5 unchanged sentences
The Company's solutions include attachments and hydrogen fuel cell power products, telematics, automation and fleet management services, as well as a variety of other power options for its lift trucks.
+Added: On May 31, 2024, the Company changed its corporate name to Hyster-Yale, Inc.
+Added: and the Company's wholly owned operating subsidiary, Hyster-Yale Group, Inc., changed its corporate name to Hyster-Yale Materials Handling, Inc.
The Company, through HYMH, designs, engineers, manufactures, sells and services a comprehensive line of lift trucks, attachments and aftermarket parts marketed globally, primarily under the Hyster ® and Yale ® brand names, mainly to independent Hyster ® and Yale ® retail dealerships.
−Removed: The Company's distribution network consisted of approximately 350 independent dealers as of June 30, 2024.
+Added: The Company's distribution network consisted of approximately 350 independent dealers as of September 30, 2024.
The materials handling business historically has been cyclical because the order rate for lift trucks fluctuates depending on the economic activity level in the various industries and countries its customers serve.
−Removed: Lift trucks and component parts are manufactured in the United States, China, Northern Ireland, Mexico, the Netherlands, Brazil, the Philippines, Italy, Japan and Vietnam.
−Removed: As of June 30, 2024, the Company owned a 90% majority interest in Hyster-Yale Maximal Forklift (Zhejiang) Co., Ltd.
+Added: Lift trucks and component parts are manufactured in the United States, Northern Ireland, China, Mexico, the Netherlands, Brazil, the Philippines, Italy, Japan and Vietnam.
+Added: As of September 30, 2024, the Company owned a 90% majority interest in Hyster-Yale Maximal Forklift (Zhejiang) Co., Ltd.
("Hyster-Yale Maximal").
4 unchanged sentences
Through the design, production and distribution of a wide range of attachments, Bolzoni has a strong presence in the market niche of lift truck attachments and industrial material handling.
+Added: In July 2024, Bolzoni acquired 60% of the equity interest of a machining business in Italy for an aggregate purchase price of $2.2 million.
+Added: Bolzoni maintains an option to purchase the remaining 40% of the equity interest of the machining business for a period of five years, subject to certain terms and conditions.
+Added: The results of operations of this acquired business have been included in the Bolzoni segment since the date of acquisition and are not material to the Company's results of operations, financial position or cash flows.
The Company operates Nuvera Fuel Cells, LLC ("Nuvera").
Nuvera is an alternative-power technology company focused on the design, manufacture and sale of hydrogen fuel cell stacks and engines.
−Removed: On May 31, 2024, the Company changed its corporate name to Hyster-Yale, Inc.
−Removed: and the Company’s wholly owned operating subsidiary, Hyster-Yale Group, Inc., changed its corporate name to Hyster-Yale Materials Handling, Inc.
CRITICAL ACCOUNTING POLICIES AND ESTIMATES
3 unchanged sentences
The results of operations for the Company were as follows:
−Removed: THREE MONTHS ENDED Favorable / (Unfavorable) SIX MONTHS ENDED Favorable / (Unfavorable)
−Removed: JUNE 30 JUNE 30
+Added: THREE MONTHS ENDED Favorable / (Unfavorable) NINE MONTHS ENDED Favorable / (Unfavorable)
+Added: SEPTEMBER 30 SEPTEMBER 30
2024 2023 % Change 2024 2023 % Change
7 unchanged sentences
$ 1,016.1 $ 1,001.2 1.5 % $ 3,240.7 $ 3,091.1 4.8 %
−Removed: THREE MONTHS ENDED Favorable / (Unfavorable) SIX MONTHS ENDED Favorable / (Unfavorable)
−Removed: JUNE 30 JUNE 30
+Added: THREE MONTHS ENDED Favorable / (Unfavorable) NINE MONTHS ENDED Favorable / (Unfavorable)
+Added: SEPTEMBER 30 SEPTEMBER 30
2024 2023 % Change 2024 2023 % Change
+Added: Gross profit (loss)
Americas $ 147.8 $ 149.2 (0.9) % $ 528.0 $ 413.8 27.6 %
4 unchanged sentences
Nuvera (3.0) (1.9) (57.9) % (7.8) (5.8) (34.5) %
−Removed: Eliminations — 0.1 (100.0) % 0.6 0.3 100.0 %
+Added: Eliminations (0.3) — n.m.
