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fluctuations in interest rates;
−Removed: higher fuel, energy and other commodity costs;
+Added: decreased consumer confidence, higher fuel, energy and other commodity costs;
weakness in the housing market;
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Any such program changes or reductions in funding for the SNAP program overall could alter consumer shopping habits resulting in decreased sales at our clubs and thereby materially and adversely affect our business, financial condition and results of operations.
−Removed: Natural disasters, extreme weather conditions and catastrophic events beyond our control could negatively affect our business, financial condition and results of operations.
+Added: Natural disasters, extreme weather or unusual conditions and catastrophic events beyond our control could negatively affect our business, financial condition and results of operations.
Our business could be severely impacted by natural disasters and extreme weather conditions, such as hurricanes, earthquakes, floods, wildfires or other incidents beyond our control, such as global or regional pandemics, epidemics or outbreaks of infectious diseases, terrorism, war/conflict, geopolitical tensions or events, riots, acts of violence and other crimes (including looting or vandalism), particularly in locations where our centralized operating systems and administrative personnel are located.
−Removed: For example, our operations are concentrated primarily on the eastern half of the United States, and any adverse weather event or natural disaster, such as a hurricane or heavy snowstorm, could have a material adverse effect on a substantial portion of our operations.
+Added: For example, our operations are concentrated primarily on the eastern half of the United States, and any adverse weather event or natural disaster, such as a hurricane or heavy snowstorm, or severe or unseasonable regional weather such as unusually heavy precipitation, could have a material adverse effect on a substantial portion of our operations.
Such natural disasters or catastrophic events beyond our control could result in, among other things:
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For example, we are subject to Payment Card Industry Data Security Standards, which contain stringent compliance guidelines and standards with regard to our security surrounding the physical and electronic storage, processing and transmission of individual cardholder data.
−Removed: We are also subject to a consent decree entered by the FTC in 2005 in connection with a complaint alleging that we had failed to adequately safeguard members’ personal data.
−Removed: Under the consent decree, we are required to maintain a comprehensive information security program that is reasonably designed to protect the security, confidentiality, availability and integrity of personal information collected from or about our members.
−Removed: In addition, if our third-party processor systems are breached or compromised, we may be subject to substantial fines, remediation costs, litigation and higher transaction fees and lose our ability to accept credit or debit card payments from our members, and our reputation, business and operating results could also be materially adversely affected.
+Added: We were subject to a consent decree entered by the FTC in 2005 in connection with a complaint alleging that we had failed to adequately safeguard members’ personal data.
+Added: That consent decree expired by its terms on September 20, 2025.
+Added: Under the consent decree, we were required to maintain a comprehensive information security program that was reasonably designed to protect the security, confidentiality, availability and integrity of personal information collected from or about our members.
+Added: In addition, if our third-party processor systems were breached or compromised, we may have been subject to substantial fines, remediation costs, litigation and higher transaction fees and lost our ability to accept credit or debit card payments from our members, and our reputation, business and operating results could have been materially adversely affected.
Our security measures have been breached in the past and may be undermined in the future due to the actions of outside parties, including nation-state sponsored actors, team member error, internal or external malfeasance, or otherwise, and, as a result, an unauthorized party may obtain access to our data systems and misappropriate, alter, or destroy business and personal information, including payment card information.
−Removed: Such information may also be placed at risk, and has been compromised in the past, through our use of outside vendors, which may have data security systems that differ from those that we maintain or which are more vulnerable to breach.
+Added: Such information may also be placed at risk, and has been compromised in the past, through our use of outside vendors, which may have data security systems that differ from those that we maintain or that are more vulnerable to breach.
Any such incident could result in significant legal and financial exposure, damage to our reputation and harm to our relationship with our members, any of which could have an adverse effect on our business.
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These conditions could result in the Company receiving lower payments under the co-branded credit card program.
−Removed: Additionally, new
−Removed: laws or regulations on credit card operations may impose certain requirements and limitations on credit card providers.
+Added: Additionally, new laws or regulations on credit card operations may impose certain requirements and limitations on credit card providers.
