Knowles (KN) risk factors, FY2024 10-K

Other

1. 01Cautionary Statement Concerning Forward-Looking Statements
2. 02In particular, information included under the sections entitled “Business,” “Risk Factors,” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contain forward-looking statements

Risks Related To Our Business

1. 03The divestiture of our Consumer MEMS Microphones ("CMM") business may have material adverse effects on our financial condition, results of operations, or cash flows
2. 04We derive a significant portion of our revenues from a limited number of OEM customers. If revenues derived from these customers decrease or the timing of such revenues fluctuates, our operating results could be adversely affected
3. 05If we are unsuccessful in implementing our investment and acquisition strategy, or integrating acquired companies, our business and financial results may be adversely effected
4. 06Our success depends on our ability to attract and retain key employees, and if we are unable to attract and retain such qualified employees, our business and our ability to execute our business strategies may be materially impaired
5. 07Our effective tax rate may fluctuate which will impact our future financial results
6. 08Our products are complex and could contain defects, which could result in material costs to us and harm our business, results of operations, and financial condition
7. 09We are subject to potentially material liability for breaches of confidentiality agreements with certain of our top customers

Risks Related to Our Industry

1. 10Global markets for our products are highly competitive and subject to rapid technological change. If we are unable to develop new products and compete effectively in these markets, our financial condition and operating results could be materially adversely affected

Risks Related to Operating a Global Business

1. 11Deterioration of global economic conditions, an economic recession, periods of inflation, or economic uncertainty in key end-user markets may adversely affect customer orders as well as demand for our products
2. 12Our foreign operations and supply chain are each subject to various risks that could materially adversely impact our results of operations and financial condition
3. 13Global economic conditions and changes in U.S. and international trade policy could materially adversely impact our business, results of operations, and financial position
4. 14Changes to export restrictions and economic sanction laws may adversely affect our operating results
5. 15Fluctuations in commodity prices and foreign currency rates could have a material adverse effect on our operating results and financial condition
6. 16o a sustained weakening of the U.S. dollar for an extended period could have a material adverse impact on our operating results and financial position
7. 17Evolving social and environmental responsibility regulations, as well as demands from investors, customers and other stakeholders, could result in additional costs, harm to our reputation and a loss of customers

Risks Related to Intellectual Property and Cybersecurity

1. 18Our revenues and operating results could be materially adversely affected if we are unable to protect or obtain patent and other intellectual property rights or if intellectual property litigation is successful against us
2. 19challenges pending before foreign patent authorities as to the validity of our patents and those owned by competitors and other parties
3. 20Our business and operations could suffer in the event of security breaches, cybersecurity incident, other unauthorized disclosures, or network disruptions

Risks Related to Our Indebtedness

1. 21Our credit agreement requires us to comply with certain financial covenants and our failure to comply could have a material adverse effect on our business, financial condition, and results of operations
2. 22There are risks associated with our indebtedness, which could have a material adverse effect on our financial condition
3. 23o increasing our vulnerability to interest rate fluctuations to the extent a portion of our debt has variable interest rates

Risks Related to Our Corporate Governance and Common Stock

1. 24Our business could be negatively affected as a result of the actions of activist or hostile stockholders
2. 25Certain provisions in our certificate of incorporation, by-laws, and Delaware law may prevent or delay an acquisition of the Company, which could decrease the trading price of our common stock
3. 26o the ability of our directors, without a stockholder vote, to fill vacancies on our Board of Directors (including those resulting from an enlargement of the Board of Directors)
4. 27Our stock price has been and may continue to be volatile and may fluctuate significantly which may adversely impact investor confidence and increase the likelihood of securities class action litigation