$ 192.9 $ 203.6 (5.3) % $ 687.9 $ 575.9 19.4 %
14 unchanged sentences
Nuvera ( 11.8 ) ( 9.4 ) (25.5) % ( 32.7 ) ( 28.4 ) (15.1) %
−Removed: Eliminations — 0.1 (100.0) % 0.6 0.3 100.0 %
+Added: Eliminations ( 0.3 ) — n.m.
$ 33.1 $ 58.6 (43.5) % $ 212.5 $ 160.0 32.8 %
4 unchanged sentences
Reported income tax rate 36.7 % 30.8 % 31.5 % 26.5 %
−Removed: The following is the detail of the approximate value of the Company's lift truck unit bookings dollar value and lift truck backlog dollar value.
+Added: - not meaningful
+Added: The following is the detail of the approximate sales value of the Company's lift truck unit bookings dollar value and lift truck backlog dollar value.
The dollar value of bookings and backlog is calculated using the current unit bookings and backlog and the forecasted average sales price per unit.
−Removed: As of June 30, 2024, substantially all of the Company's backlog is expected to be sold within the next twelve months.
−Removed: THREE MONTHS ENDED SIX MONTHS ENDED
−Removed: JUNE 30 JUNE 30
+Added: As of September 30, 2024, substantially all of the Company's backlog is expected to be sold within the next twelve months.
+Added: THREE MONTHS ENDED NINE MONTHS ENDED
+Added: SEPTEMBER 30 SEPTEMBER 30
2024 2023 2024 2023
1 unchanged sentence
Backlog, approximate sales value $ 2,300 $ 3,540 $ 2,300 $ 3,540
−Removed: Second Quarter of 2024 Compared with Second Quarter of 2023
−Removed: The following table identifies the components of change in revenues for the second quarter of 2024 compared with the second quarter of 2023:
+Added: Third Quarter of 2024 Compared with Third Quarter of 2023
+Added: The following table identifies the components of change in revenues for the third quarter of 2024 compared with the third quarter of 2023:
HY Americas EMEA JAPIC
3 unchanged sentences
Other 6.7 5.6 0.6 0.5
+Added: Parts 0.2 0.4 (0.5) 0.3
Unit volume and product mix (8.0) 31.0 (37.9) (1.1)
Foreign currency (1.5) (2.5) 0.8 0.2
−Removed: Parts (7.5) (4.3) (2.1) (1.1)
Bolzoni revenues 4.8 — — —
2 unchanged sentences
2024 $ 1,016.1 $ 771.1 $ 145.0 $ 51.3
−Removed: Revenues increased 7.1% to $1,168.1 million in the second quarter of 2024 from $1,090.6 million in the second quarter of 2023.
−Removed: The increase in Lift Truck revenues was primarily due to improved pricing, as well as favorable "Other" revenue as a result of lower customer and dealer incentive programs in 2024 compared to 2023.
−Removed: These increases were partially offset by a decline in unit volume in EMEA and lower parts sales, which were more than offset by a favorable shift in sales to higher-priced lift trucks, primarily in the Americas.
−Removed: The shift in sales to higher-priced lift trucks was mainly as a result of increased sales of higher capacity models within Class IV and V internal combustion trucks, including higher sales of Big Trucks.
−Removed: Bolzoni's revenues increased in the second quarter of 2024 compared with the second quarter of 2023, primarily due to higher sales volumes.
−Removed: The following table identifies the components of change in operating profit (loss) for the second quarter of 2024 compared with the second quarter of 2023:
+Added: Revenues increased 1.5% to $1,016.1 million in the third quarter of 2024 from $ 1,001.2 million in the third quarter of 2023.
+Added: The increase in Lift Truck revenues was primarily due to improved pricing, higher fleet services and other revenues and a favorable sales mix shift in 2024 compared to 2023.
+Added: These increases were partially offset by a decline in unit volume, mainly in EMEA, which more than offset unit volume increases in the Americas.
+Added: Bolzoni's revenues increased in the third quarter of 2024 compared with the third quarter of 2023, primarily due to higher sales volumes.
