4 unchanged sentences
Volatility in financial markets and the deterioration of national and global economic conditions could impact the Company’s operations as follows:
−Removed: ▪ The financial stability of the Company's customers and suppliers may be compromised, which could result in additional bad debts or non-performance by suppliers.
+Added: ▪ The financial stability of the Company's customers and suppliers may be compromised, which could result in challenges in collecting accounts receivable or non-performance by suppliers.
+Added: ▪ Unfavorable economic conditions may lead customers and consumers to delay or reduce purchases of the Company's products.
+Added: ▪ Customer demand for products may not materialize to levels required to achieve the Company's anticipated financial results or may decline as distributors and retailers seek to reduce inventory positions if there is an economic downturn or economic uncertainty in key markets.
▪ The value of the Company's investments in debt and equity securities may decline, including most significantly the trading securities held as part of a rabbi trust to fund supplemental executive retirement plans and deferred income plans and the Company’s assets held in pension plans.
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The Company has no operations in Russia or Ukraine, yet it has experienced inflated fuel costs and supply chain shortages and delays due to the impact of the military conflict on the global economy.
−Removed: Further escalation related to the conflict, including increased trade barriers or restrictions on global trade, could result in, among other things, additional supply chain disruptions, rising prices for oil and other commodities, volatility in capital markets and foreign exchange rates, rising interest rates or heightened cybersecurity risks, any of which may adversely affect the Company's business.
+Added: If this conflict, or others such as the Israel-Hamas war, escalates further, it could result in, among other things, additional supply chain disruptions, rising prices for oil and other commodities, volatility in capital markets and foreign exchange rates, rising interest rates, or heightened cybersecurity risks, any of which may adversely affect the Company's business.
In addition, the effects of the ongoing conflict could heighten many of the other risk factors included in Item 1A.
5 unchanged sentences
An unfavorable change in these factors may lead to the impairment of goodwill and/or intangible assets.
−Removed: Additionally, if another highly pathogenic human disease outbreak developed, it may negatively impact the global economy, demand for Company products, and/or the Company’s workforce availability, and the Company’s financial results could suffer.
+Added: During fiscal 2023, an impairment was indicated for the Justin's ® trade name, resulting in an impairment charge of $28.4 million.
+Added: Additionally, if a highly pathogenic human disease outbreak developed, such as COVID-19, it may negatively impact the global economy, demand for Company products, the supply chain, the Company's co-manufacturers, and/or the Company’s workforce availability including leadership, and the Company’s financial results could suffer.
The Company has developed contingency plans to address infectious disease scenarios and the potential impact on its operations, and will continue to update these plans as necessary.
There can be no assurance given, however, that these plans will be effective in eliminating the negative effects of any such diseases on the Company’s operating results.
−Removed: The COVID-19 pandemic could adversely affect the Company’s business, financial condition and results of operations.
−Removed: The COVID-19 global pandemic has had, and may continue to have, negative impacts across many of the Company's business units and facilities.
−Removed: The near- and long-term impacts of COVID-19 are unknown and impossible to predict with any level of certainty.
−Removed: The following potential risk factors arising from the COVID-19 pandemic have had and/or may continue to have one or more of the following impacts on the Company's operations:
−Removed: ▪ One or more of the Company's manufacturing facilities may be shut down or have their operations significantly impacted due to employee illnesses, increased absenteeism, and/or actions by government agencies.
−Removed: Capital projects may be delayed as additional capacity is no longer currently needed or materials are unavailable.
−Removed: The Company's co-manufacturers and material suppliers may face similar impacts.
−Removed: ▪ Operating costs may increase as measures are put in place to prevent or slow down the spread of COVID-19, such as compliance with regulatory restrictions, vaccine mandates, facility improvements, employee testing, short-term disability policies, and manufacturing employee bonus payments.
−Removed: ▪ Operations may be negatively impacted if members of the Company's leadership team, or other key employees, become ill with COVID-19 or otherwise terminate their employment as a result of COVID-19.
−Removed: Further, the Company may face challenges with labor availability, relations, labor costs, hiring, onboarding, and training new employees, including leadership, which may impact results.
−Removed: The Company also may face operational challenges if government quarantine orders restrict movement of employees.
−Removed: ▪ Supply chain disruptions of various types arising from COVID-19 may impact the Company's ability to make products, the cost for such products, and the ability to deliver products to customers.
−Removed: Closure or reduced operations of material suppliers could result in shortages of key raw materials, as well as impact prices for those materials.
