17 unchanged sentences
Amounts under the Trading Credit Facility bear interest based on one month LIBOR plus (i) 2.50% for revolving credit line loans and (ii) 4.50% for loans extended in excess of the then-available revolving credit line.
−Removed: The LIBOR was approximately 0.15% as of September 30, 2020.
+Added: The LIBOR was approximately 0.14% as of December 31, 2020.
Uncertainty about the future of LIBOR may adversely affect our business.
7 unchanged sentences
Effective as of March 27 , 2020 , the Trading Credit Facility was amended to include contingency provisions for the discontinuation of LIBOR.
−Removed: Under these provisions, the Company and the administrative agent for the facilit y may jointly select an alternative benchmark rate, giving due consideration to recommendations of replacement rates by governmental bodies and prevailing market conventions.
−Removed: Although alternative reference rates have been proposed, it is unknown whether th ese alternative reference rates will attain market acceptance as replacements of LIBOR.
+Added: Under these provisions, the Company and the administrative agent for the facility may jointly select an alternative benchmark rate, giving due consideration to recommendations of replacement rates by governmental bodies and prevailing market conventions.
+Added: Although alternative reference rates have been proposed, it is unknown whether these alternative reference rates will attain market acceptance as replacements of LIBOR.
If, as currently anticipated, LIBOR is replaced by alternative rates, the method and rate used to calculate our variable-rate debt in the future, particularly under our Trading Credit facility, may result in interest rates and/or payments that are higher than, lower than, or that do not otherwise correlate over time with the interest rates and/or payments that would have been made on our obligations if LIBOR was available in its current form.
33 unchanged sentences
This customer base provides deep distribution of product and makes A-Mark a desirable trading partner for precious metals product manufacturers, including sovereign mints seeking to distribute precious metals coinage or large refiners seeking to sell large volumes of physical precious metals.
−Removed: One customer represented 20.6% of A-Mark's revenues for the three months ended September 30, 2020.
−Removed: The same customer represented 4.8% of A-Mark's revenues for the three months ended September 30, 2019.
+Added: Two customers represented 27.9% of A-Mark's revenues for the six months ended December 31, 2020.
+Added: The same two customers represented 21.9% of A-Mark's revenues for the six months ended December 31, 2019.
If our relationships with these customers deteriorated, or if we were to lose these customers, our business would be materially adversely affected.
25 unchanged sentences
Our business could be adversely affected by the COVID-19 pandemic.
−Removed: On March 11, 2020, the World Health Organization announced that infections of COVID-19 had become pandemic, and on March 13, the U.S.
−Removed: President declared a national emergency on account of the spread of the disease in the United States.
+Added: On March 11, 2020, the World Health Organization announced that infections of COVID-19 had become pandemic, and on March 13, COVID-19 was declared a national emergency on account of the spread of the disease in the United States.
The COVID-19 outbreak has caused significant disruption in the financial markets both globally and in the United States, and has severely constricted the level of economic activity worldwide.
2 unchanged sentences
We maintain facilities for our clients’ and our own precious metal and numismatic inventories, where we receive and store these products and from which we make shipments for physical settlement in our trading activity.
−Removed: We have implemented strict procedures at these facilities to ensure social distancing and minimize the risk of infected personnel.
+Added: We have implemented strict procedures at these facilities to insure social distancing and minimize the risk of infected personnel.
Nonetheless, there can be no assurance that we will not experience an outbreak of infection at these facilities, which could necessitate their closure or the curtailment of their activity.
1 unchanged sentence
If these parties were to experience significant financial reversals, for example as a result of investments in sectors that have suffered severe downturns as a result of the COVID-19 pandemic, these parties may be unable to comply with their financial obligations to us, may cease transacting business with us or could curtail or terminate the credit that they extend to us.
−Removed: While we deal with a significant number of counterparties, we nonetheless have concentration in our customer base, with 20.6% of our revenues in the three months ended September 30, 2020 being attributable to one customer.
+Added: While we deal with a significant number of counterparties, we nonetheless have concentration in our customer base, with 27.9% of our revenues in the six months ended December 31, 2020 being attributable to two customers.
To the extent that the COVID-19 pandemic were to materially and adversely affect the financial condition of customers responsible for a material portion of our revenues, our business could be correspondingly impaired.
