What the changes say
- New risks emphasize product-price deflation, limited pass-through, margin pressure, working capital, debt, and financing costs.
What changed since the prior 10-K
New
- NewRisks Related to Our Business and Our Industry
Prices for the products we purchase and the costs to operate our business are subject to significant volatility and external market variables beyond our control, and we may be unable to adjust our pricing or cost structure quickly enough to avoid the adverse effects on our financial performance
- NewRisks Related to Our Business and Our Industry
Laws and regulations governing several aspects of our operations could increase our costs, restrict our operations or product offerings, expose us to liabilities, and adversely affect our reputation, business, financial position, results of operations, and cash flows
- NewRisks Related to Our Business and Our Industry
We carry cybersecurity insurance to help mitigate the financial exposure and related notification procedures in the event of intentional intrusion; however, there can be no assurance that our insurance will adequately protect against potential losses that could adversely affect our business
Dropped
- DroppedRisks Related to Our Business and Our Industry
Market variables and other events outside of our control could cause our Cost of goods sold and operating costs to grow more rapidly than Net sales, which could result in lower Gross profit and gross margin as well as lower Net income
- DroppedRisks Related to Our Business and Our Industry
Inflation and increases in operating costs have adversely impacted, and may in the future continue to adversely impact, our business, financial position, results of operations, and cash flows
- DroppedRisks Related to Our Business and Our Industry
Laws and government regulations applicable to our business could increase our legal and regulatory expenses, and impact our business, financial position, results of operations, and cash flows
- DroppedRisks Related to Our Business and Our Industry
Acts or threats of terrorism, public health emergencies, violence, or unfavorable or uncertain political conditions could harm our business
- DroppedRisks Related to Our Common Stock
The market price of our common stock may be volatile
Inflation, labor, fuel, freight, energy costs, shortages, geopolitical conflicts, trade disputes, and public-health emergencies could outpace sales.
- DroppedRisks Related to Our Common Stock
Holdings is a holding company with no operations of its own, and it depends on its subsidiaries for cash to fund all of its operations and expenses, including to make future dividend payments, if any
Inflation could increase branch, vehicle, labor, benefits, insurance, healthcare, and regulatory compliance costs.
- DroppedRisks Related to Our Common Stock
Our organizational documents contain certain provisions that may discourage, delay, or prevent a change of control of our Company and may limit our stockholders’ ability to obtain a favorable judicial forum for certain disputes
Reworded
- 72% rewrittenRisks Related to Our Business and Our Industry
Seasonality affects the demand for our products and services and our results of operations and cash flows
“Nursery” was changed to “nursery goods,” with no substantive change to the seasonal timing or product exposure.
- 68% rewrittenRisks Related to Our Business and Our Industry
Our business is affected by general business, economic and financial market conditions, which could adversely affect our financial position, results of operations, and cash flows
Adds deflation, government shutdowns, and discretionary residential landscaping spending as economic risks.
Was: Our business is affected by general business, financial market, and economic conditions, which could adversely affect our financial position, results of operations, and cash flows
- 65% rewrittenRisks Related to Our Business and Our Industry
An impairment of goodwill and/or other intangible assets could reduce Net income
Goodwill decreased from approximately 17% of total assets at December 29, 2024 to 16% at December 28, 2025.
- 52% rewrittenRisks Related to Our Business and Our Industry
Our operations are substantially dependent on weather and climate conditions
Clarifies drought effects as reduced plant supply and higher plant pricing, and adds unpredictable consumer-demand impacts.
- 45% rewrittenRisks Related to Our Business and Our Industry
In the event of a cybersecurity incident, we could experience operational interruptions, incur substantial additional costs, become subject to legal or regulatory proceedings, or suffer damage to our reputation
The wording is effectively unchanged, retaining work-from-home-related cyberattack exposure and third-party system vulnerabilities.
- 41% rewrittenRisks Related to Our Business and Our Industry
Cyclicality in our business could result in lower Net sales and reduced cash flows and profitability. We have been, and in the future may be, adversely impacted by declines in the new residential and commercial construction sectors, as well as in spending on repair and upgrade activities
Replaces tax-law and capital-spending references with regulatory policy changes and consumer demand, and emphasizes continued construction weakness.
- 32% rewrittenRisks Related to Our Business and Our Industry
We may be subject to unanticipated changes in our tax provisions, including further changes to applicable U.S. tax laws
Removes election-specific tax uncertainty and adds that prior tax returns used filing positions management considers appropriate.
- 31% rewrittenRisks Related to Our Current Indebtedness
Significant or prolonged periods of higher interest rates would increase the cost of servicing our indebtedness and could reduce our profitability
The one-point interest-rate sensitivity falls from approximately $4.0 million for 2025 to $3.9 million for 2026, and hedging may be used.
