Knowles Corp
For the period ended Jun 30, 2024. Filed Jul 31, 2024.
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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.
Jun 30, 2024 · Filed Jul 31, 2024
Extracted filing text, with the paragraph anchors used by the comparison.
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Forward-Looking Statements
This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 relating to our operations, results of operations, our continued business operations, and other matters that are based on our current expectations, estimates, assumptions, and projections. Words such as “believe,” “expect,” “anticipate,” “project,” “estimate,” “budget,” “continue,” “could,” “intend,” “may,” “plan,” “potential,” “predict,” “seek,” “should,” “will,” “would,” “objective,” “forecast,” “goal,” “guidance,” “outlook,” “effort,” “target,” and similar expressions, among others, generally identify forward-looking statements, which speak only as of the date the statements were made. The statements in this Quarterly Report on Form 10-Q, including those statements related to our expectations regarding the acquisition of Cornell Dubilier and the evaluation of strategic alternatives for the CMM business, are based on currently available information and the current expectations, forecasts, and assumptions of our management concerning risks and uncertainties that could cause actual outcomes or results to differ materially from those outcomes or results that are projected, anticipated, or implied in these statements. Other risks and uncertainties include, but are not limited to:
| o | incurrence of additional impairment charges and a significant charge to earnings due to future events or factors, such as the impairment charge incurred in connection with our strategic alternatives review of the CMM segment (which could result in either a sale or a restructuring of our CMM segment), or changes to the underlying assumptions used to calculate fair value; |
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| o | a significant reduction in MEMS microphone sales due to any weakening in demand, loss of market share, or other factors adversely affecting our levels and the timing of our sale of MEMS microphones; |
| o | our ongoing ability to execute our strategy to diversify our end markets and customers; |
| o | our ability to stem or overcome price erosion in our segments; |
| o | difficulties or delays in and/or the Company's inability to realize expected synergies from its acquisitions; |
| o | fluctuations in our stock's market price; |
| o | fluctuations in operating results and cash flows; |
| o | our ability to prevent or identify quality issues in our products or to promptly remedy any such issues that are identified; |
| o | the timing of OEM product launches; |
| o | risks associated with increasing our inventories in advance of anticipated orders by customers; |
| o | global economic instability, including due to inflation, rising interest rates, negative impacts caused by pandemics and public health crises, or the impacts of geopolitical uncertainties; |
| o | the impact of changes to laws and regulations that affect the Company’s ability to offer products or services to customers in different regions; |
| o | our ability to achieve reductions in our operating expenses; |
| o | the ability to qualify our products and facilities with customers; |
| o | our ability to obtain, enforce, defend, or monetize our intellectual property rights; |
| o | disruption caused by a cybersecurity incident, including a cyber attack, cyber breach, theft, or other unauthorized access; |
| o | increases in the costs of critical raw materials and components; |
| o | availability of raw materials and components; |
| o | managing new product ramps and introductions for our customers; |
| o | our dependence on a limited number of large customers; |
| o | our ability to maintain and expand our existing relationships with leading OEMs in order to maintain and increase our revenue; |
| o | increasing competition and new entrants in the market for our products; |
| o | our ability to develop new or enhanced products or technologies in a timely manner that achieve market acceptance; |
| o | our reliance on third parties to manufacture, assemble, and test our products and sub-components; |
| o | escalating international trade tensions, new or increased tariffs, and trade wars among countries; |
| o | financial risks, including risks relating to currency fluctuations, credit risks, and fluctuations in the market value of the Company; |
| o | a sustained decline in our stock price and market capitalization may result in the impairment of certain intangible or long-lived assets; |
| o | market risk associated with fluctuations in commodity prices, particularly for various precious metals used in our manufacturing operation, |
| o | changes in tax laws, changes in tax rates, and exposure to additional tax liabilities. |
A more complete description of these risks, uncertainties, and other factors can be found under the heading “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2023. We do not undertake to update or revise our forward-looking statements as a result of new information, future events, or otherwise, except as required by law.
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