What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2023-02-23 compared with 2022-02-24 · 57 added, 67 removed, 429 unchanged (22% of the section changed)

3 unchanged sentences

The Company’s products include tractor mounted and self-propelled mowers, zero-turn mowers, agricultural implements, tree and branch chippers, forestry/wood recycling equipment, street and parking lot sweepers, leaf and debris collection equipment, pothole patchers, vacuum trucks, hydro-excavation equipment, telescopic boom excavators, and snow removal equipment .

The Company emphasizes high quality, cost-effective products for its customers and strives to develop and market innovative products while constantly monitoring and seeking to contain its manufacturing and overhead costs.

The Company emphasizes high quality, cost-effective products for its customers and strives to develop and market innovative products while constantly monitoring and controlling its manufacturing and overhead costs.

The Company has a long-standing strategy of supplementing its internal growth through acquisitions of businesses or product lines that currently complement, command, or have the potential to achieve a meaningful share of their niche markets.

The Company has approximately 4,200 employees and operates a total of 29 plants in North America, South America, Europe, and Australia.

The Company sells its products primarily through a network of independent dealers and distributors to governmental end-users, related independent contractors, as well as to the agricultural and commercial turf markets.

The Company has approximately 4,200 employees and manages a total of 28 plants with business operations in North America, South America, Europe, and Australia.

The Company sells its products primarily through a network of independent dealers and distributors to governmental end-users and related independent contractors, as well as to other commercial customers.

The primary markets for our products are North America, South America, Europe and Australia.

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Through acquisitions, the Company added flail cutting technology in 1983 and sickle-bar cutting technology in 1984.

The Company added to its presence in the industrial and governmental vegetation markets with the acquisition of Tiger Corporation (“Tiger”) in late 1994.

The Company entered the agricultural mowing markets in 1986 with the acquisition of Rhino Products Inc.

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McConnel and Bomford sell their products to dealers and distributors through their respective sales forces.

The Company added to its presence in the industrial and governmental vegetation markets with the acquisition of Tiger Corporation (“Tiger”) in 1994.

Tiger manufactures a wide variety of durable rotary and flail boom mowers, side mowers and rear mowing equipment, along with truck mounted boom mowers and a full line of specialty mowing equipment and attachments.

In 1994, the Company acquired Signalisation Moderne Autoroutiere S.A .

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This acquisition, along with the acquisitions of Forges Gorce (" Forges Gorce "), a flail blade manufacturer in France, in 1996 and Rousseau Holdings S.A.

(“ Rousseau ”), a leading French manufacturer of hedge and verge mowers, in 2004, when combined with McConnel and Bomford, has made the Company one of the largest manufacturers in the European market for the kind of vegetation management equipment sold by the Company.

(“ Rousseau ”), a leading French manufacturer of hedge and verge mowers, in 2004, when combined

with McConnel and Bomford, has made the Company one of the largest manufacturers in the European market for the kind of vegetation management equipment sold by the Company.

In 1995, the Company expanded its business in the agricultural market with the acquisition of Herschel Corporation (“Herschel”) , a manufacturer and distributor of aftermarket farm equipment replacement and wear parts.

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In 2004, the Company purchased the pothole patcher product line from Wildcat Manufacturing, Inc.

The product line was merged into the Schwarze operation and is complementary to its current product offerings.

This product line was merged into the Schwarze operation and is complementary to its current product offerings.

In 2000, the Company purchased the product line and associated assets of Twose of Tiverton Ltd.

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Subsequent to the purchase, the operations of Valu-Bilt in Des Moines, Iowa, were consolidated into the Company’s Herschel facility in Indianola, Iowa.

In 2005, the Company, through its European subsidiary Alamo Group (EUR) Ltd., acquired 100% of the issued and outstanding stock of Spearhead Machinery Limited (“Spearhead”) and subsequently merged its manufacturing operations into Bomford ’ s facility.

In 2005, the Company acquired 100% of the issued and outstanding stock of Spearhead Machinery Limited (“Spearhead”) and subsequently merged its manufacturing operations into Bomford ’ s facility.

Spearhead manufactures a range of tractor-mounted vegetation maintenance equipment, including reach mowers, flail mowers and rotary cutters.

This acquisition extended our product lines and market coverage in Europe.

In 2006, the Company purchased substantially all of the assets of the Gradall excavator business (“Gradall”) of JLG Industries, Inc., including their manufacturing plant in New Philadelphia, Ohio.