+Added: The following table identifies the components of change in operating profit (loss) for the third quarter of 2024 compared with the third quarter of 2023:
Operating Profit (Loss)
7 unchanged sentences
2024 $ 33.1 $ 52.7 $ (9.6) $ (4.1)
−Removed: The Company recognized operating profit of $95.6 million in the second quarter of 2024 compared with $58.8 million in the second quarter of 2023.
−Removed: The increase in Lift Truck operating profit was primarily due to improved gross profit from higher pricing of $49.1 million, mainly in the Americas, improved margin from lower dealer and customer incentives and favorable material costs in the Americas.
−Removed: These increases were partially offset by manufacturing inefficiencies tied to lower production volumes and lower parts volumes.
−Removed: The increase in gross profit was partially offset by higher selling, general and administrative expenses, primarily related to higher marketing, product development and product liability costs, as well as increased employee-related costs, including incentive compensation.
−Removed: Operating profit in the Americas increased in the second quarter of 2024 compared with the second quarter of 2023, mainly as a result of improved gross profit from higher pricing of $47.0 million, improved margin from lower dealer and customer incentives and favorable material costs.
−Removed: Operating profit was unfavorably impacted by higher selling, general and administrative expenses.
−Removed: EMEA's operating profit increased in the second quarter of 2024 compared with the second quarter of 2023, primarily from higher gross profit from a shift in sales to higher-margin lift trucks and improved pricing of $2.1 million.
−Removed: The increase was partially offset by lower unit and parts volume and higher selling, general and administrative expenses.
−Removed: The operating loss in JAPIC increased to $5.7 million in the second quarter of 2024 from $3.8 million in the second quarter of 2023, mainly due to higher freight costs.
−Removed: Bolzoni's operating profit decreased in the second quarter of 2024 compared with the second quarter of 2023, primarily due to higher selling, general and administrative expenses which more than offset an improvement in gross profit.
−Removed: The operating loss at Nuvera increased in the second quarter of 2024 compared with the second quarter of 2023, mainly due to higher selling, general and administrative expenses, primarily related to higher product development and lease expenses.
−Removed: The Company recognized net income attributable to stockholders of $ 63.3 million in the second quarter of 2024 compared with $ 38.3 million in the second quarter of 2023.
−Removed: The improvement was primarily the result of higher operating profit, partially offset by increased income tax expense, mainly from a higher effective income tax rate in the second quarter of 2024 compared with the second quarter of 2023.
−Removed: This higher rate was due to the continued capitalization of research and development expenditures for U.S.
−Removed: tax purposes combined with the Company's inability to record deferred tax assets on its balance sheet given its U.S.
−Removed: valuation allowance position.
+Added: The Company recognized operating profit of $33.1 million in the third quarter of 2024 compared with $58.6 million in the third quarter of 2023.
+Added: The decrease in Lift Truck operating profit was primarily due to lower gross profit mainly from higher freight costs, lower sales margins and other cost inflation-related variances.
+Added: These decreases were partially offset by higher pricing of $18.0 million, mainly in the Americas.
+Added: Additionally, selling, general and administrative expenses were higher, primarily related to higher sales, marketing and information technology costs, as well as increased employee-related costs, including incentive compensation.
+Added: Operating profit in the Americas decreased to $52.7 million in the third quarter of 2024 compared with $65.4 million in the third quarter of 2023, mainly as a result of higher selling, general and administrative expenses, primarily due to increased employee-related costs, including incentive compensation and higher sales, marketing and information technology costs.
+Added: The Americas's gross profit decreased modestly, primarily due to higher freight costs and cost inflation-related variances.
+Added: These decreases were partially offset by higher pricing of $20.1 million, higher unit volumes and a shift in sales to higher-margin lift
+Added: trucks, mainly as a result of increased sales of higher capacity models within Class 1 and 4 lift trucks and higher-priced Class 5 internal combustion lift trucks.
+Added: EMEA recognized an operating loss of $9.6 million in the third quarter of 2024 compared with operating profit of $2.4 million in the third quarter of 2023.
+Added: The decrease was primarily from lower gross profit from lower unit volume and pricing along with a shift in sales to lower-margin lift trucks, combined with higher selling, general and administrative expenses.
