What the changes say
- International sales grew from 65% to 66% of net sales in fiscal 2025.
- New focus on divesting homecare and cleaning brands and managing related proceeds.
- Added talent risks regarding artificial intelligence and machine learning proficiency.
What changed since the prior 10-K
New
- New
development activities not materialize or diminish in the future, we may be required to record impairments to goodwill, intangible assets or other assets associated with such activities, which could also materially adversely affect our business, financial condition and results of operations
The planned sale of homecare and cleaning product brands and other divestitures may fail or yield unfavorable terms, harming profitability.
Dropped
- Dropped
and, therefore, our reported earnings may be affected by changes in foreign currency exchange rates. Moreover, any favorable impacts to profit margins or financial results from fluctuations in foreign currency exchange rates are likely to be unsustainable over time
Reworded
- 56% rewritten
Global operations outside the U.S. expose us to uncertain conditions, foreign currency exchange rate risk and other risks in international markets
Updated international sales percentage from approximately 65% in fiscal year 2024 to approximately 66% in fiscal year 2025.
- 55% rewritten
If we are unable to successfully identify, complete or realize the benefits from strategic business developments, acquisitions, divestitures, joint ventures or investments, our financial results could be materially adversely affected
Removed specific mention of the March 2024 acquisition of the Brazilian distributor and added risks regarding diverted management attention.
- 42% rewritten
Our ability to achieve our environmental, social and governance and sustainability initiatives are subject to emerging risks and the outcomes may not achieve the anticipated benefits or align with new regulations and stakeholders’ expectations
Refined ESG language to specify increasing expectations from stakeholders rather than public companies broadly.
- 41% rewritten
Global economic conditions may negatively impact our financial condition and results of operations
Added key regional economies to global economic risks and specified competitors may increase advertising alongside promotional activities.
- 29% rewritten
Resolution of income tax matters may impact our financial condition and results of operations
Minor phrasing adjustments regarding income tax matters without altering core terms.
- 26% rewritten
Malfunctions or implementation issues related to the critical information systems that we use for the daily operations of our business, cyberattacks and data breaches could adversely affect our ability to conduct business
Minor phrasing updates regarding information systems and cyberattacks without changing core operational risks.
- 22% rewritten
Our business and financial results could suffer if we are unable to attract, retain and motivate talented employees, including senior management, and maintain our corporate culture’s relevance to our strategic plan
Added the risk of intense competition for employees proficient in artificial intelligence, machine learning, and emerging technologies.
All 23 risk factors
Headings as the filing states them, in filing order.
Other
- 01Global economic conditions may negatively impact our financial condition and results of operations41% rewritten
- 02inflationary conditions could impact demand from our customers and end users. A decrease in demand from our customers and end users would harm our financial results
- 03Global operations outside the U.S. expose us to uncertain conditions, foreign currency exchange rate risk and other risks in international markets56% rewritten
- 04Our business and financial results could suffer if we are unable to attract, retain and motivate talented employees, including senior management, and maintain our corporate culture’s relevance to our strategic plan22% rewritten
- 05If the success and reputation of one or more of our leading brands erodes, our business, financial condition and results of operations could be negatively impacted
- 06We face competition in our markets which could lead to reduced sales and profitability
- 07Sales unit volume growth may be difficult to achieve
- 08Cost volatility in finished goods, components, raw materials, transportation and other supplies or services could harm our financial condition and results of operations
- 09Reliance on a limited base of third-party contract manufacturers, logistics providers and suppliers of raw materials and components may result in disruption to our business and this could adversely affect our financial condition and results of operations
- 10Dependence on key customers could adversely affect our business, financial condition and results of operations
- 11Malfunctions or implementation issues related to the critical information systems that we use for the daily operations of our business, cyberattacks and data breaches could adversely affect our ability to conduct business26% rewritten
- 12Our ability to achieve our environmental, social and governance and sustainability initiatives are subject to emerging risks and the outcomes may not achieve the anticipated benefits or align with new regulations and stakeholders’ expectations42% rewritten
- 13Government laws and regulations, including environmental laws and regulations, could result in material costs or otherwise adversely affect our financial condition and results of operations
- 14Failure to maximize or to successfully assert our intellectual property rights or our infringement on the intellectual property rights of others could impact our competitiveness or otherwise adversely affect our financial condition and results of operations
- 15Our operating results and financial performance may not meet expectations, which could adversely affect our stock price
- 16We may not successfully develop, introduce and/or establish new products and line extensions
- 17If we are unable to successfully identify, complete or realize the benefits from strategic business developments, acquisitions, divestitures, joint ventures or investments, our financial results could be materially adversely affected55% rewritten
- 18development activities not materialize or diminish in the future, we may be required to record impairments to goodwill, intangible assets or other assets associated with such activities, which could also materially adversely affect our business, financial condition and results of operationsNew
- 19Changes in marketing distributor relationships that are not managed successfully by us could result in a disruption in the affected markets
- 20Product liability claims and other litigation and/or regulatory action could adversely affect our sales and operating results
- 21Resolution of income tax matters may impact our financial condition and results of operations29% rewritten
- 22Goodwill and intangible assets are subject to impairment risk
- 23We may not have sufficient cash to service our indebtedness or to pay cash dividends
Other WD 40 10-Ks
- FY2024 10-K risk factors23 risks
International markets represent 65% of net sales, exposing the company to currency fluctuations and foreign operational complexities.
Filed Oct 21, 2024
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.