HARLEY-DAVIDSON, INC.
For the period ended Mar 31, 2025. Filed May 6, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2025 · Filed May 6, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-09-30; filed 2024-11-06.
0000793952-24-000165
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-03-31; filed 2025-05-06.
0000793952-25-000111
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 163 previous paragraphs and 132 current paragraphs.
55 unchanged; 47 reworded; 28 added; 45 removed; 16 previous and 2 current paragraphs rearranged.
Tables are not compared: 24 previous and 15 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (28)
Current report
Incremental U.S. and Foreign Tariffs – In January 2025, the global tariff landscape began to quickly change with the U.S. implementing tariffs on goods from various foreign countries, either generally or with respect to certain products, and certain of those foreign countries implementing rebalancing tariffs on goods from the U.S., either generally or with respect to certain products. In certain circumstances, the U.S. and certain foreign countries temporarily suspended tariffs they had recently implemented, either in whole or in part. Since then, the U.S. has continued to impose tariffs on imported goods, and affected countries have responded by imposing tariffs on U.S. goods. During the first quarter of 2025, the total cost of new tariffs incurred by the Company was not material.
Current report
Depending on the outcome of trade negotiations and other factors, the U.S. and foreign countries may sustain, amend, suspend or withdraw recently-announced tariffs or implement new tariffs. If recently-announced tariffs are sustained or new tariffs are implemented, it will likely increase the Company’s cost of raw materials, components, finished motorcycles, parts and accessories and apparel and affect its ability to sell products domestically and internationally at or near current prices. The Company's U.S.-centric manufacturing footprint and sourcing limits its exposure to tariffs, however based on the portions of the Company's business that are exposed directly or indirectly to tariffs and the magnitude of potential incremental tariffs, the impact to the Company could be material. Given uncertainty concerning the outcome of trade negotiations, the Company is unable to estimate the ultimate impact of incremental tariffs on the Company going forward. However, based on the tariff landscape as of April 29, 2025, the Company estimated the potential impact of tariffs in 2025, to be as follows (dollars in millions):
Current report
(a) Includes the direct cost of import and export tariffs paid by the Company as well as indirect impacts such as supplier price increases, and excludes the benefit of any future mitigation actions or changes in demand.
Current report
The Company plans to continue its efforts to mitigate the impact of tariffs including engaging with governments to advocate for consideration of motorcycles in trade negotiations; moving inventory into markets ahead of tariff effective dates; evaluating sourcing options and pricing for its products; and prudently managing cost.
Current report
Potential HDFS Investment - As part of its current strategy, the Company is evaluating a potential investment into HDFS if the following objectives are met:
Current report
•The investment demonstrates the class-leading returns of HDFS as a driver of value for Harley-Davidson shareholders, including a premium valuation as compared to HDFS's book value.
Current report
•It establishes a value-enhancing long-term strategic partnership.
Current report
•It secures a long-term funding option that would maintain and possibly lower the overall cost of funding and improve the competitiveness of HDFS.
Current report
•It supports the Company's commitment to maintain and improve service and support across the range of HDFS products.
Current report
The Company is not pursuing a full sale of HDFS. There is no assurance that this investment will materialize or that any transaction that the Company executes will meet the Company’s objectives.
Current report
New Products and Annual Launch Timing - The Company has announced plans to introduce a new small displacement motorcycle and an iconic classic cruiser starting next year. The Company also plans to introduce more innovation in its Touring and Trike motorcycle platforms. In addition, the Company plans to begin to shift the timing of its annual new model year launch from January to the fall to create additional retail selling opportunities later in each calendar year. The Company plans to start with the shift of certain models this year but the overall shift is expected to continue into future years.
Current report
Given uncertainty related to the potential impact of tariffs, including impacts on the cost of the Company’s products, as well as the potential impacts on consumer demand and broader macro-economic conditions, the Company has withdrawn its forward-looking expectations for 2025 related to Harley-Davidson motorcycle retail unit sales; earnings per share; HDMC motorcycle shipments, revenue and operating income margin; and HDFS operating income, provision for credit losses, interest income and borrowing costs. The Company has also withdrawn its longer-term expectations for HDMC operating income in 2026 and beyond.
Current report
As the Company moves forward through the macroeconomic uncertainty, it remains committed to supporting reduced dealer inventory levels and continues to expect a reduction of approximately 10% in 2025 year-end dealer inventory of new Harley-Davidson motorcycles as compared to the end of 2024.
Current report
The Company has revised its expectations for the LiveWire segment and now expects an operating loss of approximately $59 million in 2025 and a total use of cash of approximately $50 million in 2025. The Company has withdrawn its expectation for LiveWire motorcycle unit sales in 2025 given the ongoing economic uncertainty. The Company's previous expectations for LiveWire in 2025 included motorcycle sales of 1,000 to 1,500 units, an operating loss of $70 million to $80 million and a total use of cash of approximately $60 million.
Current report
The Company plans to continue its multi-year cost productivity initiative to eliminate incremental cost. The Company achieved productivity savings of approximately $257 million from 2022 to 2024 and an additional $24 million during the first quarter of 2025. The Company expects to achieve annual productivity savings of $100 million in 2025 and 2026, resulting in $457 million in total productivity savings by the end of 2026.
Current report
The Company's effective income tax rate for the first quarter of 2025 was 26.5% compared to 20.0% for the first quarter of 2024. The increase in the effective income tax rate for the three months ended March 31, 2025 was attributable to discrete income tax adjustments related to the realizability of future tax benefits.
Current report
During the first quarter of 2025, retail sales in North America were down 24.0% driven by a 25.3% decline in the United States. In the later part of the first quarter and into the second quarter, North American retail sales showed some improvement based on a comparison of February, March and April to the same month last year, where the rate of decline improved from February to March and from March to April. Outside of North America, retail sales were also down during the first quarter of 2025, including a 27.7% decrease in Asia Pacific and a 1.7% decrease in Europe.
Current report
(d)New motorcycle registrations for the industry and Harley-Davidson are provided by or derived from third-party sources. New motorcycle registrations include consumer registrations (retail registrations) and to a lesser extent manufacturer, distributor and dealer registrations (non-retail registrations), for example, to register demonstration fleets. In the later part of 2024, manufacturers (including the Company), distributors and dealers registered some motorcycles through non-retail registrations to qualify the motorcycles under the new Euro 5+ emissions standard to allow for subsequent retail sale after December 31, 2024. This included approximately 3,700 non-retail registrations of new Harley-Davidson motorcycles in 2024, which in turn adversely impacted the number of new Harley-Davidson motorcycle registrations during the first quarter of 2025. While the Company believes industry registrations for Europe were impacted in a similar manner, it does not have access to information necessary to confirm this.
Current report
HDMC Segment
Current report
•Revenue was positively impacted by favorable pricing on new model year motorcycles.
Current report
•Changes in the shipment mix had a favorable impact on gross profit as the Company shipped a higher proportion of Cruiser models and a lower proportion of Sport and Lightweight models. The Company also benefited from a shift toward more profitable models within the Grand American Touring family.
Current report
LiveWire Segment
Current report
HDFS Segment
Current report
Total credit losses were favorable on lower retail credit losses partially offset by unfavorable wholesale credit losses. Annualized losses on the Company's retail portfolio were 3.79% during the first quarter of 2025 compared to 3.74% in the first quarter of 2024. The annualized loss rate at March 31, 2025 was negatively impacted by a decline in average outstanding retail finance receivables as compared to March 31, 2024. The 30-day delinquency rate for retail motorcycle loans at March 31, 2025 increased to 4.47% from 4.00% at March 31, 2024. While delinquency performance remains elevated as retail customers continue to be challenged by factors connected to the macro-economic environment such as inflationary pressures and economic uncertainty, retail credit losses moderated on improved repossession volume and stabilizing recovery values at auction. Wholesale credit losses were unfavorable on the charge-off of finance receivables related to troubled dealers.
Current report
Operating expenses decreased $6.5 million compared to the first quarter of 2024 due in part to lower amortization, reduced advertising expense, and favorable foreign currency remeasurements.