−Removed: The volatility in the market for raw material and supplies could impact the Company's profitability.
−Removed: ▪ National, state, and local government orders closing or limiting operation of borders and ports, or imposing quarantine, could impact the Company's ability to obtain raw materials and to deliver finished goods to customers.
−Removed: ▪ Closures or reduced operations at foodservice establishments may impact results for the Company's foodservice business.
−Removed: Bankruptcy filings and/or delinquent payments from the foodservice industry or other customers may negatively impact cash flow.
−Removed: ▪ A national and/or global economic downturn may impact consumer purchase behavior, such as reduced volume for foodservice products and premium brands.
−Removed: ▪ If the Company's public relations efforts related to the pandemic are not effective or if consumers perceive them to be irresponsible, the Company's competitive position, reputation, and market share may suffer.
−Removed: The extent of the impact on the Company’s business, financial condition, and results of operations is dependent on the length and severity of the pandemic.
−Removed: The COVID-19 pandemic may adversely impact the Company's operations in one or more ways not identified to date.
−Removed: The Company’s operations are subject to the general risks associated with acquisitions and divestitures.
−Removed: The Company has made several acquisitions and divestitures in recent years, including the acquisition of the Planters ® snack nuts business in
−Removed: June 2021, that align with the Company’s strategic initiative of delivering long-term value to shareholders.
−Removed: The Company regularly reviews strategic opportunities to grow through acquisitions and to divest non-strategic assets.
−Removed: Potential risks associated with these transactions include the inability to consummate a transaction timely or on favorable terms, diversion of management's attention from other business concerns, potential loss of key employees and customers of current or acquired companies, inability to integrate or divest operations successfully, possible assumption of unknown liabilities, potential disputes with buyers or sellers, inability to obtain favorable financing terms, potential impairment charges if purchase assumptions are not achieved, and the inherent risks in entering markets or lines of business in which the Company has limited or no prior experience.
+Added: The Company’s operations are subject to the general risks associated with acquisitions, joint ventures, equity investments, and divestitures.
+Added: The Company regularly reviews opportunities to support the Company’s strategic initiative of delivering long-term value to shareholders through acquisitions, joint ventures, and equity investments and to divest non-strategic assets.
+Added: The Company has made several acquisitions, joint ventures, equity investments, and divestitures in recent years, including the acquisition of the Planters ® snack nuts business in fiscal 2021 and purchase of a minority interest in Garudafood in fiscal 2023.
+Added: Potential risks associated with these transactions include the inability to consummate a transaction timely or on favorable terms, diversion of management's attention from other business concerns, loss of key employees and customers of current or acquired companies, inability to integrate or divest operations successfully, assumption of unknown liabilities, disputes with buyers, sellers, or partners, inability to obtain favorable financing terms, impairment charges if purchase assumptions are not achieved, and the inherent risks in entering markets or lines of business in which the Company has limited or no prior experience.
+Added: Due to the nature of these arrangements, joint ventures and equity investments involve further risks, including the possibility that the Company is unable to execute business strategies and manage operations given limitations of the Company's control.
+Added: Additionally, partners may become bankrupt, make business decisions that are inconsistent with the Company's goals, or block or delay necessary decisions.
+Added: Acquisitions, joint ventures, or equity investments outside the U.S.
+Added: may also present unique challenges and increase the Company's exposure to the risks associated with foreign operations.
Any or all of these risks could impact the Company’s financial results and business reputation.
−Removed: In addition, acquisitions outside the U.
−Removed: may present unique challenges and increase the Company's exposure to the risks associated with foreign operations.
−Removed: The Company's level of indebtedness increased significantly to fund the purchase of the Planters ® snack nuts business and may continue to increase to fund future acquisitions.
+Added: The Company's level of indebtedness increased significantly to fund the purchase of the Planters ® snack nuts business and may continue to increase to fund future acquisitions, joint ventures, or equity investments.
Higher levels of debt may, among other things, impact the Company's liquidity and increase the Company's exposure to negative fluctuations in interest rates.
+Added: During fiscal 2023, an impairment was indicated for the Justin's ® trade name, resulting in an impairment charge of $28.4 million and the Company recorded a $7.0 million impairment charge related to a corporate venturing investment to recognize a decline in fair value not believed to be temporary.
The Company is subject to disruption of operations at co-manufacturers, suppliers, logistics providers, customers, or other third-party service providers.
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▪ Disruption in services from partners such as third-party service providers used to support various business functions such as benefit plan administration, payroll processing, information technology and cloud computing services could have an adverse effect on the Company's business.