- 25% rewrittenRisks Related to Our Business and Our Industry
Public perceptions that the products we use and the services we deliver are not environmentally friendly or safe or that our practices are not sustainable may result in significant costs and adversely impact the demand for our products or services
- 21% rewrittenRisks Related to Our Business and Our Industry
We are subject to inventory management risks; insufficient inventory may result in lost sales opportunities or delayed revenue, while excess inventory may harm our gross margins
All 28 risk factors
Headings as the filing states them, in filing order.
Risks Related to Our Business and Our Industry
- 01Cyclicality in our business could result in lower Net sales and reduced cash flows and profitability. We have been, and in the future may be, adversely impacted by declines in the new residential and commercial construction sectors, as well as in spending on repair and upgrade activities41% rewritten
- 02Our business is affected by general business, economic and financial market conditions, which could adversely affect our financial position, results of operations, and cash flows68% rewritten
- 03Our operations are substantially dependent on weather and climate conditions52% rewritten
- 04Seasonality affects the demand for our products and services and our results of operations and cash flows72% rewritten
- 05Prices for the products we purchase and the costs to operate our business are subject to significant volatility and external market variables beyond our control, and we may be unable to adjust our pricing or cost structure quickly enough to avoid the adverse effects on our financial performanceNew
- 06Laws and regulations governing several aspects of our operations could increase our costs, restrict our operations or product offerings, expose us to liabilities, and adversely affect our reputation, business, financial position, results of operations, and cash flowsNew
- 07Our business exposes us to risks associated with hazardous materials and related activities, not all of which are covered by insurance
- 08Our industry and the markets in which we operate are highly competitive and fragmented, and increased competitive pressures could reduce our share of the markets we serve and adversely affect our business, financial position, results of operations, and cash flows
- 09Supply chain delays or interruptions, product shortages, loss of key suppliers, failure to develop relationships with qualified suppliers or dependence on third-party suppliers and manufacturers could affect our financial health
- 10We are subject to inventory management risks; insufficient inventory may result in lost sales opportunities or delayed revenue, while excess inventory may harm our gross margins21% rewritten
- 11We may not successfully implement our business strategies, including achieving our growth objectives
- 12We may be unable to successfully acquire and integrate other businesses
- 13Risks associated with our labor force and our customers’ labor force could have a significant adverse effect on our business
- 14Public perceptions that the products we use and the services we deliver are not environmentally friendly or safe or that our practices are not sustainable may result in significant costs and adversely impact the demand for our products or services25% rewritten
- 15We depend on a limited number of key personnel. We may not be able to attract or retain key executives, which could adversely impact our business and inhibit our ability to operate and grow successfully
- 16The nature of our business exposes us to construction defect and product liability claims as well as other legal proceedings
- 17An impairment of goodwill and/or other intangible assets could reduce Net income65% rewritten
- 18Inefficient or ineffective allocation of capital could adversely affect our operating results and/or stockholder value
- 19Because we operate our business through highly dispersed locations across the United States and Canada, our operations may be materially adversely affected by inconsistent practices and the operating results of individual branches may vary
- 20In the event of a cybersecurity incident, we could experience operational interruptions, incur substantial additional costs, become subject to legal or regulatory proceedings, or suffer damage to our reputation45% rewritten
- 21We carry cybersecurity insurance to help mitigate the financial exposure and related notification procedures in the event of intentional intrusion; however, there can be no assurance that our insurance will adequately protect against potential losses that could adversely affect our businessNew
- 22If we fail to protect the security of personal information about our customers, we could be subject to interruption of our business operations, private litigation, reputational damage, and costly penalties
- 23We may not be able to adequately protect our intellectual property and other proprietary rights that are material to our business
- 24We may be subject to unanticipated changes in our tax provisions, including further changes to applicable U.S. tax laws32% rewritten
Risks Related to Our Current Indebtedness
- 25As of December 28, 2025, we had $389.4 million of total long-term consolidated indebtedness outstanding and $134.8 million of finance lease obligations excluding interest
- 26Significant or prolonged periods of higher interest rates would increase the cost of servicing our indebtedness and could reduce our profitability31% rewritten
- 27The agreements and instruments governing our indebtedness contain restrictions and limitations that could significantly impact our ability to operate our business
- 28Our ability to generate the significant amount of cash needed to pay interest and principal on our indebtedness and our ability to refinance all or a portion of our indebtedness or obtain additional financing depends on many factors beyond our control
Other SiteOne Landscape Supply 10-Ks
- FY2024 10-K risk factors32 risks
Cyclical residential and commercial construction downturns threaten net sales, cash flows, and overall profitability.
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.