LEVI Strauss & (LEVI) risk factors, 2025 10-K

Risks Relating to Macroeconomic Conditions and Our Industry

1. 01Global economic conditions have had, and will likely continue to have, an adverse effect on our business, operating results and financial condition
2. 02We are a global company with significant revenues and earnings generated internationally, which exposes us to the impact of foreign currency fluctuations, as well as political and economic risks
3. 03We may be adversely affected by the financial health of our customers
4. 04Extreme weather conditions and natural disasters could negatively impact our operating results and financial condition
5. 05Public health crises and a future outbreak of a highly infectious or contagious disease, pandemic or epidemic have had and could in the future have an adverse effect on our business and results of operations

Risks Relating to Our Business and Operations

1. 06Our success depends on our ability to maintain the value and reputation of our brands
2. 07In addition, actions taken or statements made by recipients of such charitable donations could also seriously harm our brand image with consumers. Any harm to our brands and reputation could adversely affect our business and financial condition
3. 08We rely on third parties to drive traffic to our platform, and these providers may change their algorithms or pricing, or may be subject to new laws and regulations, in ways that could negatively affect our business, financial condition, cash flows, and results of operations
4. 09Failure to continue to obtain or maintain high-quality endorsers of our products, or actions taken by our endorsers, could harm our business
5. 10The success of our business depends upon our ability to forecast and respond timely to consumer demand and market conditions and offer on-trend and new and updated products at attractive price points
6. 11We depend on a group of key wholesale customers for a significant portion of our revenues. A significant adverse change in a customer relationship or in a customer’s performance or financial position could harm our business and financial condition
7. 12Our efforts to expand our retail business may not be successful, which could impact our operating results
8. 13If the technology-based systems that give our consumers the ability to shop or interact with us online do not function effectively, our operating results, as well as our ability to grow our digital commerce business globally or to retain our customer base, could be materially adversely affected
9. 14In addition to our brand-dedicated company-operated retail stores and e-commerce sites, our third-party distribution channels include department stores, specialty retailers, mass channel retailers, franchised or other brand-dedicated stores, and shop-in-shops
10. 15If we encounter problems with distribution, our ability to deliver our products to market could be adversely affected
11. 16Unexpected obstacles in new markets and in our existing markets may limit our expansion opportunities and cause our business and growth to suffer
12. 17We may not be able to realize the potential financial or strategic benefits of the transactions we complete, or find suitable target businesses to acquire
13. 18We face risks arising from the ongoing restructuring of our operations and uncertainty with respect to our ability to achieve any anticipated cost savings associated with such restructuring
14. 19Our business is affected by seasonality and other factors that result in fluctuations in our quarterly operating results
15. 20in the future prevent or protect against all technological problems and security issues or bring about the desired efficiencies and synergies to our operations
16. 21state supported actors and social-activist organizations now engage in attacks. Furthermore, our efforts to address undesirable activity on our platforms may also increase the risk of retaliatory attack
17. 22Our suppliers may be impacted by economic conditions and cycles and changing laws and regulatory requirements which could impact their ability to do business with us or cause us to terminate our relationship with them and require us to find replacements, which we may have difficulty doing
18. 23The global apparel industry is subject to intense competition and cost and pricing pressure
19. 24Increases in the price or changes in the availability of raw materials could increase our cost of goods and negatively impact our financial results
20. 25Our business is subject to risks associated with sourcing and manufacturing overseas, as well as risks associated with potential tariffs, transportation disruptions or a global trade war
21. 26The loss of high-quality employees, including members of our executive management team and other key employees, or the failure to attract and retain key personnel or maintain our workplace culture could harm our business
22. 27Certain employees in our production and distribution facilities are covered by collective bargaining agreements, and any material job actions could negatively affect our results of operations
23. 28We have substantial liabilities and cash requirements associated with our postretirement benefits, pension, and deferred compensation plans
24. 29Our licensees and franchisees may not comply with our product quality, manufacturing standards, social, environmental, marketing and other requirements, which could negatively affect our reputation and business
25. 30Our current and future products may experience quality problems from time to time that could result in negative publicity, litigation, product recalls and warranty claims, which could result in decreased revenues and harm to our brands

Risks Related to Legal, Regulatory and Compliance Issues and Changes

1. 31We are subject to a complex array of laws and regulations and litigation and other legal and regulatory proceedings, which could have an adverse effect on our business, financial condition, and results of operations
2. 32Changes to trade policy, including tariff and customs regulations, or failure to comply with such regulations may have an adverse effect on our reputation, business, financial condition and results of operations
3. 33Failure to adequately protect or enforce our intellectual property rights or adequately ensure that we are not infringing the intellectual property rights of others could adversely affect our business
4. 34We also may be unable to prevent others from seeking to block sales of our products as purported violations of their proprietary rights
5. 35The enactment of tax legislation, including legislation implementing changes in taxation of international business activities, could adversely impact our financial position and results of operations
6. 36Failure to comply with anti-bribery, anti-corruption and anti-money laundering laws could subject us to penalties and other adverse consequences

Risks Relating to Securities, Investment and Liquidity

1. 37If one or more of our counterparty financial institutions default on their obligations to us, we may incur significant losses or our financial liquidity could be adversely impacted
2. 38We have debt and interest payment requirements at a level that may restrict our future operations
3. 39Our ability to pay dividends, repurchase stock and make acquisitions is dependent on a variety of factors, including restrictions in our notes, indentures and Credit Facility that may limit our activities
4. 40If our foreign subsidiaries are unable to distribute cash to us when needed, we may be unable to satisfy our obligations under our debt securities, which could force us to sell assets or use cash that we were planning to use elsewhere in our business
5. 41Changes in our credit ratings or macroeconomic conditions may affect our liquidity, increasing borrowing costs and limiting our financing options

Risks Relating to Ownership of Our Class A Common Stock

1. 42The market price of our Class A common stock may be volatile or may decline steeply or suddenly regardless of our operating performance and we may not be able to meet investor or analyst expectations. You may lose all or part of your investment
2. 43An active trading market for our Class A common stock may not be sustained
3. 44Future sales of our Class A common stock by existing stockholders could cause our stock price to decline
4. 45Sales of a substantial number of such shares, or the perception that such sales may occur, could cause our stock price to decline or make it more difficult for the holders of our Class A common stock to sell at a time and price that they deem appropriate
5. 46Future securities issuances could result in significant dilution to our stockholders and impair the market price of our Class A common stock
6. 47The requirements of being a public company may strain our resources, result in more litigation and divert management’s attention
7. 48Delaware law and provisions in our amended and restated certificate of incorporation and amended and restated bylaws could make a merger, tender offer or proxy contest difficult, thereby depressing the trading price of our Class A common stock
8. 49In addition, our amended and restated bylaws provide that the federal district courts of the United States of America will be the exclusive forum for resolving any complaint asserting a cause of action arising under the Securities Act