−Removed: Any of these disruptions could have an adverse effect on the Company’s financial results.
+Added: Disruptions of third-party providers have had and may continue to have an adverse effect on the Company's financial results.
Actions taken to mitigate the impact of any potential disruption, including increasing inventory in anticipation of a potential production or supply interruption, may adversely affect the Company’s financial results.
Additionally, labor-related challenges have caused disruptions for many of these providers and may continue to impact the Company's ability to receive inputs or distribute products.
+Added: The Company may not realize the anticipated cost savings or operating efficiencies associated with strategic initiatives.
+Added: The Company operates in the highly competitive food industry and is subject to volatile cost inputs.
+Added: Strategic initiatives are implemented to achieve a profitable cost structure, operate efficiently, better serve customers, and optimize cash flow.
+Added: These initiatives may focus on opportunities to improve the procurement, manufacturing, and logistics within the Company’s supply chain as well as general and administrative processes.
+Added: A failure or delay in implementing the improvements associated with these strategic initiatives could adversely impact the Company’s results, ability to meet its long-term growth expectations, and ability to fund future initiatives.
+Added: The Company began an enterprise transformation and modernization initiative in the second half of fiscal 2023 to provide cost savings and operating efficiencies by fiscal 2026.
+Added: If this initiative does not achieve the expected financial impact or is not completed in a timely manner, the Company’s financial results and ability to meet its long-term growth expectations could be adversely impacted.
The Company is subject to the loss of a material contract.
4 unchanged sentences
In addition, the Company increasingly relies upon third-party service providers for a variety of business functions, including cloud-based services.
−Removed: Cyber incidents are occurring more frequently and are being made by groups and individuals with a wide range of motives and expertise.
+Added: Cyber incidents are occurring more frequently across U.S.
+Added: industries and are being made by groups and individuals with a wide range of motives and expertise.
+Added: Continued high-profile data security incidents at other companies evidence an external environment that is becoming increasingly hostile.
From time to time, the Company has experienced, and may experience in the future, breaches of its security measures due to human error, malfeasance, insider threats, system errors or vulnerabilities or other irregularities, none of which have been material to date.
Remote work arrangements may bring additional information technology and data security risks.
−Removed: In addition, the Company is in the midst of a multi-year transformation project (Project Orion) to achieve better analytics, customer service, and process efficiencies through the use of Oracle Cloud Solutions.
−Removed: This project is expected to improve the efficiency and effectiveness of certain financial and business transaction processes and the underlying systems environment.
−Removed: During fiscal 2020, the Company implemented the human resource, payroll, and finance phases of the project.
−Removed: Additional integrations are expected to take place over the next few years.
−Removed: Such an implementation is a major undertaking from a financial, management, and personnel perspective.
−Removed: The implementation of the enterprise resource planning system may prove to be more difficult, costly, or time consuming than expected, and there can be no assurance that this system will be beneficial to the extent anticipated.
−Removed: In an attempt to mitigate these risks, the Company has implemented and continues to evaluate security initiatives and business continuity plans.
+Added: Although the Company has programs in place related to business continuity, disaster recovery, and information security initiatives to maintain the confidentiality, integrity, and availability of systems, business applications, and customer information, the Company may not be able to anticipate or implement effective preventive measures against all potential cybersecurity threats, especially because the techniques used change frequently and because attacks can originate from a wide variety of sources, both domestic and foreign.
+Added: Cybersecurity risk is increasingly difficult to identify and quantify and cannot be fully mitigated because of the rapidly evolving nature of the threats, targets, and consequences.
+Added: In addition, the Company is in the midst of multi-year data and technology transformation projects to achieve better analytics, customer service, and process efficiencies.
+Added: The projects, including modernizing the order-to-cash process, are expected to improve the efficiency and effectiveness of certain financial and business transaction processes and the underlying systems environment.
+Added: Multiple phases of these projects have already been implemented and additional phases are expected to be implemented in the upcoming years.
+Added: These implementations are a major undertaking from a financial, management, and personnel perspective and may prove to be more difficult, costly, or time consuming than expected, and there can be no assurance that these projects will be beneficial to the extent anticipated.
Deterioration of labor relations, labor availability or increases in labor costs could harm the Company’s business.
−Removed: As of October 30, 2022, the Company employed more than 20,000 people worldwide, of which approximately 20 percent were represented by labor unions, principally the United Food and Commercial Workers Union.
−Removed: Union contracts at four of the Company's manufacturing facilities, covering approximately 2,400 employees, will expire during fiscal 2023.