Compliance with these regulations may negatively impact the operation of our co-branded credit card program, resulting in lower revenue streams derived from our co-branded credit card program.
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Given the very high volume of transactions we process each year, it is important that we maintain uninterrupted operation of our business-critical computer systems and infrastructure.
−Removed: Our systems, including our back-up systems, are subject to damage or interruption from power outages, computer and telecommunications failures, computer viruses, internal or external security incidents, including tampering with hardware and breaches of our transaction processing or other systems that could result in the compromise of confidential customer or team member data, ransomware or other malware attacks, social engineering, catastrophic events such as fires, earthquakes, tornadoes and hurricanes and errors by our team members.
−Removed: Phishing attacks have emerged as particularly pervasive, including as a means for ransomware attacks, which have increased in both frequency and breadth.
+Added: Our systems, including our back-up systems, are subject to damage or interruption from power outages, computer and telecommunications failures, computer viruses, internal or external security incidents, including tampering with hardware and breaches of our transaction processing or other systems that could result in the compromise of confidential customer or team member data, ransomware or other malware attacks, social engineering, catastrophic events such as fires, earthquakes, tornadoes and hurricanes, floods and errors by our team members.
+Added: Phishing attacks have emerged as particularly pervasive, including as a means for ransomware attacks, which have increased in both frequency and breadth, and attacks leveraging artificial intelligence are becoming more common.
If our systems or infrastructure are damaged or cease to function properly, we may have to make significant investments to fix or replace them, and we may suffer serious interruptions in our operations, which might not be short-lived, in the interim.
Any material interruption to these systems or infrastructure could have a material adverse effect on our business and results of operations.
−Removed: Additionally, we rely on third party technology and vendors and other service providers for certain of our critical business functions, and any system failures of these third party providers, whether caused by security breaches, fraud or otherwise, and our our inability to find suitable alternatives in a timely and efficient manner and on acceptable terms, or at all, could disrupt our operations and subject us to losses or costs to remediate any of these deficiencies.
+Added: Additionally, we rely on third party technology and vendors and other service providers for certain of our critical business functions, and any system failures of these third party providers, whether caused by security breaches, fraud or otherwise, and our inability to find suitable alternatives in a timely and efficient manner and on acceptable terms, or at all, could disrupt our operations and subject us to losses or costs to remediate any of these deficiencies.
In addition, the cost of securing our systems against failure or attack is considerable, and increases in these costs, particularly in the wake of a security incident, could be material.
+Added: If we do not successfully maintain a relevant digital experience for our members, our results of operations could be adversely impacted.
+Added: Digital retailing is rapidly evolving, with the use of digital platforms by consumers continuing to increase, and we must keep pace with changing member expectations and new developments by our competitors.
+Added: Our members are increasingly using mobile phones, tablets and other devices to shop and to interact with us through social media, with digitally-enabled comparable sales growth of 31.0% as of the fourth quarter of fiscal year 2025.
+Added: We continue to make technology investments in our website and mobile application.
+Added: If we are unable to make, improve or develop relevant member-facing technology in a timely manner, or appropriately incorporate artificial intelligence, our ability to compete and our results of operations could be adversely affected.
Global or regional pandemics, epidemics or outbreaks of infectious disease, could have an adverse effect on our business, financial condition and results of operations.
The extent to which global or regional pandemics, epidemics or outbreaks of any highly infectious disease impacts our business, operations and financial condition will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the scope, severity and duration of such pandemic, the actions taken to contain the pandemic or mitigate its impact and the direct and indirect economic effects of the pandemic and containment measures, among others.