In 2006, the Company purchased substantially all of the assets of the Gradall excavator business (“Gradall”) from JLG Industries, Inc., including their manufacturing plant in New Philadelphia, Ohio.

Gradall is a leading manufacturer of both wheeled and crawler telescopic excavators in North America.

This acquisition enhanced our Industrial Equipment Division product offering sold to governmental buyers and related contractors for maintenance along right-of-ways.

This acquisition enhanced our Industrial Equipment Division product offering sold to governmental and commercial buyers for digging/grading along roadways, maintenance along right-of-ways, and other applications.

In 2006, the Company purchased the vacuum truck and sweeper lines of Clean Earth Environmental Group, LLC and Clean Earth Kentucky, LLC (collectively referred to as “VacAll” ) .

This included the product lines, inventory and certain other assets that relate to this business.

The production of the vacuum truck and sweeper lines were moved to the Gradall facility in New Philadelphia, Ohio.

In 2006, the Company acquired 100% of the ownership interests in Nite-Hawk Sweepers LLC (“Nite-Hawk”) , a manufacturer of truck mounted sweeping equipment primarily for the contract sweeping market, which expanded our presence in that market and complements our Schwarze sweeper line.

The production of the vacuum truck and sweeper lines was moved to the Gradall facility in New Philadelphia, Ohio.

In 2007, the Company purchased Henke Manufacturing Corporation (“Henke”) , a manufacturer of specialty snow removal attachments.

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The primary end-users are governmental agencies, related contractors and other industrial users.

In 2022, the Henke manufacturing operations were consolidated into our Wausau snow equipment facility in New Berlin, Wisconsin.

In 2008, the Company acquired Rivard Developpement S.A.S.

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In 2009, the Company acquired substantially all the assets of Bush Hog, LLC (“Bush Hog”) , a leading manufacturer of rotary cutters, finishing mowers, zero turn radius mowers, front-end loaders, backhoes, landscape equipment and a variety of other implements.

This acquisition, combined with the Company’s existing range of rotary mowers, created one of the largest manufacturers of rotary mowers in the world.

This acquisition, combined with the Company’s existing range of rotary mowers, established the Company as one of the largest manufacturers of rotary mowers in the world.

In 2011, the Company acquired substantially all of the assets and assumed certain specified liabilities of Tenco Group, Inc.

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Herder is a manufacturer of flail mowers which are sold direct and through dealers to a wide variety of agricultural markets as well as the roadside maintenance market.

This acquisition allowed the Company to establish a presence in Brazil, one of the largest agricultural markets in the world.

This acquisition established a presence for the Company in Brazil, one of the largest agricultural markets in the world.

The Herder manufacturing operations have been consolidated into our Santa Izabel facility.

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( "Santa Izabel" ).

Santa Izabel designs, manufactures and markets a variety of agricultural implements and sugar cane trailers sold throughout Brazil.

Santa Izabel designs, manufactures and markets a variety of agricultural implements, sugar cane trailers and other vegetation management products sold throughout Brazil.

This acquisition, along with our existing Herder operation in Brazil, augmented our product portfolio and improved our manufacturing capabilities in one of the world's largest agricultural markets.

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(" RPM "), a manufacturer of heavy duty snow removal equipment and associated parts.

RPM primarily sells to governmental agencies, related contractors, airports and other industrial users.

RPM primarily sells to governmental agencies, related contractors, airports and

other industrial users.

This acquisition complemented our existing range of snow removal products with RPM's range of heavy duty snow removal equipment, including their line of mechanical snow blowers.

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This acquisition provided a new channel and increased the Company's exposure in the outdoor power equipment market.

Dixie Chopper was relocated into the Company's RhinoAg facility in Gibson City, Illinois.

Dixie Chopper was consolidated into our Rhino business operations.

In 2019, the Company acquired 100% of the outstanding capital shares of Morbark, LLC (" Morbark" ) which included its subsidiaries Rayco Manufacturing LLC (" Rayco ") and Denis Cimaf Inc.

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and the European Union.

This acquisition complements the Company's existing range of tree care products and strengthens the Company's presence in the U.K.

This acquisition complemented the Company's existing range of tree care products and strengthened the Company's presence in the U.K.

and European forestry and tree care markets.

Impact of COVID-19

In March 2020, the World Health Organization declared the novel coronavirus ("COVID-19" or "the pandemic") outbreak a global pandemic.

COVID-19 has had a material negative impact on public health and the global economy.