+Added: The operating loss in JAPIC increased to $4.1 million in the third quarter of 2024 from $2.7 million in the third quarter of 2023, mainly due to lower unit volumes.
+Added: Bolzoni's operating profit increased to $6.2 million in the third quarter of 2024 compared with $2.9 million in the third quarter of 2023, primarily due to favorable unit volumes, sales of higher-margin units and manufacturing efficiencies.
+Added: The operating loss at Nuvera increased in the third quarter of 2024 compared with the third quarter of 2023, mainly due to lower revenues and an increase in selling, general and administrative expenses, primarily related to higher utility and lease expenses.
+Added: In addition, Nuvera recognized a $0.2 million severance charge in the third quarter of 2024.
+Added: The Company recognized net income attributable to stockholders of $ 17.2 million in the third quarter of 2024 compared with $ 35.8 million in the third quarter of 2023.
+Added: The decline was primarily the result of lower operating profit in addition to a higher effective income tax rate in the third quarter of 2024 compared with the third quarter of 2023.
See Note 5 of the Company's condensed consolidated financial statements for further discussion of the Company's income tax provision.
−Removed: First Six Months of 2024 Compared with First Six Months of 2023
−Removed: The following table identifies the components of change in revenues for the first six months of 2024 compared with the first six months of 2023:
+Added: First Nine Months of 2024 Compared with First Nine Months of 2023
+Added: The following table identifies the components of change in revenues for the first nine months of 2024 compared with the first nine months of 2023:
HY Americas EMEA JAPIC
10 unchanged sentences
2024 $ 3,240.7 $ 2,422.3 $ 532.2 $ 137.7
−Removed: Revenues increased 6.4% to $2,224.6 million in the first six months of 2024 from $2,089.9 million in the first six months of 2023.
−Removed: The increase was primarily due to improved pricing, as well as favorable "Other" revenue as a result of lower customer and dealer incentive programs in 2024 compared to 2023.
−Removed: These increases were partially offset by a decline in unit volume in EMEA, which was more than offset by a favorable shift in sales to higher-priced lift trucks mainly in the Americas, as well as lower part sales.
−Removed: The shift in sales to higher-priced lift trucks was mainly as a result of increased sales of higher capacity models within Class IV and V internal combustion trucks, including higher sales of Big Trucks.
−Removed: Bolzoni revenues increased in the first six months of 2024 compared with the first six months of 2023, mainly from improved pricing.
−Removed: The following table identifies the components of change in operating profit for the first six months of 2024 compared with the first six months of 2023:
+Added: Revenues increased 4.8% to $3,240.7 million in the first nine months of 2024 from $ 3,091.1 in the first nine months of 2023.
+Added: The increase was primarily due to improved pricing, higher fleet services and other revenue from lower customer and dealer incentive programs in 2024 compared to 2023.
+Added: These increases were partially offset by lower parts volumes and a decline in unit volume in EMEA, which more than offset favorable unit volume in the Americas.
+Added: Bolzoni revenues increased in the first nine months of 2024 compared with the first nine months of 2023, mainly from higher sales volumes and improved pricing.
+Added: The following table identifies the components of change in operating profit for the first nine months of 2024 compared with the first nine months of 2023:
Operating Profit (Loss)
7 unchanged sentences
2024 $ 212.5 $ 246.3 $ 0.4 $ (15.3)
−Removed: The Company recognized an operating profit of $179.4 million in the first six months of 2024 compared with $101.4 million in the first six months of 2023.
−Removed: The increase in Lift Truck operating profit was primarily due to improved gross profit from higher pricing of $107.3 million in the Americas and EMEA, favorable material costs and improved margin from lower dealer and customer incentives in the Americas compared with the first six months of 2023.
−Removed: These items were partially offset by higher selling, general and administrative expenses primarily due to increased employee-related costs, including incentive compensation, as well as higher product development and marketing costs.
−Removed: Operating profit in the Americas increased in the first six months of 2024 compared with the first six months of 2023, primarily due to improved gross profit from higher pricing of $94.5 million, favorable material costs and improved margin from lower dealer and customer incentives in the Americas compared with the first six months of 2023.
−Removed: These improvements were partially offset by manufacturing inefficiencies tied to lower production volumes and lower parts sales.
