What the changes say
- The company added risks concerning a new multi-year ERP implementation and goodwill impairment valuations totaling $830.7 million.
- Risk disclosures were heavily reordered, notably shifting content between inflation, cybersecurity, interest rates, and foreign exchange.
What changed since the prior 10-K
New
- NewRisks Related to our Technology and Cybersecurity
Complications with the design or implementation of our new enterprise resource planning ("ERP") system could adversely impact our business and operations
We face potential operational disruptions and delays as we roll out the first phase of our multi-year enterprise resource planning system in mid-2026.
- NewRisks Relating to Our Indebtedness
If we were required to write down all or part of our goodwill or indefinite-lived trade names, our financial condition and results of operations could be materially adversely affected
We carry $830.7 million of goodwill and $85.3 million of trademarks that could face future write-downs if impaired.
- NewRisks Relating to Our Indebtedness
16| December 27, 2025 Form 10-K
We face potential tax impacts related to intercompany restructurings and earnings shifts across jurisdictions with differing statutory tax rates.
Reworded
- 100% rewrittenRisks Related to our Operations
10| December 27, 2025 Form 10-K
The cyber-attack and ransomware disclosure was removed from this risk, replacing it entirely with text about customer shipping costs, gasoline prices, and inflation or deflation pressures.
Was: 12| December 28, 2024 Form 10-K
- 100% rewrittenRisks Related to Intellectual Property
13| December 27, 2025 Form 10-K
The floating-rate SOFR and interest rate derivative disclosures were removed and replaced with a standalone risk regarding intellectual property protection.
Was: 14| December 28, 2024 Form 10-K
- 100% rewrittenRisks Relating to Our Indebtedness
15| December 27, 2025 Form 10-K
The goodwill impairment risk text was replaced with details regarding exposure to Asian currencies like the Chinese Yuan and unhedged foreign earnings.
Was: 15| December 28, 2024 Form 10-K
- 98% rewrittenRisks Related to our Technology and Cybersecurity
12| December 27, 2025 Form 10-K
Patent infringement defense cost disclosures were replaced with specific details regarding the 2026 ERP system implementation timeline and resource investments.
Was: 13| December 28, 2024 Form 10-K
- 93% rewrittenRisks Related to our Technology and Cybersecurity
Unauthorized disclosure of personal, sensitive or confidential customer, employee, supplier, or Company information, whether through a breach of our computer systems, or those of our third party vendors and business partners, including cyber-attacks or otherwise, could severely harm our business
The cybersecurity risk heading and text were expanded to explicitly re-include the May 2023 ransomware attack that accessed employee and dependent personal information.
- 92% rewrittenRisks Relating to Our Indebtedness
We are exposed to adverse changes in currency exchange rates
The foreign currency exchange risk disclosure was shortened, removing the specific examples of functional currency translation mechanics and Chinese Yuan sourcing impacts.
- 79% rewrittenRisks Relating to Our Indebtedness
We are subject to fluctuations in interest rates
The interest rate risk disclosure was expanded to include details on variable rate indebtedness tied to SOFR and the use of interest rate derivatives.
- 52% rewrittenRisks Related to our Operations
Our results of operations could be negatively impacted by inflation or deflation in supply chain costs, including raw materials, sourcing, transportation and energy
The supply chain inflation and deflation risk was updated to include additional wording regarding customer pricing actions, cost reduction initiatives, and supplier negotiations.
- 34% rewrittenRisks Relating to Our Indebtedness
Despite current indebtedness levels, we may still be able to incur substantially more debt. This could further exacerbate the risks associated with our substantial leverage
- 28% rewrittenRisks Related to our Operations
Because our business is working capital intensive, we rely on our ability to manage our product purchasing and customer credit policies
- 26% rewrittenRisks Related to our Operations
Our business is subject to risks associated with sourcing product from overseas, including tariffs
- 25% rewrittenRisks Relating to Our Indebtedness
We have significant indebtedness that could affect operations and financial condition and prevent us from successfully executing our strategy
- 24% rewrittenRisks Related to Intellectual Property
Intellectual property rights are an important and integral component of our business. We attempt to protect our intellectual property rights through a combination of patent, trademark, copyright, and trade secret laws, as well as licensing agreements and third-party nondisclosure and assignment agreements
- 23% rewrittenRisks Relating to Our Indebtedness
We rely on available borrowings under the Asset-Based Revolving credit facility (“ABL Revolver”) for cash to operate our business, and the availability of credit under the ABL Revolver may be subject to significant fluctuation
- 23% rewrittenRisks Related to our Technology and Cybersecurity
Our success is highly dependent on information and our technology systems, as well as those of our third party vendors and business partners
- 22% rewrittenRisks Related to Intellectual Property
Our success depends in part on our ability to operate without infringing on or misappropriating the proprietary rights of others, and if we are unable to do so we may be liable for damages
All 35 risk factors
Headings as the filing states them, in filing order.
