What the changes say
- Trade policies, tariffs, and potential changes to clean-energy government incentives are highlighted as new business threats.
- Supply chain disruption risks from the Ukraine war are extended through fiscal 2025.
What changed since the prior 10-K
New
- New
line rates and employee levels due to lower overall demand. An economic downturn may reduce, and in the past has reduced, demand for school buses, resulting in lower sales volumes, lower prices and decreased profits
Economic downturns can reduce demand for school buses, leading to lower sales volumes, prices, and profits, and negative working capital.
- New
Changes in laws, regulations or governmental policies and programs involving grants, subsidies and/or other incentives may negatively impact our sale of alternative powered school buses
Changes to federal and state grants, subsidies, and clean-fuel incentive programs could reduce customer purchases of alternative powered school buses.
Dropped
- Dropped
suppliers. Such restricted access has, in certain cases, limited our ability to obtain critical component parts and/or resulted in us paying premium prices for freight and to access the limited supply of inventory
Reworded
- 93% rewritten
Our costs to produce, and our ability to sell, our products may be negatively impacted by changes in trade policies and tariffs
Expanded to include potential component cost increases from Canada, Mexico, and China under trade policies, noting the risk of fixed-price bus contracts preventing cost pass-throughs.
Was: Our ability to sell our products may be negatively affected by trade policies and tariffs
- 64% rewritten
Our operating results may vary widely from period to period due to the sales cycle, seasonal fluctuations and other factors
No substantive changes were made to the text regarding sales cycles and seasonal fluctuations.
- 61% rewritten
Current and future military conflicts could cause additional supply chain disruptions that could have a material adverse impact on our business, results of operations, financial condition and cash flows
Extended the timeline for supply chain pressures resulting from Russia's invasion of Ukraine through fiscal 2025.
- 50% rewritten
The school bus market historically has been and is expected to resume being, at some point in the relatively near future, cyclical. This cyclicality has an impact both on the school bus industry and also on the comparative analysis of quarterly results of our Company
Shortened by removing duplicated text regarding economic downturns reducing line rates and employee levels, which was moved to a separate risk.
- 34% rewritten
Shares of our common stock are reserved for current and future issuance, which would have the effect of diluting the existing shareholders
Updated the remaining shares to be issued under the Incentive Plan to 293,304 as of September 27, 2025.
- 30% rewritten
If Huntington Distribution Finance, Inc. cannot provide financial services to our dealers and customers to acquire our products, our sales and results of operations could deteriorate
Expanded Huntington Distribution Finance's role to include vehicle lease and other financing options for large fleet customers alongside school districts.
All 44 risk factors
Headings as the filing states them, in filing order.
Other
- 01Risk Factors Relating to Our Business and Industry
- 02Disruptions or other developments negatively impacting our workforce or workplace conditions
- 03Current and future military conflicts could cause additional supply chain disruptions that could have a material adverse impact on our business, results of operations, financial condition and cash flows61% rewritten
- 04General economic conditions in the markets we serve have a significant impact on demand for our buses
- 05We may be unable to obtain critical components from suppliers, which could disrupt or delay our ability to deliver products to customers
- 06We rely substantially on single-source suppliers which could materially and adversely impact us if they were to interrupt the supply of component parts to us
- 07Our products may not achieve or maintain market acceptance or competing products could gain market share, which could adversely affect our competitive position
- 08The school bus market historically has been and is expected to resume being, at some point in the relatively near future, cyclical. This cyclicality has an impact both on the school bus industry and also on the comparative analysis of quarterly results of our Company50% rewritten
- 09line rates and employee levels due to lower overall demand. An economic downturn may reduce, and in the past has reduced, demand for school buses, resulting in lower sales volumes, lower prices and decreased profitsNew
- 10Our costs to produce, and our ability to sell, our products may be negatively impacted by changes in trade policies and tariffs93% rewritten
- 11At times we enter into firm fixed-price school bus sales contracts without price escalation clauses that could subject us to reduced gross profits or losses if we have cost overruns or if our costs increase
- 12New laws, regulations or governmental policies regarding environmental, health and safety standards, or changes in existing ones, may have a significant negative impact on how we do business
- 13Safety or durability incidents associated with a school bus malfunction may result in loss of school bus sales that could have material adverse effects on our business
- 14Disruption of our manufacturing and distribution operations would have an adverse effect on our financial condition, results of operations and cash flows