−Removed: Any global or regional pandemic, epidemic or outbreak of any highly infectious disease, may materially adversely affect our business, financial condition and results of operations, and may have the effect of heightening many of the risks described in this "Risk Factors" section, including:
−Removed: • a complete or partial closure of, or a decrease in member traffic at, one or more of our clubs, due to government restrictions or the spread of disease among our team members or employees at a specific location;
+Added: Any global or regional pandemic, epidemic or outbreak of any highly infectious disease, may materially adversely affect our business, financial condition and results of operations, and may have the effect of heightening many of the risks described in this “Risk Factors” section, including a complete or partial closure of, or a decrease in member traffic at, one or more of our clubs, due to government restrictions or the spread of disease among our team members or employees at a specific location;
any difficulties and delays in obtaining products from our distributors and suppliers, delivering products to our clubs and adequately staffing our clubs and distribution centers;
a decrease in consumer discretionary spending and confidence or changes in our members’ needs;
−Removed: • any inability to continue to provide our team members with appropriate compensation and protective measures and any limited access to our management, support staff and professional advisors.
+Added: and any inability to continue to provide our team members with appropriate compensation and protective measures and any limited access to our management, support staff and professional advisors.
Union attempts to organize our team members could disrupt our business.
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Our comparable club sales may be adversely affected for many reasons, including new club openings by our competitors, the opening of our own new clubs that may cannibalize existing club sales, cycling against strong sales in the prior year, by new clubs entering our comparable club base, by price reductions in response to competition, and by high rates of inflation or deflation.
−Removed: Our quarterly operating results may be adversely affected by a number of factors including losses in new clubs, price changes in response to competitors’ prices, increases in operating costs, volatility in gasoline, energy and commodity prices, increasing penetration of sales of our private label brands (Wellsley Farms ® and Berkley Jensen ® ), federal budgetary and tax policies, weather conditions, including natural disasters, local economic conditions and the timing of new club openings and related start-up costs.
+Added: Our quarterly operating results may be adversely affected by a number of factors including losses in new clubs, price changes in response to competitors’ prices, increases in operating costs, volatility in gasoline, energy and commodity prices, increasing penetration of sales of our private label brands (Wellsley Farms ® and Berkley Jensen ® ), federal budgetary, regulatory and tax policies, weather conditions, including natural disasters, local economic conditions and the timing of new club openings and related start-up costs.
Changes in our product mix or in our revenues from gasoline sales could negatively impact our revenue and results of operations.
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A decrease in overall market demand for gasoline products may result in lower gasoline sales at our gas stations negatively affecting our net sales.
−Removed: Research analysts and stockholders may recognize and react to the foregoing changes to our key performance indicators and believe that they indicate a decline in our performance, and this could occur regardless of whether or not the underlying cause has an adverse impact on our profitability.
+Added: Research analysts and stockholders may recognize and react to the foregoing changes to our key performance indicators and believe that they indicate a decline in our performance, and this could occur regardless of whether the underlying cause has an adverse impact on our profitability.
If we suffer an adverse change to our key performance indicators, this could adversely affect the trading price of our common stock.
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Even if a product liability claim is unsuccessful or is not fully pursued, negative publicity could adversely affect our reputation with existing and potential members, as well as our corporate and brand image, including that of our Wellsley Farms ® and Berkley Jensen ® private labels, and could have long-term adverse effects on our business.
−Removed: If we do not successfully maintain a relevant digital experience for our members, our results of operations could be adversely impacted.
−Removed: Digital retailing is rapidly evolving, with the use of digital platforms by consumers continuing to increase, and we must keep pace with changing member expectations and new developments by our competitors.
−Removed: Our members are increasingly using mobile phones, tablets and other devices to shop and to interact with us through social media, with digitally-enabled
−Removed: comparable sales growth of 26.0% as of the fourth quarter of fiscal year 2024.
−Removed: We continue to make technology investments in our website and mobile application.
−Removed: If we are unable to make, improve or develop relevant member-facing technology in a timely manner, our ability to compete and our results of operations could be adversely affected.
We depend on the financial performance of our operations in the New York metropolitan area.
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Our business is moderately seasonal and weak performance during one of our historically strong seasonal periods could have a material adverse effect on our operating results for the entire fiscal year.
−Removed: Our business is moderately seasonal, with a meaningful portion of our sales dedicated to seasonal and holiday merchandise, resulting in the realization of higher portions of net sales, operating income and cash flows in the second and fourth fiscal quarters.