While direct impacts from the transmission of the disease have caused significant disruptions to our business, these impacts appear to be moderating at the present time.

However, the indirect effects of the pandemic, including, among other things, supply chain disruptions, input cost inflation, labor shortages and logistics challenges, all of which materially impacted our business and financial results in 2021, continue to adversely impact our business and we expect these will continue to impact us at least through the first half of 2022.

The longer term impacts of COVID-19 on our business remain uncertain and will depend on certain future developments, including the duration of the pandemic;

any adverse impact due to variants of the virus;

its impact on market demand for our products;

its impact on our employees, customers, and suppliers;

the range of government mandated restrictions and other measures;

and the success of the deployment of approved COVID-19 vaccines and therapeutic drugs and their effectiveness and rate of adoption.

Additional information regarding the impact of COVID-19 on our business can be found under Part II, Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" of this Annual Report on Form 10-K, and risks related to COVID-19 can be found under Part I, Item 1A, "Risk Factors," of this Annual Report on Form 10-K.

Sales and Marketing Strategy

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Bush Hog and Rhino equipment consists principally of a comprehensive line of tractor-powered equipment, including rotary mowers, finishing mowers, flail mowers, disc mowers, front-end loaders, backhoes, rotary tillers, posthole diggers, scraper blades and replacement parts.

The equipment also includes a range of self-propelled zero turn radius mowers.

Dixie Chopper produces a wide range of commercial and high end residential zero turn ("ZT") mowers.

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McConnel equipment principally includes a broad line of hydraulic, boom-mounted hedge and grass cutters, remote control mowers as well as other tractor attachments and implements such as cultivators, subsoilers and other implements and related replacement parts.

McConnel equipment is sold primarily in the U.K., Ireland and France and in other parts of Europe and, to a lesser extent, throughout the world, through independent dealers and distributors.

McConnel equipment is sold primarily in the U.K., Ireland, France and in other parts of Europe through independent dealers and distributors.

McConnel also sells a range of self-propelled sprayers and a variety of multi-drive load-carrying vehicles.

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Bomford equipment includes hydraulic boom-mounted hedge and hedgerow cutters, industrial grass mowers, agricultural seedbed preparation cultivators and related replacement parts.

Bomford equipment is sold to governmental agencies, contractors and agricultural end-users in the U.K., Ireland and France and, to a lesser extent, other countries in Europe, North America, Australia and Asia.

Bomford equipment is sold to governmental agencies, contractors and agricultural end-users in the U.K., Ireland, France and other parts of Europe, North America, Australia and Asia.

Bomford’s sales network is similar to that of McConnel in the U.K.

Spearhead manufactures a range of tractor-mounted vegetation maintenance equipment, including reach mowers, flail mowers and rotary cutters.

These products are manufactured in the Company's Salford Priors facility.

These products are manufactured in the Company's Bomford facility.

Fieldquip broadens the Company's presence in Australia.

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Fieldquip sells to customers ranging from large agricultural and commercial operators to small farm hobbyist and residential users, as well as agricultural dealers who serve owners and operators in the turf, golf, park and airport industries and growers with orchards, vineyards and plantations in Australia and the South Pacific.

Rousseau sells hydraulic and mechanical boom mowers, primarily in France, through its own sales force and dealer distribution network mainly to agricultural and governmental markets.

Rousseau sells hydraulic and mechanical boom mowers, primarily in France, through its own sales force and its dealer distribution network mainly to agricultural and governmental markets.

These products have also been introduced into other markets outside of France.

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Timberwolf sells its products primarily to commercial customers through a comprehensive network of dealers.

Alamo Industrial equipment is principally sold through independent dealers to governmental end-users, related independent contractors and, to a lesser extent, utility and other dealers serving infrastructure maintenance operators and other applications in the U.S.

Alamo Industrial equipment is principally sold through independent dealers to governmental end-users, related independent contractors and utility and other dealers serving infrastructure maintenance operators and other applications in the U.S.

and other countries.

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Industrial Equipment Division

Gradall produces a range of excavators based on high-pressure hydraulic telescoping booms which are primarily sold through dealers primarily to governmental agencies and related contractors, and to a lesser extent the mining industry, steel mills and other specialty applications in the U.S.

Gradall produces a range of excavators based on high-pressure hydraulic telescoping booms which are sold through dealers primarily to governmental agencies and, to a lesser extent, the mining industry, steel mills and other specialty applications in the U.S.

and other countries.