−Removed: Negotiations have not yet been initiated.
+Added: As of October 29, 2023, the Company employed approximately 20,000 people worldwide, of which approximately 20 percent were represented by labor unions, principally the United Food and Commercial Workers Union.
+Added: Union contracts at two of the Company's manufacturing facilities, covering approximately 250 employees, will expire during fiscal 2024.
A significant increase in labor costs or a deterioration of labor relations at any of the Company’s facilities or co-manufacturing facilities resulting in work slowdowns or stoppages could harm the Company’s financial results.
19 unchanged sentences
The outbreak of such diseases could adversely affect the Company’s supply of raw materials, increase the cost of production, reduce utilization of the Company’s harvest facilities, and reduce operating margins.
+Added: The impact of global climate change may increase these risks due to changes in weather or migratory patterns which may result in certain types of diseases occurring more frequently or with more intense effects.
Additionally, the outbreak of disease may hinder the Company’s ability to market and sell products both domestically and internationally.
1 unchanged sentence
If an outbreak of ASF were to occur in the U.S., the Company's supply of hogs and pork could be materially impacted.
−Removed: HPAI was detected within the U.S.
−Removed: in 2022 and was confirmed within the Company's Jennie-O Turkey Store supply chain.
−Removed: The impact of HPAI has reduced and will continue to reduce production volume in the Company's turkey facilities at least through the first half of fiscal 2023.
+Added: HPAI was detected within the Company's turkey supply chain during the fourth quarter of fiscal 2023 and first quarter of fiscal 2024.
+Added: The impact of HPAI has reduced and will continue to reduce production volume in the Company's turkey facilities into fiscal 2024.
The Company is continuing to monitor the situation and will take the appropriate actions to protect the health of the turkeys across the supply chain.
7 unchanged sentences
Market-based pricing on certain product lines, and lead time required to implement pricing adjustments, may prevent all or part of these cost increases from being recovered, and these higher costs could adversely affect the Company's short-term financial results.
−Removed: Jennie-O Turkey Store raises turkeys and contracts with turkey growers to meet its raw material requirements for whole birds and processed turkey products.
+Added: The Company raises turkeys and contracts with turkey growers to meet its raw material requirements for whole birds and processed turkey products.
Results in these operations are affected by the cost and supply of feed grains, which fluctuate due to climate conditions, production forecasts, and supply and demand conditions at local, regional, national, and worldwide markets.
28 unchanged sentences
If such requirements are enacted, the Company could experience significant cost increases in its operations and supply chain.
−Removed: Further, failure to accomplish goals set by the Company related to climate change or meet expectations of various Company stakeholders may cause decreased demand for the Company’s products and have an adverse effect on results of operations.
+Added: The Company has developed and publicly announced goals to reduce its impact on the environment such as the 20 by 30 Challenge and the recently announced validation of its greenhouse gas reduction targets by the Science Based Targets initiative.
+Added: The Company's ability to achieve these goals is subject to numerous factors and conditions, many of which are outside of its control.
+Added: Examples include, among others, evolving regulatory requirements, disclosure frameworks, and methodologies for reporting data.
+Added: Failure to accomplish goals set by the Company related to climate change or meet expectations of various Company stakeholders may cause decreased demand for the Company’s products and have an adverse effect on results of operations.
Legal and Regulatory Risks
10 unchanged sentences
Claims or enforcement proceedings could be brought against the Company in the future.
−Removed: The availability of government inspectors due
−Removed: to a government furlough could also cause disruption to the Company’s manufacturing facilities.
+Added: The availability of government inspectors due to a government furlough could also cause disruption to the Company’s manufacturing facilities.
Additionally, the Company is subject to new or modified laws, regulations, and accounting standards.
The Company’s failure or inability to comply with such requirements could subject the Company to civil remedies, including fines, injunctions, recalls or seizures, as well as potential criminal sanctions.
−Removed: A recent federal district court ruling has had a negative impact on harvest capacity and labor costs.
−Removed: Harvest facilities the Company uses are negotiating to resolve the situation and expect to reach a solution, but harvest capacity and labor costs will continue to be negatively impacted until a solution is reached.
+Added: A federal district court ruling has had a negative impact on harvest capacity and labor costs.
+Added: Harvest facilities the Company uses are negotiating to resolve the situation and expect to reach a solution, but harvest capacity and labor costs may continue to be negatively impacted until a solution is reached.
There can be no assurance a solution will be reached, in which case the negative impacts of the ruling would continue.
13 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.