What the changes say
- Acquisition risk now covers larger deals, higher interest rates, debt, credit ratings, strong competition, and high valuations.
- New operations-investment risk highlights AI, digital upgrades, facility changes, production disruptions, cost overruns, and delayed benefits.
- Privacy risk now includes self-regulatory regimes and possible state-level enforcement; brand references replace VITAFUSION and L’IL CRITTERS with TOUCHLAND.
- Workforce and sustainability risks broaden, while the specific Vitamins, Minerals and Supplements impairment example is removed.
What changed since the prior 10-K
New
- NewBusiness and Operational Risks
We may be unable to successfully identify, finance, complete and integrate future strategic acquisitions, or successfully complete or realize the anticipated benefits of strategic divestitures
Future acquisitions may be larger and harder to finance amid high rates, debt and credit-rating pressure, strong competition, high valuations, and uncertain divestiture benefits.
- NewBusiness and Operational Risks
Investments in our facilities and operations, including investments in new facilities, equipment, technologies and digital transformation, may result in periods of decreased production or increased costs and such investments may not achieve the intended financial benefits
Facility, equipment, technology, AI, and digital investments could increase costs or reduce production before delivering expected operational and financial benefits.
Dropped
- DroppedBusiness and Operational Risks
We have pursued and may continue to pursue strategic acquisitions and divestitures
Reworded
- 75% rewrittenRegulatory and Litigation Risks
We are subject to increasingly stringent privacy and data security regulation
Adds self-regulatory privacy regimes and state legislators as potential sources of stricter requirements or enforcement.
Was: We are subject to increasingly stringent privacy and security regulation
- 59% rewrittenBusiness and Operational Risks
Impairment of our goodwill and other long-lived intangible and tangible assets may result in a reduction in net income
Removes the specific third-quarter 2024 Vitamins, Minerals and Supplements impairment discussion involving VITAFUSION and L’IL CRITTERS, referring investors to MD&A instead.
- 50% rewrittenBusiness and Operational Risks
Damage to the reputation of one or more of our leading brands could adversely affect us
Replaces VITAFUSION and L’IL CRITTERS with TOUCHLAND among the seven power brands representing approximately 70% of sales and profits.
- 47% rewrittenBusiness and Operational Risks
Decreases in demand for our products would decrease our sales and profitability
No substantive wording change; the listed factors affecting consumer demand remain unchanged.
- 46% rewrittenGeneral Risks
We may not be able to attract, retain and develop key personnel
Removes specific 2024 executive succession details, adds risk from simultaneous departures, and emphasizes attracting, retaining, and developing a diverse workforce.
- 43% rewrittenRegulatory and Litigation Risks
Environmental matters create potential liability risks
Clarifies that releases caused by accidents, as well as intentional acts, could create substantial environmental liabilities.
- 42% rewrittenBusiness and Operational Risks
Market category declines and changes to our product and geographic mix may impact the achievement of our sales growth targets, planned pricing and financial results
Updates the U.S. sales reference from 2024 to 2025 and removes dietary supplements from the examples of significant product categories.
- 32% rewrittenRegulatory and Litigation Risks
Any failure to achieve our sustainability goals or to effectively respond to new or current legal, regulatory or stakeholder sustainability requirements could adversely affect our business and reputation
Replaces ESG and DEI references with sustainability language, adds climate resilience, and refers to retailers’ sustainability requirements and expectations.
Was: Any failure to achieve our ESG goals or to effectively respond to new or current legal, regulatory or stakeholder ESG requirements could adversely affect our business and reputation
- 29% rewrittenRegulatory and Litigation Risks
Changes in tax laws and regulations or in our operations may impact our effective tax rate and may adversely affect our business, financial condition and operating results
- 25% rewrittenBusiness and Operational Risks
We face intense competition in our markets
- 23% rewrittenFinancial Risks
We have substantial indebtedness and we may incur substantially more debt in the future
- 22% rewrittenRegulatory and Litigation Risks
Litigation, arbitration or regulatory matters where the outcome is uncertain could entail significant expense
All 34 risk factors
Headings as the filing states them, in filing order.