15 unchanged sentences
However, if our business in these areas of the world were to increase, we would also face risks that are particular to developing countries, including the difficulty of enforcing agreements, collecting receivables, protecting inventory and other assets through foreign legal systems, limitations on the repatriation of earnings, currency devaluation and manipulation of exchange rates, and high levels of inflation.
−Removed: We try to manage these risks by monitoring current and anticipated political, economic, legal and regulatory developments in the countries outside the United States in which we operate or have customers and adjusting operations as appropriate, b ut there can be no assurance that the measures we adopt will be successful in protecting the Company’s business interests.
+Added: We try to manage these risks by monitoring current and anticipated political, economic, legal and regulatory developments in the countries outside the United States in which we operate or have customers and adjusting operations as appropriate, but there can be no assurance that the measures we adopt will be successful in protecting the Company’s business interests.
We are dependent on our key management personnel and our trading experts.
34 unchanged sentences
In addition, if we fail to comply with applicable laws and regulations or implement responsible business, social and environmental practices, we could be subject to damage to our reputation, class action
−Removed: lawsuits, legal and settlement costs, civil and criminal liability, increased cost of regulatory compliance, restatements of our financial statements, disruption of our business and loss of custo mers.
+Added: lawsuits, legal and settlement costs, civil and criminal liability, increased cost of regulatory compliance, restatements of our financial statements, disruption of our business and loss of customers.
Any required changes to our employment practices could result in the loss of employees, reduced sales, increased employment costs, low employee morale and harm to our business and results of operations.
−Removed: In addition, political and economic factors cou ld lead to unfavorable changes in federal and state tax laws, which may increase our tax liabilities.
+Added: In addition, political and economic factors could lead to unfavorable changes in federal and state tax laws, which may increase our tax liabilities.
An increase in our tax liabilities could adversely affect our results of operations.
−Removed: We are also regularly involved in various litigation matters that ari se in the ordinary course of business.
+Added: We are also regularly involved in various litigation matters that arise in the ordinary course of business.
Litigation or regulatory developments could adversely affect our business and financial condition.
32 unchanged sentences
The business of buying and selling precious metals is global and highly competitive.
−Removed: The Company competes with precious metals trading firms and banks throughout North America, Europe and elsewhere in the world, some of whom have greater financial and other resources, and greater name recognition, than the Company.
+Added: The Company competes with precious metals firms and banks throughout North America, Europe and elsewhere in the world, some of whom have greater financial and other resources, and greater name recognition, than the Company.
We believe that, as a full service firm devoted exclusively to precious metals trading, we offer pricing, product availability, execution, financing alternatives and storage options that are attractive to our customers and allow us to compete effectively.
We also believe that our purchaser/distributorship arrangements with various governmental mints give us a competitive advantage in our coin distribution business.
−Removed: However, given the global reach of the precious metals trading business, the absence of intellectual property protections and the availability of numerous, evolving platforms for trading in precious metals, we cannot assure you that A-Mark will be able to continue to compete successfully or that future developments in the industry will not create additional competitive challenges.
+Added: However, given the global reach of the precious metals business, the absence of intellectual property protections and the availability of numerous, evolving platforms for trading in precious metals, we cannot assure you that A-Mark will be able to continue to compete successfully or that future developments in the industry will not create additional competitive challenges.
We rely extensively on computer systems to execute trades and process transactions, and we could suffer substantial damages if the operation of these systems were interrupted.
21 unchanged sentences
The new law provides California consumers with a greater level of transparency and broader rights and choices with respect to their personal information than those contained in any existing state and federal laws in the U.S.
−Removed: The “personal information” regulated by CCPA is broadly defined to include identification or association with a California consumer or household, including demographics, usage, transactions and inquiries, preferences, inferences drawn to create a profile about a consumer, and education information.
−Removed: Comp liance with CCPA requires the implementation of a series of operational measures such as preparing data maps, inventory, or other records of all personal information pertaining to California residents, households and devices, as well as information sources , usage, storage, and sharing, maintaining and updating detailed disclosures in privacy policies, establishing mechanisms (including, at a minimum, a toll-free telephone number and an online channel) to respond to consumers’ data access, deletion, portabil ity, and opt-out requests, providing a clear and conspicuous “Do Not Sell My Personal Information” link on the home page of the business’ website, etc.
+Added: The “personal information” regulated by CCPA is broadly defined to include identification or association with a California consumer or household, including demographics,
+Added: usage, transactions and inquiries, preferences, inferences drawn to create a profile about a consumer, and education information.