+Added: Our business is moderately seasonal, with a meaningful portion of our sales dedicated to seasonal and holiday merchandise, resulting in the realization of higher portions of net sales and cash flows in the second and fourth fiscal quarters.
Due to the importance of our peak sales periods, which include the spring and year-end holiday seasons, the second and fourth fiscal quarters have historically contributed, and are expected to continue to contribute, significantly to our operating results for the entire fiscal year.
1 unchanged sentence
These expenses may include the acquisition of additional inventory, seasonal staffing needs and other similar items.
−Removed: As a result, any factors negatively affecting us during these periods, including adverse weather and unfavorable economic conditions, could have a material adverse effect on our results of operations for the entire fiscal year.
+Added: As a result, any factors negatively affecting us during these periods including regional weather conditions, such as seasonally unusual temperatures, prolonged periods of precipitation, or weather patterns that delay or shorten key selling seasons, reduce consumer demand for seasonal merchandise, or shift the timing of customer purchases.
+Added: Any such conditions, particularly if they occur during our peak sales periods, as well as unfavorable economic conditions, could have a material adverse effect on our results of operations for the entire fiscal year.
Implementation of technology initiatives could disrupt our operations in the near term and fail to provide the anticipated benefits.
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Inventory shrinkage could have a material adverse effect on our business, financial condition and results of operations.
−Removed: We are subject to the risk of inventory loss and theft.
+Added: We are subject to the risk of inventory loss, spoilage and theft.
Our inventory shrinkage rates have not been material, or fluctuated significantly in recent years, although it is possible that rates of inventory loss and theft in the future will exceed our estimates and that our measures will be ineffective in reducing our inventory shrinkage.
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Our net lease cost for fiscal years 2025, 2024 and 2023 totaled $398.6 million, $392.5 million and $372.6 million, respectively.
−Removed: Our future minimum rental commitments for all operating leases in existence as of February 1, 2025 was $361.2 million for fiscal year 2025 and a total of $3.1 billion thereafter.
+Added: Our future minimum rental commitments for all operating leases in existence as of January 31, 2026 was $359.4 million for fiscal year 2026 and a total of $2.87 billion thereafter.
We expect that certain new clubs may be leased to us, which will further increase our lease costs and require significant capital expenditures.
We depend on cash flows from operations to pay our lease expenses and to fulfill our other cash needs.
−Removed: If our business does not generate sufficient cash flow from operating activities, and sufficient funds are not otherwise available to us from borrowings under our senior secured asset based revolving credit and term facility (the "ABL Revolving Facility") or other sources, we may not be able to service our lease expenses or fund our other liquidity and capital needs, which would materially affect our business.
−Removed: The operating leases for our retail properties, distribution centers and corporate office expire at various dates through fiscal year 2051.
+Added: If our business does not generate sufficient cash flow from operating activities, and sufficient funds are not otherwise available to us from borrowings under our senior secured asset based revolving credit and term facility or other sources, we may not be able to service our lease expenses or fund our other liquidity and capital needs, which would materially affect our business.
+Added: The operating leases for our retail properties, distribution centers and corporate office expire at various dates through 2050.
Several leases have renewal options for various periods of time at our discretion.
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As such, compliance with them may result in cost increases due to necessary system changes and the development of new administrative processes and may add additional complexity to our operations, require additional investment of resources in compliance programs, impact our business strategies and the availability of previously useful data and could result in increased compliance costs and/or changes in business practices and policies, as well as increase the risk of potential liability.
−Removed: If we fail to comply with these laws and regulations or experience a data security incident, our reputation could be damaged, possibly resulting in lost future business, and we could be subjected to additional legal or financial risk, including the imposition of fines or other penalties, as a result of non-compliance.
+Added: If we fail to comply with these laws and regulations or experience a data security incident, our reputation could be damaged, possibly resulting in lost future business, and we could be subjected to additional legal or financial risk, including the imposition of fines or other penalties, due to non-compliance.