Risks Relating to Our Products and Demand for our Products
- 018| December 27, 2025 Form 10-K
- 02Our sales are dependent upon the health and stability of the general economy. Adverse changes in economic factors specific to the home improvement industry may adversely affect our sales and financial performance
- 03Large customer concentration and the inability to penetrate new channels of distribution could adversely affect our business
- 04To compete successfully, we must develop and commercialize a continuing stream of innovative new products that create consumer demand
- 05Acquisitions have formed a significant part of our growth strategy in the past and may continue to do so. If we are unable to identify suitable acquisition candidates, successfully integrate an acquired business, or obtain financing needed to complete an acquisition, our growth strategy may not succeed
- 069| December 27, 2025 Form 10-K
Risks Related to our Operations
- 07Our business is subject to risks associated with sourcing product from overseas, including tariffs26% rewritten
- 08Our results of operations could be negatively impacted by inflation or deflation in supply chain costs, including raw materials, sourcing, transportation and energy52% rewritten
- 0910| December 27, 2025 Form 10-K100% rewritten
- 10We are subject to inventory management risks: insufficient inventory may result in increased costs, lost sales and lost customers, while excess inventory may increase our costs
- 11Because our business is working capital intensive, we rely on our ability to manage our product purchasing and customer credit policies28% rewritten
- 12We are subject to the risks of doing business internationally
Risks Related to our Workforce
- 13Successful sales and marketing efforts depend on our ability to recruit and retain qualified employees
- 14Increases in labor costs, potential labor disputes and work stoppages or an inability to hire skilled distribution, sales and other personnel could adversely affect our business
Risks Related to our Technology and Cybersecurity
- 15Our success is highly dependent on information and our technology systems, as well as those of our third party vendors and business partners23% rewritten
- 16Complications with the design or implementation of our new enterprise resource planning ("ERP") system could adversely impact our business and operationsNew
- 1712| December 27, 2025 Form 10-K98% rewritten
- 18Unauthorized disclosure of personal, sensitive or confidential customer, employee, supplier, or Company information, whether through a breach of our computer systems, or those of our third party vendors and business partners, including cyber-attacks or otherwise, could severely harm our business93% rewritten
Risks Related to Intellectual Property
- 19Failure to adequately protect intellectual property could adversely affect our business
- 20Intellectual property rights are an important and integral component of our business. We attempt to protect our intellectual property rights through a combination of patent, trademark, copyright, and trade secret laws, as well as licensing agreements and third-party nondisclosure and assignment agreements24% rewritten
- 2113| December 27, 2025 Form 10-K100% rewritten
- 22Our success depends in part on our ability to operate without infringing on or misappropriating the proprietary rights of others, and if we are unable to do so we may be liable for damages22% rewritten
Risks Relating to Our Indebtedness
- 23We have significant indebtedness that could affect operations and financial condition and prevent us from successfully executing our strategy25% rewritten
- 24Despite current indebtedness levels, we may still be able to incur substantially more debt. This could further exacerbate the risks associated with our substantial leverage34% rewritten
- 25We rely on available borrowings under the Asset-Based Revolving credit facility (“ABL Revolver”) for cash to operate our business, and the availability of credit under the ABL Revolver may be subject to significant fluctuation23% rewritten
- 26We are subject to fluctuations in interest rates79% rewritten
- 27The failure to meet certain financial covenants required by our credit agreements may materially and adversely affect assets, financial position, and cash flows
- 28Volatility and weakness in bank and capital markets may adversely affect credit availability and related financing costs for us
- 29We are exposed to adverse changes in currency exchange rates92% rewritten
- 3015| December 27, 2025 Form 10-K100% rewritten
- 31If we were required to write down all or part of our goodwill or indefinite-lived trade names, our financial condition and results of operations could be materially adversely affectedNew
- 32We are subject to legal proceedings and legal compliance risks
- 33Our business may be adversely affected by seasonality
- 34Future tax law changes may materially increase our prospective income tax expense
- 3516| December 27, 2025 Form 10-KNew
Other Hillman Solutions 10-Ks
- FY2024 10-K risk factors32 risks
Hillman Solutions depends heavily on two big box chain store customers representing $603.1 million in net sales.
Filed Feb 20, 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.