Titan Machinery (TITN) risk factors, FY2025 10-K

Risks Related to our Reliance on CNH Industrial

1. 01We are dependent upon CNH Industrial to supply competitive products
2. 02We are dependent upon CNH Industrial’s financial and marketing support
3. 03We are dependent on CNH Industrial’s ongoing commitment to its product warranties and reimbursement of dealers for warranty repairs
4. 04Our CNH Industrial Dealer Agreements may be terminated by CNH Industrial and subject us to restrictions that may adversely impact our business
5. 05terminate, including non-renewal, all or any of its CNH Industrial Dealer Agreements with us, our business would be severely harmed
6. 06Our CNH Industrial Dealer Agreements impose significant obligations and restrictions on us

Risks Related to Economic Conditions Affecting our Customers' Demand for our Products and Services

1. 07Our agriculture equipment sales are significantly affected by net farm income, which is influenced by factors over which we have no control
2. 08In addition to macroeconomic drivers of net farm income, local growing conditions also influence farmers’ buying sentiment. Therefore, droughts, excess rain, hail, and other unfavorable weather conditions affecting certain geographic regions will adversely impact the local farmers’ buying sentiment
3. 09Our construction equipment sales are affected by several market factors over which we have no control
4. 10Inflationary increases in the cost of equipment combined with a depressed used equipment market (resulting in lower trade values of used equipment) and higher interest rates have negatively impacted our customers' equipment purchasing decisions

Risks Related to the Competitive Conditions of the Equipment Distribution Industry

1. 11As evidenced by the current downturn in the demand for agricultural equipment, the equipment distribution market is subject to sudden supply-demand imbalances arising from factors over which we have no control, which can affect our equipment sales and margins
2. 12Our industry is highly competitive
3. 13The recent agreements of equipment manufacturers, including CNH Industrial, to provide farmers and independent repair shops access to diagnostic tools could negatively impact our repair services business

Risks Related to Supply Chain

1. 14Our business is susceptible to supply chain disruptions
2. 15Our international operations expose us to risks and uncertainties
3. 16The Russian-Ukraine conflict has presented significant challenges and risks for our Ukraine operations

Risks Related to Financial Matters

1. 17Our financial performance is dependent on our ability to effectively manage our inventory
2. 18Our level of indebtedness could limit our financial and operational flexibility
3. 19The credit agreements governing our indebtedness restrict our ability to engage in certain corporate and financial transactions, and require us to satisfy financial covenants
4. 20Our variable rate indebtedness exposes us to interest rate risk
5. 21The agricultural and construction equipment industries are highly seasonal, which can cause significant fluctuations in our results of operations and cash flow
6. 22Changes in tax rates or the adoption of new tax legislation may adversely affect our financial results
7. 23Weather conditions may negatively impact the agricultural and construction equipment markets and affect our financial results
8. 24New or more stringent greenhouse gas emission standards designed to address climate change could increase costs of the equipment we purchase from our suppliers and increase our customers’ costs of operations
9. 25If our acquisition plans are unsuccessful, we may not achieve our planned long-term revenue growth

Human Capital Risks

1. 26Our business success depends on attracting and retaining qualified personnel
2. 27Labor organizing activities could negatively impact us
3. 28Selling and renting agricultural and construction equipment, selling parts, and providing repair services subject us to liability risks that could adversely affect our financial condition and reputation

Risks Related to our Common Stock

1. 29Our common stock price has fluctuated significantly and may continue to do so in the future

Risks Related to Data Security

1. 30Security breaches and other disruptions could compromise our information systems and expose us to liability, which would cause our business and reputation to suffer