Current report
As a result of elevated credit losses on the Canadian retail motorcycle finance receivables held as collateral, the Company was unable to draw on the Canadian conduit during the first quarter of 2025, and that inability continues. Access to the facility will resume once credit losses return to levels required by the Canadian Conduit. The Company plans to fund Canadian retail motorcycle originations with other existing funding sources until access resumes. During the first quarter of 2024, the Company transferred $34.9 million of Canadian retail motorcycle finance receivables to the Canadian Conduit for proceeds of $28.6 million.
Current report
There were no on-balance sheet asset-backed securitization transactions during the first quarter of 2025 or 2024.
Current report
The Company believes headwinds facing the broader powersports and discretionary leisure industries are even more complicated in the electric vehicle (EV) segment of the market. The Company believes indicators points to a much later EV adoption than originally anticipated given a lack of government incentives and a notably less favorable regulatory environment, combined with a slower expansion of charging infrastructure. The Company is evaluating all options for its investment in LiveWire while LiveWire will continue evaluating all options for its business, including seeking external capital if and when needed. In addition, LiveWire plans to continue to drive additional significant cost savings to reduce cash usage and operating losses with the intention to get to a sustainable business model with the existing funds available. The Company does not plan to make additional investments in LiveWire beyond availability under the Convertible Term Loan of up to $100 million.
Removed paragraphs (45)
Previous report
Supply Matters– During the second quarter of 2022, the Company received information from a Tier 2 supplier, Proterial Cable America, Inc. ("PCA" f/k/a Hitachi Cable America, Inc.), concerning a potential regulatory compliance matter relating to PCA's brake hose assemblies. As a result, out of an abundance of caution, the Company suspended all vehicle assembly and shipments for approximately two weeks during the second quarter of 2022. Since then, the Company has been working through the regulatory compliance matter with PCA, the Company’s relevant Tier-1 suppliers, and the National Highway Traffic Safety Administration (NHTSA), the agency responsible for brake hose assembly compliance in the United States.
Previous report
In connection with this matter, in July 2022, PCA notified NHTSA of a population of brake hose assemblies manufactured between May and July of 2022 that were non-compliant with select NHTSA laboratory test standards. Based on that filing, in August 2022, the Company notified NHTSA of the corresponding population of Harley-Davidson motorcycles containing those brake hose assemblies. In October 2022, PCA amended its original notification, expanding its population of non-compliant brake hose assemblies to include units produced by PCA for use in Harley-Davidson motorcycles beginning as early as model year 2008. In December 2022, the Company amended its August notification, expanding the population to also include Harley-Davidson motorcycles that contained PCA's newly identified brake hose assemblies. In March 2023, PCA again amended its NHTSA notification, identifying additional compliance issues with the previously identified brake hose assemblies. The Company followed PCA's March amendment with a derivative amended notification to NHTSA in May 2023.
Previous report
In June 2023, the Company received a letter from PCA advising that PCA was investigating a new, separate potential quality issue with brake hose assemblies produced by PCA after the Company’s 2022 production suspension. Due to this issue, the Company was forced to suspend production of most of the motorcycles manufactured at its York facility and run limited motorcycle manufacturing operations there for approximately two weeks. The Company continued to manufacture, among other motorcycles, the 2023 CVO Road Glide and Street Glide, which do not use PCA's brake hose assemblies. It also continued its normal motorcycle manufacturing operations at its international facilities. In connection with this matter, in late June 2023, PCA filed a new and separate NHTSA notification, identifying certain brake hose assemblies produced between June of 2022 and June of 2023 as noncompliant with select NHTSA laboratory test standards. The Company followed PCA’s June 2023 notification by filing a derivative notification with NHTSA in early July 2023.
Previous report
As permitted by federal law, both PCA and the Company have utilized NHTSA’s standard process to petition the agency to determine that these compliance issues are inconsequential to motor vehicle safety ("Inconsequentiality Determinations"). If NHTSA makes the Inconsequentiality Determinations requested, the Company will be exempt from conducting a field action or recall of its motorcycles related to these matters.
Previous report
In its inconsequentiality petitions, the Company has presented NHTSA with: (1) extensive independent, third-party and internal testing demonstrating that the brake hose assemblies at issue are robust to extreme conditions - which far exceed maximum expected motorcycle lifetime demands - with no impact to brake performance; and (2) real-world field safety data showing no documented crashes or injuries attributable to the identified compliance issues for the relevant affected populations. The Company believes its petitions are closely comparable to inconsequentiality petitions that have resulted in successful inconsequentiality determinations in the past. The Company is also confident that its position that the compliance issues are inconsequential to motor vehicle safety is strong and, therefore, no field action or recall will be necessary.
Previous report
Based on its expectation that NHTSA will make Inconsequentiality Determinations, the Company does not expect that these regulatory noncompliance matters will result in material costs in the future, and no costs have been accrued to date. However, it is possible that a field action or recall could be required that could cause the Company to incur material costs. There are several variables and uncertainties associated with any potential field action or recall that are not yet fully known including, but not limited to, the population of brake hose assemblies and motorcycles, the specific field action or recall required, the complexity and cost of the required repair, the need for and availability of replacement parts, the suppliers of replacement parts and the number of motorcycle owners that would participate. The Company estimates, based on its available information and assumptions, that the cost of a potential field action or recall in the aggregate, if any were to occur, could range from approximately $100 million to $400 million. The Company continues to evaluate and update its estimates as it learns more about these regulatory matters, including the variables and uncertainties discussed above. The Company also continues to maintain its expectation that NHTSA will make the requested Inconsequentiality Determinations and that these regulatory matters will not result in any material field action or recall costs. If a material field action or recall were to result, the Company would seek full recovery of those amounts.
Previous report
Suspension of Additional European Union Tariffs –In April 2021, the Company received notification from the Economic Ministry of Belgium that, following a request from the European Union (EU), the Company would be subject to revocation of the Binding Origin Information (BOI) decisions that allowed it to supply its EU markets with certain motorcycles produced at its Thailand manufacturing facility at tariff rates of 6%. As a result of the revocation, all non-electric motorcycles that Harley-Davidson imported into the EU, regardless of origin, were subject to a total tariff rate of 31% from April 19, 2021 through the end of 2021. On October 30, 2021, the U.S. and EU announced an agreement related to the Section 232 tariffs on steel and aluminum that were implemented in 2018 by the U.S. and the subsequent rebalancing tariff measures taken by the EU. This agreement suspended the additional tariffs initially imposed by the EU on the Company's motorcycles, reducing the total EU tariff rate on the Company’s motorcycles from 31% to 6%, effective January 1, 2022. The lower 6% tariff rate applies to all motorcycles imported by the Company into the EU, regardless of origin. Under the initial agreement between the U.S. and the EU, the lower tariff rate remained in effect until December 31, 2023. In December 2023, the EU extended its suspension of the additional tariffs through March 31, 2025 and the U.S. extended its suspension of the additional tariffs through December 31, 2025. The U.S. and EU will monitor and review the operation of the extended agreement, seeking to conclude the negotiations on steel and aluminum tariffs by March 31, 2025. These negotiations are ongoing, and there are no assurances the U.S. and EU will reach a resolution that concludes the trade conflict on steel and aluminum tariffs beyond March 31, 2025.
Previous report
To date, the Company continues to pursue its appeals of the revocation of the BOI decisions and the denial of its application for temporary extended reliance on the 6% tariff rate (for motorcycles produced in Thailand and ordered prior to April 19, 2021), although there is no assurance that these appeals will continue or be successful.
Previous report
On October 24, 2024, the Company updated its expectations for 2024 as follows:
Previous report
Given the lower than expected results for the first nine months of 2024 and sales expectations for the remainder of the year, the Company now expects HDMC revenue to be down 14% to down 16% in 2024 compared to 2023. The Company's previous expectation was for HDMC revenue to be down 5% to down 9% compared to 2023. The Company continues to expect that, for the full-year 2024, wholesale unit shipments of Harley-Davidson motorcycles will be in balance with dealer retail unit sales of new Harley-Davidson motorcycles resulting in a dealer inventory level of new motorcycles at the end of 2024 that is similar to the end of 2023. Therefore, the Company now expects both wholesale shipments and retail sales to be within a range of approximately 149,000 to 153,000 units for the full year of 2024, down from its previous expectation for wholesale shipments and retail sales that were within a range of approximately 163,000 to 168,000 units in 2024. Based on these updated unit expectations for 2024, retail unit sales in 2024 are expected to be down 6% to 8% compared to 2023, which is down from the previous expectation of flat to up 3%, and wholesale unit shipments are expected to be down 16% to 17% compared to 2023, which is down from the previous expectation of down 7% to 10%.