As most retailers and wholesale club operators do, we and certain of our service providers receive certain individually identifiable information, including personal health information, about our members.
In addition, our online operations at bjs.com depend upon the secure transmission of confidential information over public networks.
−Removed: A compromise or failure of our security systems or those of some of our business partners that results in our members’ personal information being obtained by unauthorized persons could adversely affect our reputation with our members and others, as well as our operations, results of operations, financial condition and liquidity, and could result in litigation against us or the imposition of penalties.
+Added: A compromise or failure of our security systems or those of some of our business partners that results in our members’ personal information being obtained by unauthorized persons could adversely affect our reputation with our members and others, as well as our operations, results of
+Added: operations, financial condition and liquidity, and could result in litigation against us or the imposition of penalties.
In addition, a security incident could require that we expend significant additional resources related to the security of information systems and could result in a disruption of our operations.
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rapid changes in technology;
+Added: incorporation or failure to incorporate artificial intelligence properly;
credit or debit card fraud and other payment processing related issues;
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Further, if we invest substantial amounts in developing our e-commerce capabilities, these factors or others could prevent those investments from being effective.
−Removed: In addition, we must keep up-to-date with competitive technology trends, including the use of new or improved technology, which may increase our costs and which may not increase sales or attract customers.
+Added: In addition, we must keep up-to-date with competitive technology trends, including the use of new or improved technology including artificial intelligence and agentic artificial intelligence, which may increase our costs and which may not increase sales or attract customers.
If we are unable to allow real-time and accurate visibility into product availability when customers are ready to purchase, fulfill our customers’ orders quickly and efficiently use the fulfillment and payment methods they demand, provide a convenient and consistent experience for our customers regardless of the ultimate sales channel or manage our online sales effectively, our ability to compete and our results of operations could be adversely affected.
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We imported approximately 2% of our merchandise directly from overseas countries such as China, Vietnam, Bangladesh and India during fiscal year 2025.
−Removed: In addition, many of the products we purchase from domestic vendors are imported and would be subject to tariffs before reaching our clubs.
−Removed: Foreign sourcing subjects us to a number of risks generally associated with doing business abroad, including lead times, labor issues, shipping and freight constraints, product and raw material issues, political and economic conditions, government policies, tariffs and restrictions, epidemics and natural disasters.
+Added: In addition, many of the products we purchase from domestic vendors are imported and would be subject to tariffs or other disruptions before reaching our clubs.
+Added: Foreign sourcing subjects us to a number of risks generally associated with doing business abroad, including lead times, labor issues, shipping and freight constraints, supply chain disruptions, product and raw material issues, political and economic conditions, government policies, tariffs and restrictions, epidemics and natural disasters.
If any of these or other factors were to cause supply disruptions or delays, our inventory levels may be reduced or the cost of our products may increase unless and until alternative supply arrangements could be made.
−Removed: We may have limited advance warning of such a disruption, which could impair our ability to purchase merchandise from alternative sources, or alternative sources might not be available.
+Added: We may have limited advance
+Added: warning of such a disruption, which could impair our ability to purchase merchandise from alternative sources, or alternative sources might not be available.
Merchandise purchased from alternative sources may be of lesser quality or more expensive than the merchandise we currently purchase abroad.
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To the extent that any foreign manufacturers from whom we purchase products directly or indirectly employ business practices that vary from those commonly accepted in the United States, we could be hurt by any resulting negative publicity or, in some cases, potential claims of liability.
−Removed: Tariffs, or the threat of tariffs, may also significantly disrupt our ability to offer competitive prices as a result of negatively impacting consumer behavior and the assortment of goods we carry.
+Added: Tariffs, or the threat of tariffs, may also significantly disrupt our ability to offer competitive prices by negatively impacting consumer behavior and the assortment of goods we carry.
Tariffs also can impact our ability or our vendors’ ability to source product efficiently or create other supply chain disruptions.
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Goodwill and identifiable intangible assets represent a significant portion of our total assets, and any impairment of these assets could adversely affect our results of operations.
