GENERAC HOLDINGS INC
For the period ended Dec 31, 2023. Filed Feb 21, 2024.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed Feb 21, 2024
Extracted filing text, with the paragraph anchors used by the comparison.
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Table of Contents
2023**** FORM 10-K ANNUAL REPORT**
TABLE OF CONTENTS
| Page | ||
|---|---|---|
| PART I | ||
| Item 1. | Business | 2 |
| Item 1A. | Risk Factors | 14 |
| Item 1B. | Unresolved Staff Comments | 21 |
| Item 1C. | Cybersecurity | 21 |
| Item 2. | Properties | 21 |
| Item 3. | Legal Proceedings | 22 |
| Item 4. | Mine Safety Disclosures | 22 |
| PART II | ||
| Item 5. | Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | 22 |
| Item 6. | [Removed and Reserved] | 24 |
| Item 7. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 24 |
| Item 7A. | Quantitative and Qualitative Disclosures About Market Risk | 35 |
| Item 8. | Financial Statements and Supplementary Data | 36 |
| Item 9. | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure | 71 |
| Item 9A. | Controls and Procedures | 71 |
| Item 9B. | Other Information | 72 |
| Item 9C. | Disclosure Regarding Foreign Jurisdictions that Prevent Inspections | 72 |
| PART III | ||
| Item 10. | Directors, Executive Officers and Corporate Governance | 72 |
| Item 11. | Executive Compensation | 72 |
| Item 12. | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters | 72 |
| Item 13. | Certain Relationships and Related Transactions, and Director Independence | 72 |
| Item 14. | Principal Accountant Fees and Services | 72 |
| PART IV | ||
| Item 15. | Exhibits and Financial Statement Schedules | 72 |
Forward-Looking Statements
This annual report contains forward-looking statements that are subject to risks and uncertainties. Forward-looking statements give our current expectations and projections relating to our financial condition, results of operations, plans, objectives, future performance and business. You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. These statements may include words such as “anticipate,” “estimate,” “expect,” “forecast,” “project,” “plan,” “intend,” “believe,” “confident,” “may,” “should,” “can have,” “likely,” “future,” “optimistic” and other words and terms of similar meaning in connection with any discussion of the timing or nature of future operating or financial performance or other events.
The forward-looking statements contained in this annual report are based on assumptions that we have made in light of our industry experience and on our perceptions of historical trends, current conditions, expected future developments and other factors we believe are appropriate under the circumstances. As you read and consider this report, you should understand that these statements are not guarantees of performance or results. They involve risks, uncertainties (some of which are beyond our control) and assumptions. Although we believe that these forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect our actual financial results and cause them to differ materially from those anticipated in the forward-looking statements. The forward-looking statements contained in this annual report include estimates regarding:
| ● | our business, financial and operating results, and future economic performance; |
| ● | proposed new product and service offerings; and |
| ● | management's goals, expectations and objectives and other similar expressions concerning matters that are not historical facts. |
Factors that could affect our actual financial results and cause them to differ materially from those anticipated in the forward-looking statements include:
| ● | fluctuations in cost, availability, and quality of raw materials, key components and labor required to manufacture our products; |
| ● | our dependence on a small number of contract manufacturers and component suppliers, including single-source suppliers; |
| ● | our ability to protect our intellectual property rights or successfully defend against third party infringement claims; |
| ● | increase in product and other liability claims, warranty costs, recalls, or other claims; |
| ● | significant legal proceedings, claims, fines, penalties, tax assessments, lawsuits or government investigations; |
| ● | our ability to consummate our share repurchase programs; |
| ● | our failure or inability to adapt to, or comply with, current or future changes in applicable laws and regulations; |
| ● | scrutiny regarding our ESG practices; |
| ● | our ability to develop and enhance products and gain customer acceptance for our products; |
| ● | frequency and duration of power outages impacting demand for our products; |
| ● | changes in durable goods spending by consumers and businesses or other macroeconomic conditions, impacting demand for our products; |
| ● | our ability to accurately forecast demand for our products and effectively manage inventory levels relative to such forecast; |
| ● | our ability to remain competitive; |
| ● | our dependence on our dealer and distribution network; |
| ● | market reaction to changes in selling prices or mix of products; |
| ● | loss of our key management and employees; |
| ● | disruptions from labor disputes or organized labor activities; |
| ● | our ability to attract and retain employees; |
| ● | disruptions in our manufacturing operations; |
| ● | changes in U.S. trade policy; |
| ● | the possibility that the expected synergies, efficiencies and cost savings of our acquisitions, divestitures, restructurings, or realignments will not be realized, or will not be realized within the expected time period; |
| ● | risks related to sourcing components in foreign countries; |
| ● | compliance with environmental, health and safety laws and regulations; |
| ● | government regulation of our products; |
| ● | failures or security breaches of our networks, information technology systems, or connected products; |
| ● | our ability to make payments on our indebtedness; |
| ● | terms of our credit facilities that may restrict our operations; |
| ● | our potential need for additional capital to finance our growth or refinancing our existing credit facilities; |
| ● | risks of impairment of the value of our goodwill and other indefinite-lived assets; |
| ● | volatility of our stock price; and |
| ● | potential tax liabilities. |
Should one or more of these risks or uncertainties materialize, or should any of these assumptions prove incorrect, our actual results may vary in material respects from those projected in any forward-looking statements. A detailed discussion of these and other factors that may affect future results is contained in Item 1A of this Annual Report on Form 10-K. Stockholders, potential investors and other readers should consider these factors carefully in evaluating the forward-looking statements.
Any forward-looking statement made by us in this report speaks only as of the date on which it is made. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.