Previous report
Based on the updated expectations for revenue and wholesale unit shipments as well as its results for the first nine months of 2024, the Company now expects HDMC operating margin as a percent of revenue to be 7.5% to 8.5% in 2024, which is lower than its previous expectation of 10.6% to 11.6% in 2024.
Previous report
The Company now expects LiveWire motorcycle sales of 600 to 1,000 units in 2024 and continues to expect LiveWire's operating loss for 2024 to be $105 million to $115 million. The Company's previous expectation was for LiveWire motorcycle sales of 1,000 to 1,500 units in 2024.
Previous report
The Company now expects HDFS operating income to be up 5% to up 10% in 2024 compared to 2023. The Company's previous expectation was for HDFS operating income to be flat to up 5% in 2024 compared to 2023.
Previous report
In 2022, the Company set a productivity target to eliminate $400 million of incremental cost incurred since 2020 by the end of 2025. This target originally included a positive impact from manufacturing leverage of approximately $50 million to $70 million based on an anticipated reduction in the fixed cost per motorcycle associated with increasing production volumes. Given the decrease in production volumes in 2023 and the expected decrease in 2024, the Company has adjusted the target by removing the impact of manufacturing leverage and increasing productivity objectives in other areas. The total productivity target remains at $400 million. Excluding the impact of manufacturing leverage, the Company achieved approximately $24 million in productivity savings in 2022 and approximately $123 million in 2023. The previously reported productivity savings, which included the impact of manufacturing leverage (whether positive or negative), were approximately $50 million and $70 million in 2022 and 2023, respectively. The Company remains focused on production efficiency, logistics network optimization and supplier cost optimization. The Company continues to expect approximately $100 million of cost productivity savings in 2024 and achieved savings of approximately $84 million during the first nine months of 2024.
Previous report
The Company's effective income tax rate for the third quarter of 2024 was 12.8% compared to 17.7% for the third quarter of 2023. The decrease in the effective tax rate for the third quarter was attributable to changes in the mix of earnings for foreign jurisdictions that are taxed at rates that differ from the U.S. statutory rate and the benefit of increased income tax credits on lower taxable income.
Previous report
During the third quarter of 2024, retail sales in North America were down 10.1% driven by a 10.3% decline in the United States with additional reductions in international markets, including a 16.5% decrease in Asia Pacific as well as a 22.8% decrease in Europe.
Previous report
Factors affecting the comparability of net revenue, cost of goods sold and gross profit from the third quarter of 2023 to the third quarter of 2024 were as follows:
Previous report
•Revenue was positively impacted by lower promotional activity compared to the prior year, partially offset by the elimination of the pricing surcharge late in 2023 and a fine-tuned pricing strategy for 2024.
Previous report
•Changes in the shipment mix had an unfavorable impact on gross profit. During the third quarter of 2024, the positive impact of changes in mix between motorcycle families was more than offset by the unfavorable impacts of model mix changes within motorcycle families and a higher mix of shipments to lower margin markets as shipments during the third quarter of 2024 declined from the same period last year at a faster rate in the U.S. than in other less profitable markets.
Previous report
Operating expenses increased $0.7 million compared to the third quarter of 2023 due in part to increased insurance-related expenses, partially offset by lower employee-related costs.
Previous report
Results of Operations for the Nine Months Ended September 30, 2024
Previous report
Compared to the Nine Months Ended September 30, 2023
Previous report
Consolidated Results
Previous report
The Company reported operating income of $610.0 million in the first nine months of 2024 compared to $800.2 million in the same period last year. HDMC segment operating income was $491.5 million in the first nine months of 2024, down $213.8 million compared to the same period last year. Operating loss from the LiveWire segment increased $1.6 million compared to the first nine months of 2023. Operating income from the HDFS segment increased $25.2 million compared to the first nine months of 2023. Refer to the HDMC Segment, LiveWire Segment and HDFS Segment discussions for a more detailed analysis of the factors affecting operating income.
Previous report
Other income in the first nine months of 2024 was higher than the same period last year impacted by a benefit related to LiveWire's warrant liability, which decreased in fair value, partially offset by lower non-operating income related to the Company's defined benefit plans.
Previous report
The Company's effective income tax rate for the first nine months of 2024 was 18.0% compared to 22.1% for the same period in 2023. The decrease in the effective tax rate for the first nine months of 2024 was attributable to changes in the mix of earnings for foreign jurisdictions that are taxed at rates that differ from the U.S. statutory rate and the benefit of increased income tax credits on lower taxable income.
Previous report
Harley-Davidson Motorcycle Retail Sales(a)
Previous report
Worldwide retail sales of new Harley-Davidson motorcycles were down 5.3% during the first nine months of 2024 compared to the same period last year driven primarily by declines in North America, Europe and Asia Pacific. Retail sales in the United States were negatively impacted by a continued challenging macroeconomic environment, which included high interest rates adversely impacting consumer discretionary spending, partially offset by a benefit to retail sales from promotions focused on the sale of model year 2023 carryover inventory at dealers. Retail sales in Asia Pacific and Europe were soft also primarily due to challenging macroeconomic conditions. In Asia Pacific, the decline in retail sales was primarily due to lower sales in Japan and China, while lower retail unit sales in Europe were driven by declines in most of the Company's larger markets.
Previous report
Motorcycle Unit Shipments
Previous report
(a)Includes Trike
Previous report
The Company shipped 134,852 motorcycles worldwide during the first nine months of 2024, which was 10.4% lower than the same period in 2023 as dealers adjusted inventory levels for the current retail environment. The motorcycles shipped during the first nine months of 2024 compared to the same period last year included a higher mix of Grand American Touring motorcycles shipped as a percent of total shipments to improve availability of models most desired by customers.
Previous report
The estimated impacts of significant factors affecting the comparability of net revenue, cost of goods sold and gross profit from the first nine months of 2023 to the first nine months of 2024 were as follows (in millions):
Previous report
Factors affecting the comparability of net revenue, cost of goods sold and gross profit from the first nine months of 2023 to the first nine months of 2024 were as follows:
Previous report
•Revenue was adversely impacted by the elimination of the pricing surcharge late in 2023 and a fine-tuned pricing strategy for 2024.
Previous report
•Revenue and gross profit were negatively impacted by weaker average foreign currency exchange rates relative to the U.S. dollar partially offset by favorable net foreign currency gains associated with hedging recorded in cost of goods sold.
Previous report
•Changes in the shipment mix of motorcycles had a favorable impact on gross profit due primarily to a higher proportion of Grand American Touring models shipped in the first nine months of 2024 compared to the same period in 2023.
Previous report
•Raw material costs were lower than in the prior year.
Previous report
During the first nine months of 2024, revenue decreased by $7.0 million, or 30.4%, compared to the first nine months of 2023. The decrease was primarily due to lower electric balance bike volumes partially offset by an increase in electric motorcycle volumes sold during the first nine months of 2024 as compared to the same period last year. Cost of sales decreased by $0.7 million, or 2.8%, during the first nine months of 2024 compared to the first nine months of 2023 due primarily to lower electric balance bike volumes.
Previous report
The provision for credit losses was $4.5 million higher in the first nine months of 2024 as compared to the prior year primarily due to higher actual credit losses partially offset by a favorable change in the allowance for credit losses. The favorable change in the allowance for credit losses was largely due to a smaller increase in the retail reserve rate and slower receivables growth, partially offset by a larger increase in the wholesale reserve, as compared to the first nine months of
Previous report
Annualized credit losses on the Company's retail motorcycle loans were 3.07% at the end of the third quarter of 2024 compared to 2.69% at the end of the third quarter of 2023. The 30-day delinquency rate for retail motorcycle loans at September 30, 2024 increased to 4.61% from 4.23% at September 30, 2023. The unfavorable retail credit loss and delinquency performance were driven by several factors connected to the macro-economic environment and related customer and industry dynamics, including the impact of higher motorcycle payments and general inflationary pressures on customers. Additionally, the Company continues to experience downward pressure on recovery values at auction.
