above 2.00
Debt Instrument [Line Items]
Maximum annual restricted payments		$ 60,000,000
Ratio Below 2.00
Debt Instrument [Line Items]
Income Tax Examination, Maximum Annual Restricted Payments Increase		$ 90,000,000
Ratio Equal to Or Above 2.00
Debt Instrument [Line Items]
Debt Instrument, Consolidated Total Leverage Ratio, Minimum		2.00
Maximum Deposit Amount
Debt Instrument [Line Items]
Income Tax Examination, Deposit Amount With Credit Agreement Agent to Eliminate Maximum Annual Restricted Payments		$ 120,000,000
Minimum Deposit Amount
Debt Instrument [Line Items]
Income Tax Examination, Deposit Amount With Credit Agreement Agent to Eliminate Maximum Annual Restricted Payments		60,000,000
Income Tax Examination, Current Amount Deposited with Credit Agreement Agent							$ 60,000,000
Available Liquidity
Debt Instrument [Line Items]
Income Tax Examination, Available Liquidity Required to Eliminate Limits on Maximum Annual Restricted Payments		225,000,000
Securitization Program
Debt Instrument [Line Items]
Total borrowing capacity		$ 120,000,000			$ 120,000,000		$ 120,000,000
Line of Credit Facility, Interest Rate at Period End		6.24%			6.24%		5.92%
Long-term debt and lease obligation		$ 100,000,000			$ 100,000,000		$ 117,000,000
Securitization Program \| Subsequent Event
Debt Instrument [Line Items]
Total borrowing capacity	$ 110,000,000
Term Loan F Notes Due 2027 \| Interest Rate Swap \| Designated as Hedging Instrument \| Cash Flow Hedging \| 2024
Debt Instrument [Line Items]
Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimate of Time to Transfer						1 year
Term Loan F Notes Due 2027 \| Interest Rate Swap \| Designated as Hedging Instrument \| Cash Flow Hedging \| 2026
Debt Instrument [Line Items]
Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimate of Time to Transfer			2 years
Term Loan A - due 2028 (b) \| Interest Rate Swap \| Other Liabilities
Debt Instrument [Line Items]
Interest Rate Fair Value Hedge Liability at Fair Value							5,000,000
Term Loan A - due 2028 (b) \| Interest Rate Swap \| Deferred Charges and Other Assets
Debt Instrument [Line Items]
Fair value of interest rate swaps		200,000			200,000
Term Loan A - due 2028 (b) \| Interest Rate Swap \| Designated as Hedging Instrument \| Cash Flow Hedging \| 2028 Maturity
Debt Instrument [Line Items]
Notional amount		$ 261,000,000			$ 261,000,000
Term Loan A - due 2028 (b) \| Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate \| Minimum \| Interest Rate Swap
Debt Instrument [Line Items]
Derivative, fixed interest rate		4.13%			4.13%
Term Loan A - due 2028 (b) \| Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate \| Maximum \| Interest Rate Swap
Debt Instrument [Line Items]
Derivative, fixed interest rate		4.16%			4.16%
Term Loan F - due 2027 (a) \| Interest Rate Swap \| Deferred Charges and Other Assets
Debt Instrument [Line Items]
Fair value of interest rate swaps		$ 3,000,000			$ 3,000,000		1,000,000
Term Loan F - due 2027 (a) \| Interest Rate Swap \| Designated as Hedging Instrument \| Cash Flow Hedging \| 2024
Debt Instrument [Line Items]
Notional amount							200,000,000	$ 200,000,000
Swap Unwind, Cash Proceeds				$ 12,000,000
Number of Interest Rate Swaps Unwound				4
Term Loan F - due 2027 (a) \| Interest Rate Swap \| Designated as Hedging Instrument \| Cash Flow Hedging \| 2026
Debt Instrument [Line Items]
Notional amount						$ 200,000,000		$ 200,000,000
Swap Unwind, Cash Proceeds			$ 19,000,000
Term Loan F - due 2027 (a) \| Interest Rate Swap \| Designated as Hedging Instrument \| Cash Flow Hedging \| 2025
Debt Instrument [Line Items]
Notional amount				$ 200,000,000
Number of New Interest Rate Swaps				4
Term Loan F - due 2027 (a) \| Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate \| Minimum \| Interest Rate Swap
Debt Instrument [Line Items]
Derivative, fixed interest rate		3.72%			3.72%
Term Loan F - due 2027 (a) \| Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate \| Maximum \| Interest Rate Swap
Debt Instrument [Line Items]
Derivative, fixed interest rate		3.75%			3.75%
Term Loan F-2 Due 2031 \| Interest Rate Swap \| Designated as Hedging Instrument \| Cash Flow Hedging \| 2029 \| Subsequent Event
Debt Instrument [Line Items]
Notional amount	$ 235,000,000
Number of New Interest Rate Swaps	5
Term Loan F-2 Due 2031 \| Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate \| Minimum \| Interest Rate Swap \| Subsequent Event
Debt Instrument [Line Items]
Derivative, fixed interest rate	3.80%
Term Loan F-2 Due 2031 \| Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate \| Maximum \| Interest Rate Swap \| Subsequent Event
Debt Instrument [Line Items]
Derivative, fixed interest rate	3.82%
Line of Credit \| Revolving Credit Facility
Debt Instrument [Line Items]
Total borrowing capacity		$ 450,000,000			$ 450,000,000		450,000,000
Long-term line of credit outstanding		0			0	60,000,000	0
Letters of Credit Outstanding, Amount		21,000,000			21,000,000		21,000,000
Line of Credit Facility, Remaining Borrowing Capacity		$ 429,000,000			$ 429,000,000		429,000,000
Debt Instrument, interest rate, stated percentage		1.60%			1.60%
Line of Credit \| Revolving Credit Facility \| Subsequent Event
Debt Instrument [Line Items]
Total borrowing capacity	$ 400,000,000
Line of Credit \| Revolving Credit Facility \| Term Loan A - due 2028 (b) \| Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate \| Minimum
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate					0.00%
Senior Notes \| 7.00% Senior Notes - due 2029 (c)
Debt Instrument [Line Items]
Debt Instrument, interest rate, stated percentage		7.00%			7.00%
Debt Instrument, Repaid, Principal						360,000,000
Long-term debt and lease obligation		$ 89,000,000			$ 89,000,000		$ 89,000,000
Senior Notes \| 7.00% Senior Notes - due 2029 (c) \| Subsequent Event
Debt Instrument [Line Items]
Notice of Redemption, Amount	90,000,000
Senior Notes \| 7.00% Senior Notes - due 2029 (c) \| Interest (expense) income
Debt Instrument [Line Items]
Payment for Debt Extinguishment or Debt Prepayment Cost						$ 5,000,000
Senior Notes \| Term Loan F - due 2027 (a) \| Subsequent Event
Debt Instrument [Line Items]
Debt Instrument, Repaid, Principal	104,000,000
Senior Notes \| Term Loan A Due 2029 \| Subsequent Event
Debt Instrument [Line Items]
Debt Instrument, Repaid, Principal	$ 36,000,000
Secured Debt \| Revolving Credit Facility \| Subsequent Event
Debt Instrument [Line Items]
Debt Instrument, interest rate, stated percentage	1.85%
Secured Debt \| Term Loan F Notes Due 2027
Debt Instrument [Line Items]
Debt Instrument, interest rate, stated percentage		1.85%			1.85%
Debt instrument, patronage distributions, percentage		0.90%			0.90%
Debt instrument, patronage distributions, cash rebate, percentage		0.75%			0.75%
Debt instrument, effective interest rate		6.29%			6.29%		6.31%
Secured Debt \| Term Loan F Notes Due 2027 \| Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate \| Minimum
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate					0.00%
Secured Debt \| Term Loan A - due 2028 (b)
Debt Instrument [Line Items]
Debt Instrument, Issued, Principal				$ 300,000,000
Debt Instrument, interest rate, stated percentage		1.85%			1.85%
Long-term debt and lease obligation		$ 259,000,000			$ 259,000,000		$ 266,000,000
Secured Debt \| Term Loan F - due 2027 (a)
Debt Instrument [Line Items]
Long-term debt and lease obligation		$ 459,000,000			$ 459,000,000		$ 471,000,000
Secured Debt \| Term Loan F - due 2027 (a) \| Subsequent Event
Debt Instrument [Line Items]
Debt Instrument, interest rate, stated percentage	1.85%
Secured Debt \| Term Loan A Due 2029 \| Subsequent Event
Debt Instrument [Line Items]
Debt Instrument, interest rate, stated percentage	1.85%
Secured Debt \| Term Loan F-2 Due 2031 \| Subsequent Event
Debt Instrument [Line Items]
Debt Instrument, interest rate, stated percentage	2.25%
Long-term debt and lease obligation	$ 235,000,000