−Removed: Our goodwill and indefinite-lived intangible assets, which consist of goodwill and our trade name, represented a significant portion of our total assets as of February 1, 2025.
+Added: Our goodwill and indefinite-lived intangible assets, which consist of goodwill and our trade name, represented a significant portion of our total assets as of January 31, 2026.
Accounting rules require the evaluation of our goodwill and indefinite-lived intangible assets for impairment at least annually, or more frequently when events or changes in circumstances indicate that the carrying value of such assets may not be recoverable.
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We estimate the reporting unit’s fair value by estimating the future cash flows of the reporting units to which the goodwill relates, and then we discount the future cash flows at a market-participant-derived weighted-average cost of capital.
−Removed: The estimates of fair value of the reporting unit is based on the
−Removed: best information available as of the date of the assessment.
+Added: The estimates of fair value of the reporting unit is based on the best information available as of the date of the assessment.
If the carrying value of the reporting unit exceeds its estimated fair value, then goodwill is impaired and is written down to the implied fair value amount.
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We face risks related to our indebtedness.
−Removed: As of February 1, 2025, our total outstanding debt was $573.8 million.
+Added: As of January 31, 2026, our total outstanding debt was $519.1 million.
Our leverage could expose us to interest rate risk associated with our variable rate debt and prevent us from meeting our obligations under our ABL Revolving Facility and First Lien Term Loan.
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In the past, following periods of market volatility, stockholders have instituted securities class action litigation.
−Removed: If we were to become involved in securities litigation, it could result in substantial costs and divert resources and our management’s attention from other business concerns, regardless of the outcome of such litigation.
+Added: If we were to become involved in
+Added: securities litigation, it could result in substantial costs and divert resources and our management’s attention from other business concerns, regardless of the outcome of such litigation.
Our ability to raise capital in the future may be limited.
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If we issue additional equity securities, existing stockholders will experience dilution, and the new equity securities could have rights senior to those of our common stock.
−Removed: Because our decision to issue securities in any future offering
−Removed: will depend on market conditions and other factors beyond our control, we cannot predict or estimate the amount, timing or nature of our future offerings.
+Added: Because our decision to issue securities in any future offering will depend on market conditions and other factors beyond our control, we cannot predict or estimate the amount, timing or nature of our future offerings.
Thus, our stockholders bear the risk of our future securities offerings reducing the market price of our common stock and diluting their interest.
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The timing and amount of repurchases of shares of our common stock, if any, will depend upon several factors, including market and business conditions, the trading price of our common stock, our cost of capital and the nature of other investment opportunities.
−Removed: The Inflation Reduction Act of 2022 imposes a non-deductible 1% excise tax on the fair market value of stock repurchases, net of stock issuances, commencing in 2023 that exceed $1 million in a taxable year, which will make our share repurchase program more expensive to us.
+Added: The Inflation Reduction Act of 2022 imposed a non-deductible 1% excise tax on the fair market value of stock repurchases, net of stock issuances, commencing in 2023 that exceed $1 million in a taxable year, which will make our share repurchase program more expensive to us.
Our share repurchase program may be limited, suspended or discontinued at any time without prior notice.
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establishing advance notice requirements for nominations for election to the board of directors or for proposing matters that can be acted upon at annual stockholder meetings;
−Removed: requiring the approval of the holders of at least two-thirds of the voting power of all outstanding stock entitled to vote thereon, voting together as a single class, to amend or repeal our certificate of incorporation or bylaws;
+Added: requiring the approval of the holders of at least two-thirds of the voting power of all outstanding stock
+Added: entitled to vote thereon, voting together as a single class, to amend or repeal our certificate of incorporation or bylaws;
and electing not to be governed by Section 203 of the DGCL.
3 unchanged sentences
We are required to comply with Section 404 of the Sarbanes-Oxley Act, which requires management assessments of the effectiveness of internal control over financial reporting and disclosure controls and procedures.