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Reworded paragraphs (47)
Previous wording
The Company intends that certain matters discussed in this report are “forward-looking statements” intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements can generally be identified as such by reference to this footnote or because the context of the statement will include words such as the Company “believes,” “anticipates,” “expects,” “plans,” “may,” “will,” “estimates,” “targets,” “intends,” "forecasts," "sees," "commits," or words of similar meaning. Similarly, statements that describe or refer to future expectations, future plans, strategies, objectives, outlooks, targets, guidance, commitments or goals are also forward-looking statements. Such forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially, unfavorably or favorably, from those anticipated as of the date of this report. Certain of such risks and uncertainties are described in close proximity to such statements or elsewhere in this report, including under the caption "Cautionary Statements" in this Item 2, as well as in Item 1A. Risk Factors, as well as in Item 1A. Risk Factors of the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. Shareholders, potential investors, and other readers are urged to consider these factors in evaluating the forward-looking statements and are cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements included in the "Key Factors Impacting the Company" and the “Guidance” sections in this Item 2 are only made as of October 24, 2024 and the remaining forward-looking statements in this report are made as of the date of the filing of this report (November 6, 2024), and the Company disclaims any obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances.
Current wording
The Company intends that certain matters discussed in this report are “forward-looking statements” intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements can generally be identified as such by reference to this footnote or because the context of the statement will include words such as the Company “believes,” “anticipates,” “expects,” “plans,” "projects," “may,” “will,” “estimates,” “targets,” “intends,” "forecasts," "seeks," "sees," "should," "feels," "commits," "assumes," "envisions," "potential," or words of similar meaning. Similarly, statements that describe or refer to future expectations, future plans, strategies, objectives, outlooks, targets, guidance, commitments or goals are also forward-looking statements. Such forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially, unfavorably or favorably, from those anticipated as of the date of this report. Certain of such risks and uncertainties are described in close proximity to such statements or elsewhere in this report, including under the caption "Cautionary Statements" in this Item 2, as well as in Item 1A. Risk Factors, as well as in Item 1A. Risk Factors of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024. Shareholders, potential investors, and other readers are urged to consider these factors in evaluating the forward-looking statements and are cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements included in the "Key Factors Impacting the Company" and the “Guidance” sections in this Item 2 are only made as of May 1, 2025 and the remaining forward-looking statements in this report are made as of the date of the filing of this report (May 6, 2025), and the Company disclaims any obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances.
Previous wording
Net income attributable to Harley-Davidson, Inc. was $119.0 million, or $0.91 per diluted share, in the third quarter of 2024 compared to $198.6 million, or $1.38 per diluted share, in the third quarter of 2023.
Current wording
Net income attributable to Harley-Davidson, Inc. was $133.1 million, or $1.07 per diluted share, in the first quarter of 2025 compared to $234.9 million, or $1.72 per diluted share, in the first quarter of 2024.
Previous wording
In the third quarter of 2024, HDMC segment operating income was $55.1 million, down $120.1 million from the third quarter of 2023. The decrease in operating income from the HDMC segment for the third quarter of 2024 was driven primarily by lower motorcycle shipments as dealers adjusted inventory levels for the current retail environment. HDMC operating income was also impacted by unfavorable mix partially offset by favorable impacts related to pricing and lower promotional costs, changes in foreign currency exchange rates and lower operating expenses compared to the same quarter last year. Operating loss from the LiveWire segment in the third quarter of 2024 was $26.1 million compared to an operating loss of $25.3 million in the prior year quarter due primarily to lower electric balance bike volumes partially offset by lower operating expenses. Operating income from the HDFS segment in the third quarter of 2024 was $76.7 million, up $17.4 million compared to the prior year quarter due primarily to higher interest income and a lower provision for credit losses, partially offset by higher interest expense.
Current wording
In the first quarter of 2025, HDMC segment operating income was $116.3 million, down $122.2 million from the first quarter of 2024. The decrease in operating income from the HDMC segment for the first quarter of 2025 was driven primarily by a planned decrease in motorcycle shipments. HDMC operating income was also impacted by unfavorable operating leverage on lower shipments, partially offset by favorable pricing and lower operating expenses compared to the same quarter last year. Operating loss from the LiveWire segment in the first quarter of 2025 was $19.8 million compared to an operating loss of $29.2 million in the prior year quarter due primarily to lower operating expenses from cost reduction actions taken in the second half of 2024. Operating income from the HDFS segment in the first quarter of 2025 was $64.0 million, up $10.2 million compared to the prior year quarter due primarily to a lower provision for credit losses and lower operating expenses, partially offset by lower interest and other income.
Previous wording
Worldwide retail sales of new Harley-Davidson motorcycles in the third quarter of 2024 declined 13.2% compared to the third quarter of 2023. Retail sales in North America were down 10.1%. Retail sales of Harley-Davidson motorcycles continued to be impacted by a challenging macroeconomic environment, including high interest rates adversely impacting consumer discretionary spending. Retail sales were down 22.8% in EMEA and 16.5% in Asia-Pacific driven by softness in Japan with other countries contributing to the decline, partially offset by increases in Australia and New Zealand. Refer to the Harley-Davidson Motorcycles Retail Sales and Registration Data section for further discussion of retail sales results.
Current wording
Worldwide retail sales of new Harley-Davidson motorcycles in the first quarter of 2025 declined 21.3% compared to the first quarter of 2024. Retail sales were adversely impacted by a decline in consumer sentiment, resulting from economic uncertainty, combined with high interest rates. Retail sales were down 24.0% in North America, 1.7% in EMEA and 27.7% in Asia-Pacific. Refer to the Harley-Davidson Motorcycles Retail Sales and Registration Data section for further discussion of retail sales results.
Previous wording
Interest Rates - Interest rates increased significantly during 2022 and into 2023 as central banks attempted to reduce inflation. The current higher interest rate environment has adversely impacted HDFS' interest income margin due to a higher cost of funds that is only partially offset by increased interest rates on financing products sold by HDFS. Additionally, higher interest rates have adversely impacted consumer discretionary purchases, like purchases of the Company's motorcycles, as higher borrowing costs have made these purchases less affordable or impacted the consumer's ability to obtain financing. Interest rates declined during the third quarter of 2024 and the Company expects interest rates to continue to moderate. However, interest rates remained heightened during the first nine months of 2024.
Current wording
Interest Rates - Interest rates remained heightened in the first three months of 2025 after an interest rate decline in the latter part of 2024. This follows a significant increase during 2022 and 2023 as central banks attempted to reduce inflation. The current higher interest rate environment has adversely impacted HDFS' interest income margin due to a higher cost of funds that is only partially offset by increased interest rates on financing products sold by HDFS. Additionally, higher interest rates have adversely impacted consumer discretionary purchases, like purchases of the Company's motorcycles, as higher borrowing costs have made these purchases less affordable or impacted the consumer's ability to obtain financing.
Previous wording
The Company continues to expect capital investments in 2024 of between $225 and $250 million. The Company's focus remains on core product innovation, investments in manufacturing to automate and reduce costs to improve productivity as well as planned investments for LiveWire.
Current wording
The Company now expects the range for capital investments in 2025 to be $200 million to $225 million, down from its prior expectation of $225 million to $250 million, and continues to expect it will invest in product development and capability enhancements that support The Hardwire strategy. The Company's focus remains on core product innovation, investments in manufacturing to automate and reduce costs to improve productivity as well as planned investments for LiveWire.