Many of these products are designed for excavation, grading, shaping and similar tasks involved in land clearing, road building or maintenance.

Many of these products are designed for excavation, grading, shaping and similar tasks involved in land clearing, road building, grading or maintenance.

These products are available mounted on various types of undercarriages:

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A portion of Schwarze’s sales includes truck chassis which are not manufactured by Schwarze .

ODB manufactures and sells leaf collection equipment and replacement brooms for street sweepers, both of which are sold to municipalities, contractors and commercial landscape markets in North America.

ODB manufactures and sells leaf and debris collection equipment and replacement brooms for street sweepers, both of which are sold to municipalities, contractors and commercial landscape markets in North America.

Nite-Hawk manufactures parking lot sweepers with unique and innovative hydraulic designs.

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Unfilled Orders

As of December 31, 2021, the Company had unfilled customer orders of $800.8 million compared to $354.1 million at December 31, 2020.

As of December 31, 2022, the Company had unfilled customer orders of $1.0 billion compared to $800.8 million at December 31, 2021.

Management expects that substantially all of the Company’s unfilled orders as of December 31, 2022 will be shipped during fiscal year 2023.

The amount of unfilled orders at a particular time is affected by a number of factors, including manufacturing and shipping schedules which, in most instances, are dependent on the Company’s seasonal sales programs and the requirements of its customers.

It is possible that unanticipated effects of the COVID-19 pandemic, including supply chain disruptions or customer issues, could continue to cause delays in delivery or an inability to complete unfilled customer orders.

It is possible that the lingering effects of the COVID-19 pandemic, including supply chain disruptions, labor constraints and other new and/or unanticipated effects, could cause delays in delivery or an inability to complete unfilled customer orders.

The Company’s orders are subject to cancellation at any time before shipment;

therefore, a comparison of unfilled orders from period to period

is not necessarily meaningful and may not be indicative of future actual shipments.

therefore, a comparison of unfilled orders from period to period is not necessarily meaningful and may not be indicative of future actual shipments.

No single customer or group of customers is responsible for 10% or more of the aggregate revenue of the Company or of a segment of the Company.

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The principal raw materials used by the Company include steel, other metal components, hydraulic hoses, paint and tires.

During 2021, the raw materials needed by the Company were available from a variety of sources in adequate quantities and at prevailing market prices.

During 2022, the raw materials needed by the Company were available from a variety of sources in adequate quantities and at prevailing market prices, but in 2022 we experienced significant price inflation for many of the raw materials we purchase.

We expect pricing to remain elevated in 2023 but anticipate a slowing of the rate of inflation.

While the Company manufactures many of the parts for its products, a significant percentage of parts, including most drivelines, gearboxes, industrial engines, and hydraulic components, are purchased from outside suppliers which manufacture to the Company’s specifications.

In addition, the Company, through its subsidiaries, purchases tractors and truck chassis as a number of the Company’s products are mounted and shipped with a tractor or truck chassis.

Tractors and truck chassis are generally available, but some delays in receiving tractors or truck chassis can occur throughout the year.

Tractors and truck chassis are generally available, but during 2022 we experienced significant delays in receiving truck chassis which caused us to delay shipments of some of our products and created operational inefficiencies in some of our facilities, particularly within our Industrial Equipment Division.

The Company sources its purchased goods from international and domestic suppliers.

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states and foreign jurisdictions in which we sell our products have emission requirements setting maximum emission standards for certain equipment.

In addition to the the EPA's implementation of Tier 4 emission requirements applicable to diesel engines, China, the European Union ("EU") and and the United Kingdom also have adopted similar regulations, and similar emission regulations are also being considered in other markets in which we sell our products.

In addition to the the EPA's implementation of Tier 4 emission requirements applicable to diesel engines, China, the European Union ("EU") and the United Kingdom also have adopted similar regulations, and similar emission regulations are also being considered in other markets in which we sell our products.

CARB continues to propose and discuss implementation of zero emissions equipment regulations that will likely create increasingly stringent requirements on exhaust and other emissions from some of the products we manufacture.

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(iii) energy efficiency laws, rules, or regulations, which are intended to reduce the use and inefficiencies associated with energy and natural resource consumption and require specified efficiency ratings and capabilities for certain products;

(iv) conflict minerals laws, such as those contained in the Dodd-Frank Wall Street Reform and Consumer Protection Act and the rules

promulgated by the U.S.