- 15Disputes with the labor union may adversely affect our ability to operate, as well as impact our financial results
- 16Rationalization or restructuring of manufacturing facilities, including plant expansions and system upgrades at our manufacturing facilities, may cause production capacity constraints and inventory fluctuations
- 17We may incur material losses and costs related to product warranty claims
- 18We may incur material losses and costs as a result of product liability claims and recalls
- 19We rely to a significant extent on our dealers to sell our products to the end consumer. A loss of one or more significant dealers or a reduction in the market share of existing dealers would lead to a loss of revenues that could materially adversely affect our business and results of operations
- 20Changes in laws or regulations related to the manufacture of school buses, or a failure to comply with such laws and regulations, could adversely affect our business and results of operations
- 21Environmental obligations and liabilities could have a negative impact on our financial condition, cash flows and profitability
- 22Our future competitiveness and ability to achieve long-term profitability depend on our ability to control costs, which requires us to improve our organization continuously and to increase operating efficiencies and reduce costs
- 23Our operating results may vary widely from period to period due to the sales cycle, seasonal fluctuations and other factors64% rewritten
- 24Our current or future indebtedness could impair our financial condition and reduce the funds available to us for growth or other purposes. Our debt agreements impose certain operating and financial restrictions, with which failure to comply could result in an event of default that could adversely affect our business
- 25Our profitability depends on achieving certain minimum school bus sales volumes and margins. If school bus sales deteriorate, our results of operations, financial condition, and cash flows will suffer
- 26Changes in laws, regulations or governmental policies and programs involving grants, subsidies and/or other incentives may negatively impact our sale of alternative powered school busesNew
- 27If Huntington Distribution Finance, Inc. cannot provide financial services to our dealers and customers to acquire our products, our sales and results of operations could deteriorate30% rewritten
- 28We rely heavily on trade secrets to gain a competitive advantage in the market and in the event of the unenforceability of our nondisclosure agreements, our operations may adversely affected
- 29We require training sessions for our employees regarding the protection of our trade secrets, business strategy and other proprietary information. Our employee training may not provide adequate protection of our trade secrets and proprietary information
- 30Our intellectual property rights may not be successfully asserted in the future or may be invalidated, circumvented or challenged
- 31Our business could be materially adversely affected by changes in foreign currency exchange rates
- 32The manufacture of Type A school buses and commercial buses is conducted by the Micro Bird joint venture that we do not control and cannot operate solely for our benefit
- 33The inability to attract and retain key personnel could adversely affect our business and results of operations
- 34Our worker’s compensation insurance may not provide adequate coverage against potential liabilities
- 35We may need additional financing to execute our business plan and fund operations, which additional financing may not be available on reasonable terms or at all
- 36Interest rates could change substantially, materially impacting our profitability
- 37An impairment in the carrying value of goodwill and other long-lived intangible assets could negatively affect our operating results
- 38The failure of our information technology networks and systems could result in the inoperability of our critical business processes and substantially disrupt our operations
- 39A cybersecurity incident could compromise the confidentiality, integrity, and/or availability of our proprietary electronic information
- 40Our only significant asset is ownership of 100% of the capital stock of Blue Bird Body Company and we do not currently intend to pay cash dividends on our common stock. Consequently, stockholders' ability to achieve a return on their investment will depend on appreciation in the price of our common stock
- 41There can be no assurance that we will continue to repurchase shares of our common stock
- 42Shares of our common stock are reserved for current and future issuance, which would have the effect of diluting the existing shareholders34% rewritten
- 43Anti-takeover provisions contained in our certificate of incorporation and bylaws, as well as provisions of Delaware law, could impair a takeover attempt
- 44These provisions, alone or together, could delay hostile takeovers and changes in control of our Company or changes in our Board of Directors and management
Other Blue Bird 10-Ks
- FY2024 10-K risk factors43 risks
Blue Bird Corp's risk profile is dominated by reliance on single-source suppliers for critical components like engines and transmissions. The business faces severe exposure from municipal budget cycles, fixed-price contracts without escalation clauses, and potential environmental liabilities at its Fort Valley, Georgia facility. Labor union representation by the USW through 2027 and heavy dependence on Huntington Distribution Finance for dealer floorplans add key operational vulnerabilities.
Filed Nov 25, 2024
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.