Previous wording
The Company's capital allocation priorities remain to fund profitable growth through The Hardwire initiatives, to pay dividends, and to execute share repurchases on a discretionary basis. In July 2024, the Company announced plans to repurchase approximately $1 billion of shares on a discretionary basis in aggregate starting in the third quarter of 2024 through the end of 2026 and remains committed to this plan. The Company now plans to repurchase up to $450 million of shares in 2024 which has been revised from its previous plan of up to $500 million. The Company believes its capital allocation priorities highlight its operating discipline, its overall cash flow generation and long-term earnings power as reflected by its continued commitment to deliver a 15% HDMC operating income margin by the end of 2025 which it would sustain for the full year 2026.
Current wording
The Company's capital allocation priorities to fund profitable growth through The Hardwire initiatives, to pay dividends, and to execute share repurchases on a discretionary basis remain unchanged. The Company continued to execute its plan to repurchase approximately $1 billion of shares on a discretionary basis in aggregate from the third quarter of 2024 through the end of 2026 including $350 million of discretionary share repurchases in 2025. The Company purchased $250 million shares on a discretionary basis during the third and fourth quarters of 2024 and $87.5 million during the first quarter of 2025.
Previous wording
The Company reported operating income of $105.8 million in the third quarter of 2024 compared to $209.3 million in the same period last year. The HDMC segment reported operating income of $55.1 million in the third quarter of 2024, a decrease of $120.1 million compared to the third quarter of 2023. Operating loss from the LiveWire segment increased $0.7 million compared to the third quarter of 2023. Operating income from the HDFS segment increased $17.4 million compared to the third quarter of 2023. Refer to the HDMC Segment, LiveWire Segment and HDFS Segment sections for a more detailed discussion of the factors affecting operating results.
Current wording
The Company reported operating income of $160.5 million in the first quarter of 2025 compared to $263.1 million in the same period last year. The HDMC segment reported operating income of $116.3 million in the first quarter of 2025, a decrease of $122.2 million compared to the first quarter of 2024. Operating loss from the LiveWire segment decreased $9.4 million compared to the first quarter of 2024. Operating income from the HDFS segment increased $10.2 million compared to the first quarter of 2024. Refer to the HDMC Segment, LiveWire Segment and HDFS Segment sections for a more detailed discussion of the factors affecting operating results.
Previous wording
Other income in the third quarter of 2024 was lower than in the third quarter of 2023, impacted by a smaller benefit related to a decrease in the fair value of LiveWire's warrant liability in the third quarter of 2024 compared to the third quarter of 2023 as well as lower non-operating income related to the Company's defined benefit plans.
Current wording
Other income, net in the first quarter of 2025 was lower than in the first quarter of 2024, impacted by a smaller benefit related to a decrease in the fair value of LiveWire's warrant liability in the first quarter of 2025 compared to the first quarter of 2024.
Previous wording
Diluted earnings per share was $0.91 in the third quarter of 2024, down 34.1% from the same period last year. Diluted weighted average shares outstanding decreased from 144.3 million in the third quarter of 2023 to 131.0 million in the third quarter of 2024, driven by the Company's discretionary repurchases of common stock. Refer to Liquidity and Capital Resources for additional information concerning the Company's share repurchase activity.
Current wording
Diluted earnings per share was $1.07 in the first quarter of 2025, down 37.8% from the same period last year. Diluted weighted average shares outstanding decreased from 136.9 million in the first quarter of 2024 to 124.7 million in the first quarter of 2025, driven by the Company's discretionary repurchases of common stock. Refer to Liquidity and Capital Resources for additional information concerning the Company's share repurchase activity.
Previous wording
U.S. retail sales were negatively impacted by a continued challenging macroeconomic environment, which included high interest rates adversely impacting consumer discretionary spending. Retail sales declines in Asia Pacific, Canada and Europe were also primarily due to challenging macroeconomic conditions. In Asia Pacific, the decline included lower sales in Japan with other countries contributing to the decline, partially offset by higher sales in Australia and New Zealand. In Europe, the level of decline on a country-by-country basis was mixed during the quarter.
Current wording
U.S. retail sales were negatively impacted by a decline in consumer sentiment resulting from economic uncertainty, combined with high interest rates which adversely impacted consumer discretionary spending. In addition, the decline in retail sales during the first quarter of 2025 was due in part to a positive impact in the prior year associated with the launch of the Company's newly redesigned 2024 new model year Touring motorcycles. Retail sales declines in Asia Pacific, Canada and Europe were also primarily due to challenging macroeconomic conditions with the decline in Asia Pacific primarily driven by lower sales in China and Japan.
Previous wording
Worldwide retail inventory of new motorcycles was approximately 60,000 units at the end of the third quarter of 2024, which is down approximately 13% from the end of the second quarter of 2024 and up approximately 20% compared to the end of the third quarter of 2023. The Company plans to continue its support of dealer efforts to reduce inventory during the remainder of 2024.(1) Retail inventory of new motorcycles is based on dealer inventory units at the end of each quarter.
Current wording
Worldwide retail inventory of new motorcycles was approximately 56,000 units at the end of the first quarter of 2025, which was down approximately 19% from the end of the first quarter of 2024, as dealers reduced inventory levels in the current retail environment. Retail inventory of new motorcycles is based on dealer inventory units at the end of each quarter.
Previous wording
Motorcycle Registration Data and Market Share – 601+cc(a)
Current wording
Motorcycle Registration Data and Market Share – 601+cc(a)(d)
Previous wording
The Company's U.S. market share of new 601+cc motorcycles increased during the first nine months of 2024 compared to the first nine months of 2023 on higher retail sales relative to the industry led by strong retail growth in the Company's Touring motorcycles as compared to the prior year. The Company's European market share of new 601+cc motorcycles for first nine months of 2024 was down compared to the first nine months of 2023. Industry retail registration data for new motorcycles and the Company's market share was as follows:
Current wording
The Company's U.S. market share of new 601+cc motorcycles decreased during the first three months of 2025 compared to the first three months of 2024 on lower retail sales relative to the industry. The Company's European market share of new 601+cc motorcycles for the first three months of 2025 was down compared to the first three months of 2024. Industry retail registration data for new motorcycles and the Company's market share was as follows:
Previous wording
The Company shipped 27,520 motorcycles worldwide during the third quarter of 2024, which was 39.2% lower than the third quarter of 2023. Shipments to dealers in the third quarter of 2024 were lower than the third quarter of 2023 as dealers adjusted inventory levels for the current retail environment. The Company shipped a greater proportion of Grand American Touring models to improve availability of models most desired by customers.
Current wording
The Company shipped 38,601 motorcycles worldwide during the first quarter of 2025, which was 33.1% lower than the first quarter of 2024. Shipments to dealers in the first quarter of 2025 were lower than the first quarter of 2024 as dealers adjusted inventory levels for the current retail environment, consistent with the Company's expectations. The Company continued to prioritize Grand American Touring models, which are those most desired by customers. The Company shipped a greater proportion of its refreshed Cruiser models, which have higher average selling prices as compared to Sport and Lightweight models, which comprised a lower proportion of shipments compared to the first quarter of 2024.
Previous wording
The estimated impact of significant factors affecting the comparability of net revenue, cost of goods sold and gross profit from the third quarter of 2023 to the third quarter of 2024 were as follows (in millions):
Current wording
The estimated impact of significant factors affecting the comparability of net revenue, cost of goods sold and gross profit from the first quarter of 2024 to the first quarter of 2025 were as follows (in millions):
Previous wording
•Revenue was unfavorably impacted by weaker average foreign currency exchange rates relative to the U.S. dollar compared to the same quarter last year. Gross profit was favorably impacted by balance sheet remeasurement and favorable net foreign currency gains associated with hedging recorded in cost of goods sold.
Current wording
•Revenue was unfavorably impacted by weaker average foreign currency exchange rates relative to the U.S. dollar compared to the same quarter last year. Cost of sales was favorably impacted by balance sheet remeasurements, resulting in a slightly favorable impact to gross profit.
Previous wording
•Raw material costs were lower compared to the prior year.
Current wording
•Raw material costs were higher compared to the prior year.
Previous wording
•Manufacturing and other costs were negatively impacted by continued moderate inflation and unfavorable manufacturing leverage related to higher fixed costs per unit resulting from lower production volumes. These negative impacts were partially offset by supply-chain productivity gains.