INCENTIVE PLANS - Narrative (Details) $ in Millions	6 Months Ended
INCENTIVE PLANS - Narrative (Details) $ in Millions	Jun. 30, 2024 USD ($) shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation cost \| $	$ 24
Vesting period	1 year 8 months 12 days
Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Available for future grant (in shares) \| shares	2,546,012

INCENTIVE PLANS - Summary of Stock Based Compensation Cost (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Share-Based Payment Arrangement [Abstract]
Total stock-based compensation expense (included in selling and administrative expense)	$ 5	$ 8	$ 12	$ 15

FINANCIAL INFORMATION BY BUSINESS SEGMENT AND GEOGRAPHIC AREA (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Segment Reporting Information [Line Items]
Net Sales	$ 933	$ 919	$ 1,838	$ 1,860
Income before income taxes	113	70	173	211
Interest (income) expense, net	9	12	18	19
Europe
Segment Reporting Information [Line Items]
Net Sales	205	210	412	440
Latin America
Segment Reporting Information [Line Items]
Net Sales	235	235	443	441
North America
Segment Reporting Information [Line Items]
Net Sales	493	474	983	979
Operating Segments
Segment Reporting Information [Line Items]
Business Segment Operating Profit	122	82	194	248
Operating Segments \| Europe
Segment Reporting Information [Line Items]
Net Sales	206	210	413	440
Business Segment Operating Profit	8	(11)	4	12
Operating Segments \| Latin America
Segment Reporting Information [Line Items]
Net Sales	245	250	461	472
Business Segment Operating Profit	37	48	51	94
Operating Segments \| North America
Segment Reporting Information [Line Items]
Net Sales	493	474	983	979
Business Segment Operating Profit	77	45	139	142
Intersegment Sales
Segment Reporting Information [Line Items]
Net Sales	(11)	(15)	(19)	(31)
Segment Reconciling Items
Segment Reporting Information [Line Items]
Interest (income) expense, net	9	12	18	19
Net special items expense (income) (a)	$ 0	$ 0	$ 3	$ 18

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