(iv) conflict minerals laws, such as those contained in the Dodd-Frank Wall Street Reform and Consumer Protection Act and the rules promulgated by the U.S.

Securities and Exchange Commission ("SEC"), which require specific procedures for the determination and disclosure of the use of certain minerals, known as "conflict minerals," which are mined from the Democratic Republic of the Congo and adjoining countries;

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The Company is also subject to various other federal, state, and local laws affecting its business, as well as a variety of regulations relating to such matters as working conditions, equal employment opportunities, and product safety, including National Highway Traffic Safety Administration reporting.

In addition, a variety of laws regulate the Company’s contractual relationships with its dealers, some of which impose restrictive standards on the relationship between the Company and its dealers, including events of default, grounds for termination, non-renewal of dealer contracts, and equipment repurchase requirements.

In addition, a variety of laws regulate the Company’s contractual relationships with its dealers, some of which impose restrictive standards on the relationship

between the Company and its dealers, including events of default, grounds for termination, non-renewal of dealer contracts, and equipment repurchase requirements.

We believe we have maintained compliance with existing laws, rules and regulations applicable to our business and will continue to do so.

While we believe there will be some additional costs to our business as a result of the increasing level of regulation applicable to our business activities, we do not believe that the costs associated with our compliance efforts will have a material impact on our financial results.

W believe there will be some additional costs to our business as a result of the increasing level of regulation applicable to our business activities, and there can be no assurance that the Company will not incur material costs or other liabilities as a result thereof.

Human Capital Resources and Management

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Our Vice-President of Corporate Human Resources is responsible for developing and executing our human resources strategy together with our President and Chief Executive Officer and the other members of the Company's management team.

Our Chief Executive Officer and Vice-President of Human Resources regularly update our Board of Directors regarding the status of our human resources activities.

Our Chief Executive Officer and Vice-President of Human Resources regularly update our Board of Directors regarding the status of our human resources initiatives.

Among the key elements of our human resources strategy are the following:

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Every location offers frequent safety training programs to all employees and leverages safety committees who conduct safety audits to identify and remove potential issues.

We ensure that safety performance is tracked, aggregated, and reviewed on an ongoing basis.

We ensure that safety performance is tracked, aggregated, and reviewed timely and reported to management for appropriate action.

Our corporate technical affairs and safety team collects data on recordable injury rates, severe injury rates, and near misses from each Alamo Group operating company, and conducts root cause analysis with corrective action plans to prevent future occurrences.

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This led to the adoption of various measures including COVID-19 case tracking and quarantining where and when necessary, mandating face coverings when required by local rules and regulations (except where hazardous), regular sanitization, reconfiguration of workstations to allow for appropriate distancing, expanding the use of internal video meetings and installation of related technology, minimizing travel, and implementing remote work assignments, amongst other actions.

These measures continue to be in place where and when necessary.

Employee Engagement and Talent Development :

We focus on attracting, developing, and retaining a team of highly talented and motivated employees.

Our key talent philosophy is to develop talent from within, so they are “ready now” when career opportunities arise, and when we recruit externally to select candidates with future stretch potential.

Our key talent philosophy is to develop internal candidates from within our Company, so they are “ready now” when career opportunities arise, and when we recruit externally to select candidates with future stretch potential.

We provide all employees a wide range of professional development experiences, both formal and informal, at all stages in their careers.

Our formal offerings include tuition reimbursement, a diverse curriculum of learning programs, leadership development experiences, vocational and trade skills training, and external partnerships across the globe.

The Company's focus on supervisor and manager development and a culture of promoting a diverse, inclusive, and respectful workplace supports our ability to attract, engage, retain, and motivate industry-leading talent to meet our customer’s needs and sustain the Company’s growth.

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In January of 2022, we implemented The Alamo Group Learning & Development Academy, a new talent development program which focuses on building and strengthening the leadership capabilities of our management teams and also offers technical skills training for our production floor employees.

Many programs are available on-demand to

manufacturing supervisors, which offers development opportunities to those with direct oversight of the people building our products.

Many programs are available on-demand to manufacturing supervisors, which offers development opportunities to those with direct oversight of the people building our products.

Training is easily accessible both to employees who work on-site as well as those who work in remote and hybrid environments.

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Accordingly, we are committed to encouraging and fostering an inclusive culture where diversity and individual differences are accepted, respected, and valued so that employees feel empowered to contribute fully to the Company's ongoing success.