Current wording
•Manufacturing and other costs were negatively impacted by unfavorable manufacturing leverage related to higher fixed costs per unit resulting from lower production and shipment volumes. These negative impacts were partially offset by supply-chain productivity gains.
Previous wording
Operating expenses were lower in the third quarter of 2024 compared to the same period last year primarily related to lower people costs, including the cost of compensation and benefits, and decreases in other discretionary spending as the Company continued to focus on cost discipline and increased productivity.
Current wording
Operating expenses were lower in the first quarter of 2025 compared to the same period last year primarily related to lower people costs, including the cost of compensation and benefits, and decreases in other discretionary spending as the Company continued to focus on cost discipline and increased productivity.
Previous wording
During the third quarter of 2024, revenue decreased by $3.3 million, or 41.0%, compared to the third quarter of 2023. The decrease was primarily due to lower electric balance bike volumes partially offset by an increase in electric motorcycle units sold during the quarter as compared to the same period last year. Cost of sales decreased by $1.1 million, or 15.1%, during the third quarter of 2024 compared to the third quarter of 2023 due primarily to lower electric balance bike volumes.
Current wording
During the first quarter of 2025, revenue decreased by $2.0 million, or 41.7%, compared to the first quarter of 2024. The decrease was primarily due to lower electric balance bike and electric motorcycle volumes sold during the quarter as compared to the same period last year. Cost of sales decreased by $4.1 million, or 47.7%, during the first quarter of 2025 compared to the first quarter of 2024 due to lower electric balance bike and electric motorcycle volumes.
Previous wording
During the third quarter of 2024, selling, administrative and engineering expense decreased $1.5 million compared to the third quarter of 2023 largely as a result of cost reduction initiatives.
Current wording
During the first quarter of 2025, selling, administrative and engineering expense decreased $7.3 million compared to the first quarter of 2024 largely as a result of cost reduction actions taken in the second half of 2024.
Previous wording
Interest income was higher for the third quarter of 2024 compared to the same period last year, primarily due to higher average outstanding finance receivables at a higher average yield. Interest expense increased due to higher average interest rates on higher average outstanding debt and deposits.
Current wording
Interest income was lower for the first quarter of 2025 compared to the same period last year, primarily due to lower average outstanding finance receivables at a higher average yield. Other income decreased $2.0 million largely due to lower insurance-related and licensing revenue. Interest expense increased due to higher average interest rates on lower average borrowings.
Previous wording
The allowance for credit losses considers current economic conditions and the Company’s outlook on future conditions. At the end of the third quarter of 2024, the Company's outlook on economic conditions and its probability weighting of its economic forecast scenarios was weighted toward more pessimistic scenarios given continued challenging macro-economic conditions, including a persistently high interest rate environment and muted consumer confidence. Refer to the Results of Operations for the Nine Months Ended September 30, 2024 Compared to the Nine Months Ended September 30, 2023 for a discussion of 2024 annualized credit losses.
Current wording
The provision for credit losses decreased $7.7 million compared to the first quarter of 2024 driven by a favorable change in the allowance for credit losses and lower actual credit losses. The favorable change in the allowance for credit losses was due to a larger decrease in retail receivables compared to the first quarter of 2024, partially offset by an increase in the wholesale reserve. The allowance for credit losses considers current economic conditions and the Company’s outlook on future conditions. At the end of the first quarter of 2025, the Company's outlook on economic conditions and its probability weighting of its economic forecast scenarios was weighted toward more pessimistic scenarios given continued challenging macro-economic conditions, including a persistently high interest rate environment, ongoing elevated inflation levels, muted consumer confidence, and risk of a recession.
Previous wording
(a)Includes $88.4 million of cash and cash equivalents held by LiveWire Group, Inc.
Current wording
(a)Includes $46.2 million of cash and cash equivalents held by LiveWire Group, Inc.
Previous wording
Cash flow provided by operating activities in the first nine months of 2024 compared to the first nine months of 2023 benefited from changes in working capital and lower net cash outflows related to wholesale finance receivables, partially offset by lower net income. Working capital was positively impacted primarily by larger decreases in inventory and accounts receivable in the first nine months of 2024 as compared to same period last year.
Current wording
Cash flow provided by operating activities in the first three months of 2025 compared to the first three months of 2024 benefited primarily from lower net cash outflows related to wholesale finance receivables, partially offset by lower net income.
Previous wording
The Company's ongoing operating cash requirements include those related to existing contractual commitments which it expects to fund with cash inflows from operating activities. The Company's purchase orders for inventory used in manufacturing generally do not become firm commitments until 90 days prior to expected delivery. The Company's material contractual operating cash commitments at September 30, 2024 relate to leases, retirement plan obligations and income taxes. The Company's long-term lease obligations and future payments are discussed further in Note 9 of the Notes to Consolidated financial statementsin the Company's Annual Report on Form 10-K for the year ended December 31, 2023. There are no required qualified pension plan contributions in 2024. The Company’s expected future contributions and benefit payments related to its defined benefit retirement plans are discussed further in Note 14 of the Notes to Consolidated financial statementsin the Company's Annual Report on Form 10-K for the year ended December 31, 2023. The Company has aliability for unrecognized tax benefits of $19.0 million and related accrued interest and penalties of $8.7 million as of September 30, 2024. The Company cannot reasonably estimate the period of cash settlement for either the liability for unrecognized tax benefits or accrued interest and penalties. The Company continues to expect that it will fund its ongoing operating cash requirements related to the origination of finance receivables with the issuance of debt.
Current wording
The Company's ongoing operating cash requirements include those related to existing contractual commitments which it expects to fund with cash inflows from operating activities. The Company's purchase orders for inventory used in manufacturing generally do not become firm commitments until 90 days prior to expected delivery. The Company's material contractual operating cash commitments at March 31, 2025 relate to leases, retirement plan obligations and income taxes. The Company's long-term lease obligations and future payments are discussed further in Note 9 of the Notes to Consolidated financial statementsin the Company's Annual Report on Form 10-K for the year ended December 31, 2024. There are no required qualified pension plan contributions in 2025. The Company’s expected future contributions and benefit payments related to its defined benefit retirement plans are discussed further in Note 14 of the Notes to Consolidated financial statementsin the Company's Annual Report on Form 10-K for the year ended December 31, 2024. The Company has aliability for unrecognized tax benefits of $10.5 million and related accrued interest and penalties of $7.5 million as of March 31, 2025. The Company cannot reasonably estimate the period of cash settlement for either the liability for unrecognized tax benefits or accrued interest and penalties. The Company continues to expect that it will fund its ongoing operating cash requirements related to the origination of finance receivables with the issuance of debt.
Previous wording
The Company’s most significant investing activities consist of capital expenditures and retail finance receivable originations and collections. Capital expenditures were $140.4 million in the first nine months of 2024 compared to $138.9 million in the same period last year. The Company's 2024 plan includes estimated capital investments between $225 million and $250 million, all of which the Company expects to fund with net cash flow generated by operations.(1)
Current wording
The Company’s most significant investing activities consist of capital expenditures and retail finance receivable originations and collections. Capital expenditures were $30.0 million in the first three months of 2025 compared to $46.4 million in the same period last year. The Company's 2025 plan includes capital investments, all of which the Company expects to fund with net cash flow generated by operations.(1)
Previous wording
Net cash outflows for finance receivables during the first nine months of 2024 were $27.5 million lower compared to the same period last year due to lower retail finance receivable originations, partially offset by lower finance receivable collections. The Company funds its finance receivables net lending activity through the issuance of debt, discussed in "Financing Activities" below.
Current wording
Net cash inflows for finance receivables during the first three months of 2025 increased cash flows from investing activities by $157.1 million compared to net cash outflows for finance receivables in the same period last year due to lower retail finance receivable originations, partially offset by lower retail finance receivable collections. The Company funds its finance receivables net lending activity through the issuance of debt, discussed in "Financing Activities" below.
Previous wording
The Company paid dividends of $0.5175 and $0.495 per share totaling $69.5 million and $72.8 million during the first nine months of 2024 and 2023, respectively.