−Removed: If we are unable to maintain effective internal control over financial reporting or disclosure controls and procedures, our ability to record, process and report
−Removed: financial information accurately and to prepare financial statements within required time periods could be adversely affected, which could subject us to litigation or investigations requiring management resources and payment of legal and other expenses, negatively affect investor confidence in our financial statements, restrict access to capital markets and adversely impact our stock price.
+Added: If we are unable to maintain effective internal control over financial reporting or disclosure controls and procedures, our ability to record, process and report financial information accurately and to prepare financial statements within required time periods could be adversely affected, which could subject us to litigation or investigations requiring management resources and payment of legal and other expenses, negatively affect investor confidence in our financial statements, restrict access to capital markets and adversely impact our stock price.
We do not currently expect to pay any cash dividends.
We currently anticipate that we will retain future earnings for the operation and expansion of our business and do not expect to pay any cash dividends on shares of our common stock in the foreseeable future.
−Removed: We are a holding company, and substantially all of our operations are carried out by our operating subsidiaries.
+Added: We are a holding company, and substantially all our operations are carried out by our operating subsidiaries.
Any inability on the part of our subsidiaries to make payments to us could have a material adverse effect on our business, financial condition and results of operations.
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Our ability to control labor costs is subject to numerous external factors, including healthcare costs and prevailing wage rates, which may be affected by, among other factors, competitive wage pressure, minimum wage laws and general economic conditions.
−Removed: If we experience competitive labor markets, either regionally or in general, we may have to increase our wages in order to attract and retain highly qualified team members, which could increase our selling, general and administrative expenses ("SG&A") and adversely affect our operating income.
+Added: If we experience competitive labor markets, either regionally or in general, we may have to increase our wages to attract and retain highly qualified team members, which could increase our selling, general and administrative expenses (“SG&A”) and adversely affect our operating income.
We compete with other retail and non-retail businesses for these employees and invest significant resources in training them.
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Actual events involving limited liquidity, defaults, non-performance or other adverse developments that affect financial institutions, transactional counterparties or other companies in the financial services industry or the financial services industry generally, or concerns or rumors about any events of these kinds or other similar risks, have in the past and may in the future lead to market-wide liquidity problems.
−Removed: For example, on March 10, 2023, Silicon Valley Bank (“SVB”) was closed by the California Department of Financial Protection and Innovation, which appointed the Federal Deposit Insurance Corporation (“FDIC”) as receiver.
−Removed: Although we are not a borrower or party to any such instruments with SVB or any other financial institution currently in receivership, if any of our lenders or counterparties to any such instruments were to be placed into receivership, we may be unable to access such funds.
+Added: For example, if any of our lenders or counterparties to any such instruments were to be placed into receivership, we may be unable to access such funds.
In addition, if any of our customers, suppliers or other parties with whom we conduct business are unable to access funds pursuant to such instruments or lending arrangements with such a financial institution, such parties’ ability to pay their obligations to us or to enter into new commercial arrangements requiring additional payments to us could be adversely affected.
−Removed: Furthermore, while we did not hold any cash directly at SVB, we regularly maintain cash balances at third-party financial institutions more than the FDIC insurance limit and there is no guarantee that the federal government would guarantee all depositors if such financial institutions were to fail, as they did with SVB depositors, in the event of further bank closures and continued instability in the global banking system.
Any future adverse developments in the global banking system could directly or indirectly negatively impact our results of operations.
1 unchanged sentence
or international financial systems could result in less favorable commercial financing terms, including higher interest rates or costs and tighter financial and operating covenants, or systemic limitations on access to credit and liquidity sources, thereby making it more difficult for us to acquire financing on acceptable terms or at all.
−Removed: Any decline in available funding generally or our or our customers or suppliers access to cash and liquidity resources could, among other risks, adversely impact our liquidity or ability to meet our operating demands or result in breaches of our financial and/or contractual obligations.
+Added: Any decline in available funding or our customers or suppliers access to cash and liquidity resources could, among other risks, adversely impact our liquidity or ability to meet our operating demands or result in breaches of our financial and/or contractual obligations.
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.