To promote diversity and inclusion in the workplace, we dedicate people and resources to promote an inclusive environment through policies and training.

We also promote our career opportunities to a wide network of organizations and job boards that can help us source diverse candidate pools.

To support diversity and inclusion in the workplace, we dedicate people and resources to promote an inclusive environment through policies and training.

We also market our career opportunities to a wide network of organizations and job boards that can help us source diverse candidate pools.

We actively volunteer and engage in local community projects and contribute donations to charitable organizations.

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We also devote significant resources to management and employee training and development, including tuition assistance for career-enhancing academic and professional programs.

In addition to salaries, our compensation programs, which vary by country and region, can include annual bonuses, profit sharing, stock-based compensation awards, company-sponsored retirement savings plans with employee matching opportunities (or similar local retirement benefits), healthcare and insurance benefits, dependent care and flexible savings accounts, paid time off such as vacation and holidays, sick pay, disability pay and family leave, flexible work schedules, wellness and employee assistance programs for mental health, self-improvement, legal and financial services, service anniversary awards, tuition assistance and dependent college scholarships, and discounts on products and services.

In addition to salaries, our compensation programs, which vary by country and region, can include annual bonus and incentive plans, profit sharing, stock-based compensation awards, company-sponsored retirement savings plans with employee matching opportunities (or similar local retirement benefits), healthcare and insurance benefits, dependent care and flexible savings accounts, paid time off such as vacation and holidays, sick pay, disability pay and family leave, flexible work schedules, wellness and employee assistance programs for mental health, self-improvement, legal and financial services, service anniversary awards, tuition assistance and dependent college scholarships, and discounts on products and services.

Labor Agreements:

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The Company also makes available through its website, via a link to the SEC’s website, statements of beneficial ownership of the Company’s equity securities filed by its directors, officers, 10% or greater shareholders, and others required to file under Section 16 of the Exchange Act.

The Company also makes available free of charge on its website its most recent annual report on Form 10-K, its quarterly reports on Form 10-Q for the current fiscal year, its most recent proxy statement and its most recent annual report to stockholders, although in some cases these documents are not available on our site as soon as

they are available on the SEC’s site.

You will need to have on your computer the Adobe Acrobat Reader ® software to view the documents, which are in PDF format.

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You can obtain a written copy of these documents, excluding exhibits, at no cost, by sending your request to the Corporate Secretary, Alamo Group Inc., 1627 E.

Walnut Street, Seguin, Texas 78155, which is the principal corporate office of the Company.

Walnut Street, Seguin, Texas 78155, which is the principal

corporate office of the Company.

The telephone number is 830-379-1480.

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• market acceptance of new and existing products;

• our ability to maintain good relations with our employees;

• our ability to hire suitable employees for our business and maintain good relations with employees;

• our ability to develop and manufacture new and existing products profitably;

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• legal actions and litigation;

• adverse impacts on our supply chain and other parts of our business resulting from the sudden unrestrained outbreak of human disease including those caused by the coronavirus;

• impairment in the carrying value of goodwill;

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In addition, we are subject to risks and uncertainties facing the industry in general, including the following:

• negative impacts on our business and financial results attributable to the ongoing COVID-19 pandemic which may include a softening of customer demand, operational and supply chain disruptions, input cost inflation, labor shortages, or other negative unanticipated effects;

• changes in business and political conditions and the economy in general in both domestic and international markets;

• an increase in unfunded pension plan liability due to financial market deterioration;

• price and availability of energy and critical raw materials, particularly steel and steel products;

• negative impacts on our business and financial results including from operational and supply chain disruptions, input cost inflation, labor shortages, and other negative effects resulting from the COVID-19 pandemic or other causes;

• the price and availability of energy and critical raw materials, particularly steel and steel products;

• increased competition;

• repercussions resulting from the U.K.'s exit from the European Union;

• increases in input costs on items we use in the manufacturing of our products;

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• increased costs of complying with governmental regulations which affect corporations including related fines and penalties (such as the European General Data Protection Regulation (GDPR) and the California Consumer Privacy Act);

• an increase in unfunded pension plan liability due to financial market deterioration;

• the potential effects on the buying habits of our customers due to animal disease outbreaks and other epidemics;

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• changes in market demand;

• climate related incidents and other sustainability risks, global pandemics, acts of war or aggression (including the war between Russia and Ukraine) and terrorist activities or military actions;

• cyber security risks including the potential loss of proprietary data or data security breaches and related fines, penalties and other liabilities;

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business