Current wording
The Company paid dividends of $0.180 and $0.173 per share totaling $22.9 million and $24.4 million during the first three months of 2025 and 2024, respectively.
Previous wording
Cash outflows for share repurchases were $359.8 million in the first nine months of 2024 compared to $239.4 million in the same period last year. Share repurchases during the first nine months of 2024 include $350.0 million or 9.5 million shares of common stock related to discretionary repurchases and $9.8 million or 0.3 million shares of common stock employees surrendered to satisfy withholding taxes in connection with the vesting of restricted stock units and performance shares. On July 18, 2024, the Company's Board of Directors authorized the Company to repurchase up to 24.4 million additional shares of its common stock on a discretionary basis. As of September 30, 2024, there were 24.6 million shares remaining on a board-approved share repurchase authorization. In July 2024, the Company announced plans to repurchase approximately $1 billion of shares on a discretionary basis in aggregate starting in the third quarter of 2024 through the end of 2026. As a result, the Company now plans to repurchase up to $450 million of shares in 2024 which has been revised from its previous plan of up to $500 million. The Company expects to fund the share repurchases with cash flow from operations.
Current wording
Cash outflows for share repurchases were $93.1 million in the first three months of 2025 compared to $107.8 million in the same period last year. Share repurchases during the first three months of 2025 include $87.5 million or 3.4 million shares of common stock related to discretionary repurchases and $5.6 million or 0.2 million shares of common stock employees surrendered to satisfy withholding taxes in connection with the vesting of restricted stock units and performance shares. On July 18, 2024, the Company's Board of Directors authorized the Company to repurchase up to 24.4 million additional shares of its common stock on a discretionary basis. As of March 31, 2025, there were 18.1 million shares remaining on a board-approved share repurchase authorization.
Previous wording
Financing cash flows related to debt and brokered certificates of deposit activity resulted in net cash inflows of $0.7 billion in the first nine months of 2024 compared to net cash inflows of $0.6 billion in the same period last year. The Company’s total outstanding debt and liability for brokered certificates of deposit consisted of the following (in thousands):
Current wording
Financing cash flows related to debt and brokered certificates of deposit activity resulted in net cash inflows of $0.3 billion in the first three months of 2025 compared to net cash inflows of $0.1 billion in the same period last year. The Company’s total outstanding debt and liability for brokered certificates of deposit consisted of the following (in thousands):
Previous wording
Deposits – HDFS offers brokered certificates of deposit to customers indirectly through contractual arrangements with third-party banks and/or securities brokerage firms through its bank subsidiary. The Company had $549.0 million and $478.9 million, net of fees, of interest-bearing brokered certificates of deposit outstanding as of September 30, 2024 and September 30, 2023, respectively. The deposits are classified as short- and long-term liabilities based upon the term of each brokered certificate of deposit issued. Each separate brokered certificate of deposit is issued under a master certificate, and as such, all outstanding brokered certificates of deposit are considered below the Federal Deposit Insurance Corporation insurance coverage limits.
Current wording
Deposits – HDFS offers brokered certificates of deposit to customers indirectly through contractual arrangements with third-party banks and/or securities brokerage firms through its bank subsidiary. The Company had $513.3 million and $441.2 million, net of fees, of interest-bearing brokered certificates of deposit outstanding as of March 31, 2025 and March 31, 2024, respectively. The deposits are classified as short- and long-term liabilities based upon the term of each brokered certificate of deposit issued. Each separate brokered certificate of deposit is issued under a master certificate, and as such, all outstanding brokered certificates of deposit are considered below the Federal Deposit Insurance Corporation insurance coverage limits.
Previous wording
Unsecured Commercial Paper – Subject to limitations, the Company could issue unsecured commercial paper of up to $1.42 billion as of September 30, 2024 supported by the Global Credit Facilities, as discussed above. Outstanding unsecured commercial paper may not exceed the unused portion of the Global Credit Facilities. Maturities may range up to 365 days from the issuance date. The Company intends to repay unsecured commercial paper as it matures with additional unsecured commercial paper or through other means, such as borrowing under the Global Credit Facilities, borrowing under its asset-backed U.S. commercial paper conduit facility or through the use of operating cash flow and cash on hand.(1)
Current wording
Unsecured Commercial Paper – Subject to limitations, the Company could issue unsecured commercial paper of up to $1.42 billion as of March 31, 2025 supported by the Global Credit Facilities, as discussed above. Outstanding unsecured commercial paper may not exceed the unused portion of the Global Credit Facilities. Maturities may range up to 365 days from the issuance date. The Company intends to repay unsecured commercial paper as it matures with additional unsecured commercial paper or through other means, such as borrowing under the Global Credit Facilities, borrowing under its asset-backed U.S. commercial paper conduit facility or through the use of operating cash flow and cash on hand.
Previous wording
(a)€600.0 million par value remeasured to U.S. dollar at September 30, 2024
Current wording
(a)€700.0 million par value remeasured to U.S. dollar at March 31, 2025
Previous wording
(b)€700.0 million par value remeasured to U.S. dollar at September 30, 2024
Current wording
(b)€610.0 million par value remeasured to U.S. dollar at March 31, 2025
Previous wording
The U.S. dollar-denominated medium-term notes provide for semi-annual interest payments and the foreign currency-denominated medium-term notes provide for annual interest payments. Principal on the medium-term notes is due at maturity. Unamortized discounts and debt issuance costs on the medium-term notes reduced the outstanding balance by $14.8 million and $17.3 million at September 30, 2024 and September 30, 2023, respectively. There were no medium-term note maturities during the nine months ended September 30, 2024 or the third quarter of 2023. During the second quarter of 2023, $706.7 million of 4.94% medium-term notes matured, and the principal and accrued interest were paid in full. During the first quarter of 2023, $350.0 million of 3.35% medium-term notes matured, and the principal and accrued interest were paid in full.
Current wording
The U.S. dollar-denominated medium-term notes provide for semi-annual interest payments and the foreign currency-denominated medium-term notes provide for annual interest payments. Principal on the medium-term notes is due at maturity. Unamortized discounts and debt issuance costs on the medium-term notes reduced the outstanding balance by $21.5 million and $14.1 million at March 31, 2025 and March 31, 2024, respectively. There were no medium-term note maturities during the first quarter of 2025 or 2024.
Previous wording
On-Balance Sheet Asset-Backed Canadian Commercial Paper Conduit Facility – In June 2024, the Company renewed and amended its revolving facility agreement (Canadian Conduit) with a Canadian bank-sponsored asset-backed commercial paper conduit. Under the renewed and amended agreement, the Canadian Conduit is contractually committed, at the Company's option, to purchase eligible Canadian retail motorcycle finance receivables for proceeds up to C$165.0 million, which was a C$40.0 million increase in the total commitment. The transferred assets are restricted as collateral for the payment of the associated debt. The terms for this debt provide for interest on the outstanding principal based on prevailing market interest rates plus a specified margin. The Canadian Conduit also provides for a program fee and an unused commitment fee based on the unused portion of the total aggregate commitment. There is no amortization schedule; however, the debt is reduced monthly as available collections on the related finance receivables are applied to outstanding principal. Upon expiration of the Canadian Conduit, any outstanding principal will continue to be reduced monthly through available collections. The expected remaining term of the related receivables is approximately 5 years. Unless earlier terminated or extended by mutual agreement between the Company and the lenders, as of September 30, 2024, the Canadian Conduit had an expiration date of June 30, 2025.
Current wording
The terms for this debt provide for interest on the outstanding principal based on prevailing market interest rates plus a specified margin. The Canadian Conduit also provides for a program fee and an unused commitment fee based on the unused portion of the total aggregate commitment. There is no amortization schedule; however, the debt is reduced monthly as available collections on the related finance receivables are applied to outstanding principal. Upon expiration of the Canadian Conduit, any outstanding principal will continue to be reduced monthly through available collections. The expected remaining term of the related receivables is approximately 4 years. Unless earlier terminated or extended by mutual agreement between the Company and the lenders, as of March 31, 2025, the Canadian Conduit had an expiration date of June 30, 2025.