Business and Operational Risks
- 01We face intense competition in our markets25% rewritten
- 02A continued change in the retail environment and changing consumer preferences could cause our sales to decline
- 03Volatility and increases in the price of raw and packaging materials or energy costs could erode our profit margins
- 04Loss of any of our principal customers could significantly decrease our sales and profitability
- 05Market category declines and changes to our product and geographic mix may impact the achievement of our sales growth targets, planned pricing and financial results42% rewritten
- 06Decreases in demand for our products would decrease our sales and profitability47% rewritten
- 07We rely on the policies of our key retail customers
- 08Protracted unfavorable market conditions have caused many of our customers to more critically analyze the number of brands they sell, and reduce or discontinue certain of our product lines, particularly those products that were not number one or two in their category
- 09We may be unable to successfully identify, finance, complete and integrate future strategic acquisitions, or successfully complete or realize the anticipated benefits of strategic divestituresNew
- 10New products and product line extensions may not gain widespread customer acceptance, may be otherwise discontinued, or cause sales of existing products to decline
- 11We are subject to cost overruns and delays, regulatory requirements, and miscalculations in capacity needs with respect to our expansion projects and our manufacturing facilities, as well as disruptions to our manufacturing facilities and those of our contract manufacturers and other suppliers
- 12We rely on a number of contract manufacturers and suppliers, including sole source contract manufacturers and suppliers for certain products, and supply chain issues may result in product shortages or disruptions to the Company’s business
- 13Reduced availability of transportation or disruptions in our transportation network could adversely affect us
- 14Investments in our facilities and operations, including investments in new facilities, equipment, technologies and digital transformation, may result in periods of decreased production or increased costs and such investments may not achieve the intended financial benefitsNew
- 15Damage to the reputation of one or more of our leading brands could adversely affect us50% rewritten
- 16Additionally, claims made in our marketing campaigns may become subject to litigation alleging false advertising and could cause us to alter our marketing plans and may affect sales or result in the imposition of significant damages against us
- 17We are subject to risks related to our expansion and international operations that could adversely affect our results of operations
- 18Impairment of our goodwill and other long-lived intangible and tangible assets may result in a reduction in net income59% rewritten
Regulatory and Litigation Risks
- 19We may be subject to product liability claims, withdrawals or recalls or other legal proceedings and from time to time we are involved in litigation, arbitration or regulatory matters where the outcome is uncertain and which could entail significant expense
- 20Litigation, arbitration or regulatory matters where the outcome is uncertain could entail significant expense22% rewritten
- 21Environmental matters create potential liability risks43% rewritten
- 22Any failure to achieve our sustainability goals or to effectively respond to new or current legal, regulatory or stakeholder sustainability requirements could adversely affect our business and reputation32% rewritten
- 23Current and future laws and regulations in the countries in which we and our suppliers operate could expose us to increased costs and other adverse consequences
- 24We are subject to increasingly stringent privacy and data security regulation75% rewritten
- 25Changes in tax laws and regulations or in our operations may impact our effective tax rate and may adversely affect our business, financial condition and operating results29% rewritten
- 26Resolutions of tax disputes may adversely affect our earnings and cash flow
- 27Our amended and restated bylaws include an exclusive forum provision
Financial Risks
- 28We have substantial indebtedness and we may incur substantially more debt in the future23% rewritten
- 29Our business is exposed to domestic and foreign currency fluctuations
- 30The estimates and assumptions on which our financial projections are based may prove to be inaccurate, which may cause our actual results to materially differ from such projections, which may adversely affect expectations regarding our future profitability and cash flows, which may impact our stock price
General Risks
- 31Our operating results have been, and could be in the future, adversely affected by natural disasters, public health crises, political crises, or other catastrophic events, or unfavorable worldwide, regional and local economic and financial market conditions
- 32We may not be able to attract, retain and develop key personnel46% rewritten
- 33Our continued growth and expansion, reliance on third-party service providers and implementation of new accounting standards could adversely affect our internal control over financial reporting
- 34Our business could be negatively impacted as a result of stockholder activism, an unsolicited takeover proposal or a proxy contest or short sellers
Other Church & Dwight 10-Ks
- FY2024 10-K risk factors35 risks
Retail concentration and competition dominate, with Walmart representing 23% of 2024 net sales and the top four customers 43%.
Filed Feb 13, 2025
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.