+Added: Compliance with CCPA requires the implementation of a series of operational measures such as preparing data maps, inventory, or other records of all personal information pertaining to California residents, households and devices, as well as information sources, usage, storage, and sharing, maintaining and updating detailed disclosures in privacy policies, establishing mechanisms (including, at a minimum, a toll-free telephone number and an online channel) to respond to consumers’ data access, deletion, portability, and opt-out requests, providing a clear and conspicuous “Do Not Sell My Personal Information” link on the home page of the business’ website, etc.
CCPA prohibits businesses from discriminating against consumers who have opted out of the sale of their personal information, subject to a narrow exception.
It allows companies to provide financial incentives to California consumers in order to obtain their consent to the collection and use of their personal information.
−Removed: Violations of CCPA will result in civ il penalties up to $7,500 per violation.
+Added: Violations of CCPA will result in civil penalties up to $7,500 per violation.
CCPA further allows consumers to file lawsuits against a business if a data breach has occurred and the California Attorney General does not prosecute the business.
24 unchanged sentences
The Company believes that the sales practices of its Goldline subsidiary conform to applicable legal and ethical standards, and that there is no material basis for claims against Goldline in this regard.
−Removed: Nevertheless, given the nature of the retail precious metals business, the possibility that investors in precious metals may lose a substantial portion of their investment as a result of adverse market trends and the vulnerability of certain retail precious metal investors to economic loss, there can be no assurance that claims will not be made regarding Goldline’s business practices or that, if made, such claims will not attract the attention of governmental and private sector consumer advocates.
+Added: Nevertheless, given the nature of the retail precious metals business, the possibility that investors in precious metals may lose a substantial portion of their investment as a result of adverse market trends and the vulnerability of certain retail precious metal investors to economic loss, there can be no assurance that claims will not be made regarding Goldline’s business practices or that, if made, such claims will not attract the attention of
+Added: governmental and private sector consumer advocates.
Were this to occur, the Company could suffer adverse publicity, be subject to governmental enforcements actions or be forced to modify the sales and marketing practices of its direct-to-client sales business.
14 unchanged sentences
The Company is a party to an exclusive distribution agreement with AMST with respect to the silver products produced by AMST.
−Removed: Under this agreement, which terminates in August 2021 unless automatically renewed for an additional two years (subject to early termination under certain circumstances) the Company is currently required, through November 2020, to order no less than 500,000 ounces of silver products per week (which amount is subject to re-evaluation every 60 days.) The price paid per ounce is mutually determined by the parties and is subject to adjustments every six months during the term.
+Added: Under this agreement, which terminates in August 2021 unless automatically renewed for an additional two years (subject to early termination under certain circumstances) the Company is currently required to order no less than 200,000 ounces of silver products per week (which amount is subject to re-evaluation as may be mutually agreed by the parties .) The price paid per ounce is mutually determined by the parties as may be mutually agreed, taking into consideration the manufacturing premiums then existing in the marketplace.
The market for fabricated silver products and refined silver is highly competitive and fragmented.
14 unchanged sentences
See “ Management’s Discussion and Analysis of Financial Condition and Results of Operations .”
−Removed: Our business is exposed to commodity price risks, and our hedging activity to protect our inventory is subje ct to risks of default by our counterparties.
+Added: Our business is exposed to commodity price risks, and our hedging activity to protect our inventory is subject to risks of default by our counterparties.
A-Mark’s precious metals inventory is subject to market value changes created by change in the underlying commodity price, as well as supply and demand of the individual products the Company trades.
27 unchanged sentences
The declaration of cash dividends is subject to the determination each quarter by the Board of Directors, based on its assessment of a number of factors, including the Company’s financial performance, available cash resources, cash requirements, bank covenants, and alternative uses of cash that the Board of Directors may conclude would represent an opportunity to generate a greater return on investment for the Company.
−Removed: On September 3.
−Removed: 2020 The Company’s Board of Directors declared a non-recurring special dividend of $1.50 per share to common stock shareholders of record at the close of business on September 21, 2020, which was paid on September 2 5, 2020.
−Removed: See Note 19 for information about a non-recurring special dividend declared by the Board of Directors in the second quarter of fiscal 2021.
+Added: See Note 16 for information about two non-recurring special dividends both declared by the Board of Directors in fiscal 2021.
There can be no assurance that the Company will resume paying dividends on a regular basis.
17 unchanged sentences
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.