Previous wording
On-Balance Sheet Asset-Backed U.S. Commercial Paper Conduit Facilities VIE – In November 2023, the Company renewed its $1.50 billion revolving facility agreement (the U.S. Conduit Facility) with third-party banks and their asset-backed U.S. commercial paper conduits. Under the revolving facility agreement, the Company may transfer U.S. retail motorcycle finance receivables to an SPE, which in turn may issue debt to those third-party banks and their asset-backed U.S. commercial paper conduits. From November 2020 through November 2022, the U.S. Conduit Facility allowed for uncommitted additional borrowings of up to $300.0 million at the lenders’ discretion. Prior to the November 2022 renewal, the Company drew against the $300.0 million of uncommitted additional borrowings that were allowed prior to the renewal. The Company repaid the remaining balance of these uncommitted additional borrowings in full during the three months ended September 30, 2023. Availability under the U.S. Conduit Facility is based on, among other things, the amount of eligible U.S. retail motorcycle finance receivables held by the SPE as collateral.
Current wording
On-Balance Sheet Asset-Backed U.S. Commercial Paper Conduit Facilities VIE – In November 2024, the Company renewed its $1.50 billion revolving facility agreement (the U.S. Conduit Facility) with third-party banks and their asset-backed U.S. commercial paper conduits. Under the revolving facility agreement, the Company may transfer U.S. retail motorcycle finance receivables to an SPE, which in turn may issue debt to those third-party banks and their asset-backed U.S. commercial paper conduits. Availability under the U.S. Conduit Facility is based on, among other things, the amount and credit performance of eligible U.S. retail motorcycle finance receivables held by the SPE as collateral.
Previous wording
The terms for this debt provide for interest on the outstanding principal based on prevailing commercial paper rates if funded by a conduit lender through the issuance of commercial paper. The interest rate on all borrowings, if not funded by a conduit lender through the issuance of commercial paper, is based on the Secured Overnight Financing Rate (SOFR), with provisions for a transition to other benchmark rates in the future, if necessary. In addition to interest, a program fee is assessed based on the outstanding debt principal balance. The U.S. Conduit Facility also provides for an unused commitment fee based on the unused portion of the total aggregate commitment. There is no amortization schedule; however, the debt is reduced monthly as available collections on the related finance receivables are applied to outstanding principal. Upon expiration of the U.S. Conduit Facility, any outstanding principal will continue to be reduced monthly through available collections. The expected remaining term of the related receivables held by the SPE is approximately 5 years. Unless earlier terminated or extended by mutual agreement of the Company and the lenders, as of September 30, 2024, the U.S. Conduit Facility had an expiration date of November 20, 2024.
Current wording
Under the U.S. Conduit Facility, the assets of the SPE are restricted as collateral for the payment of the debt or other obligations arising in the transaction and are not available to pay other obligations or claims of the Company’s creditors. The terms for this debt provide for interest on the outstanding principal based on prevailing commercial paper rates if funded by a conduit lender through the issuance of commercial paper. The interest rate on all borrowings, if not funded by a conduit lender through the issuance of commercial paper, is based on the Secured Overnight Financing Rate (SOFR), with provisions for a transition to other benchmark rates in the future, if necessary. In addition to interest, a program fee is assessed based on the outstanding debt principal balance. The U.S. Conduit Facility also provides for an unused commitment fee based on the unused portion of the total aggregate commitment. There is no amortization schedule; however, the debt is reduced monthly as available collections on the related finance receivables are applied to outstanding principal. Upon expiration of the U.S. Conduit Facility, any outstanding principal will continue to be reduced monthly through available collections. The expected remaining term of the related receivables held by the SPE is approximately 5 years. Unless earlier terminated or extended by mutual agreement of the Company and the lenders, as of March 31, 2025, the U.S. Conduit Facility had an expiration date of November 21, 2025.
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Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
Factors affecting the comparability of net revenue, cost of goods sold and gross profit from the first quarter of 2024 to the first quarter of 2025 were as follows:
Current report — wording carried from elsewhere
On-Balance Sheet Asset-Backed Canadian Commercial Paper Conduit Facility – In June 2024, the Company renewed and amended its revolving facility agreement (Canadian Conduit) with a Canadian bank-sponsored asset-backed commercial paper conduit. Under the renewed and amended agreement, the Canadian Conduit is contractually committed, at the Company's option, to purchase eligible Canadian retail motorcycle finance receivables for proceeds up to C$165.0 million, which was a C$40.0 million increase in the total commitment. The transferred assets are restricted as collateral for the payment of the associated debt. Availability under the Canadian Conduit is based on, among other things, the amount and credit performance of eligible Canadian retail motorcycle finance receivables held as collateral.
Rearranged previous paragraphs (16)
Previous report — wording carried elsewhere
The provision for credit losses decreased $2.9 million compared to the third quarter of 2023 driven by a favorable change in the allowance for credit losses partially offset by higher actual credit losses. The favorable change in the allowance for credit losses was due to a decrease in retail receivables and a smaller increase in the retail reserve rate compared to the third quarter of 2023, partially offset by an increase in the wholesale reserve.
Previous report — wording carried elsewhere
Diluted earnings per share was $4.27 in the first nine months of 2024, down from diluted earnings per share of $4.65 for the same period last year. Diluted weighted average shares outstanding decreased from 146.3 million in the first nine months of 2023 to 134.0 million in the first nine months of 2024, driven by the Company's discretionary repurchases of common stock. Please refer to Liquidity and Capital Resources for additional information concerning the Company's share repurchase activity.
Previous report — wording carried elsewhere
Harley-Davidson Motorcycles Retail Sales and Registration Data
Previous report — wording carried elsewhere
Retail unit sales of new Harley-Davidson motorcycles were as follows:
Previous report — wording carried elsewhere
(a)Data source for retail sales figures shown above is new sales warranty and registration information provided by dealers and compiled by the Company. The Company must rely on information that its dealers supply concerning new retail sales, and the Company does not regularly verify the information that its dealers supply. This information is subject to revision.
Previous report — wording carried elsewhere
Motorcycle unit shipments were as follows:
Previous report — wording carried elsewhere
Condensed statements of operations for the HDMC segment were as follows (dollars in thousands):
Previous report — wording carried elsewhere
•The decrease in volume was primarily due to lower motorcycle shipments.
Previous report — wording carried elsewhere
•Manufacturing and other costs were negatively impacted by unfavorable manufacturing leverage related to higher fixed costs per unit resulting from lower production volumes, continued moderate inflation and a ratification bonus related to the new collective bargaining agreements with hourly employees in Wisconsin. These negative impacts were partially offset by supply-chain productivity gains.
Previous report — wording carried elsewhere
Operating expenses were lower in the first nine months of 2024 compared to the same period last year primarily due to lower people costs, including the cost of compensation and benefits, and decreases in other discretionary spending as the Company continued to focus on cost discipline and increased productivity.
Previous report — wording carried elsewhere
Condensed statements of operations for the LiveWire segment were as follows (in thousands, except unit shipments):
Previous report — wording carried elsewhere
During the first nine months of 2024, selling, administrative and engineering expense decreased $4.7 million, or 5.8%, compared to the first nine months of 2023 largely as a result of cost reduction initiatives.
Previous report — wording carried elsewhere
Condensed statements of operations for the HDFS segment were as follows (in thousands):
Previous report — wording carried elsewhere
Interest income was higher for the first nine months of 2024, primarily due to higher average outstanding finance receivables at a higher average yield. Other income decreased largely due to lower licensing revenue and investment income, partially offset by higher insurance-related revenue. Interest expense increased due to higher average interest rates on higher average outstanding debt and deposits.
Previous report — wording carried elsewhere
The Company's outlook on economic conditions and its probability weighting of its economic forecast scenarios at the end of the third quarter of 2024 were weighted towards more pessimistic scenarios given continued challenging macro‐economic conditions, including a persistently high interest rate environment and muted consumer confidence. The Company’s expectations surrounding its economic forecasts may change in future periods as additional information becomes available.
Previous report — wording carried elsewhere
Changes in the allowance for credit losses on finance receivables were as follows (in thousands):