−Removed: In addition, operating profit was unfavorably impacted by higher selling, general and administrative expenses.
−Removed: EMEA's operating profit increased in the first six months of 2024 compared with the first six months of 2023, mainly due to improved gross profit from improved pricing of $12.8 million and a shift in sales mix to higher-margin lift trucks, partially offset by lower unit and part volumes.
−Removed: JAPIC's operating loss increased to $11.2 million in the first six months of 2024 from $6.1 million in the first six months of 2023, primarily due to lower gross profit from unfavorable freight costs, lower unit and part volume and a shift in mix to lower-margin products, partially offset by favorable foreign currency movements and lower selling, general and administrative expenses.
−Removed: Bolzoni's operating profit decreased to $7.3 million in the first six months of 2024 compared with $9.8 million in the first six months of 2023, mainly due to higher selling, general and administrative costs, primarily related to higher employee and warranty costs.
−Removed: Nuvera's operating loss increased to $20.9 million in the first six months of 2024 compared with $19.0 million in the first six months of 2023, primarily from higher selling, general and administrative expenses, primarily related to higher lease expenses.
−Removed: The Company recognized net income attributable to stockholders of $ 114.8 million in the first six months of 2024 compared with $ 64.9 million in the first six months of 2023.
+Added: The Company recognized an operating profit of $212.5 million in the first nine months of 2024 compared with $160.0 million in the first nine months of 2023.
+Added: The increase in Lift Truck operating profit was primarily due to improved gross profit from higher pricing of $125.3 million, mainly in the Americas, partially offset by unfavorable manufacturing variances as result of lower unit volumes and higher freight costs.
+Added: The increase in gross profit was partially offset by higher selling, general and administrative expenses related to increased employee-related costs, including incentive compensation, as well as higher marketing and product development costs.
+Added: Operating profit in the Americas increased in the first nine months of 2024 compared with the first nine months of 2023, primarily due to improved gross profit from higher pricing of $114.6 million, favorable material costs and improved margin from lower dealer and customer incentives in the Americas compared with the first nine months of 2023.
+Added: These improvements were partially offset by manufacturing inefficiencies tied to lower production volumes, lower parts sales and higher freight costs.
+Added: In addition, operating profit was unfavorably impacted by higher selling, general and administrative expenses related to increased employee-related costs, including incentive compensation, as well as higher marketing and product development costs.
+Added: EMEA's operating profit was $0.4 million in the first nine months of 2024 compared with $6.1 million the first nine months of 2023.
+Added: The decrease was mainly due to an increase in selling, general and administrative expenses relating to higher employee-related costs, including incentive compensation, as well as higher marketing costs.
+Added: JAPIC's operating loss increased to $15.3 million in the first nine months of 2024 from $8.8 million in the first nine months of 2023, primarily due to lower gross profit from material cost inflation, and lower unit volume, partially offset by favorable foreign currency movements and lower selling, general and administrative expenses.
+Added: Bolzoni's operating profit increased to $13.5 million in the first nine months of 2024 compared with $12.7 million in the first nine months of 2023, primarily due to sales of higher-margin units, favorable unit volumes and manufacturing efficiencies, partially offset by higher selling, general and administrative costs, primarily related to higher employee-related costs.
+Added: Nuvera's operating loss increased to $32.7 million in the first nine months of 2024 compared with $28.4 million in the first nine months of 2023, primarily from lower revenue and an increase in selling, general and administrative expenses, primarily related to higher utility and lease expenses.
+Added: The Company recognized net income attributable to stockholders of $ 132.0 million in the first nine months of 2024 compared with $ 100.7 million in the first nine months of 2023.
The improvement was primarily the result of the factors affecting operating profit, partially offset by higher income taxes.
+Added: This higher income tax rate was due to the continued capitalization of research and development expenditures for U.S.
+Added: tax purposes combined with the Company's inability to record deferred tax assets on its balance sheet given its U.S.
+Added: valuation allowance position.
See Note 5 of the Company's condensed consolidated financial statements for further discussion of the Company's income tax provision.
LIQUIDITY AND CAPITAL RESOURCES
−Removed: The following tables detail the changes in cash flow for the six months ended June 30:
+Added: The following tables detail the changes in cash flow for the nine months ended September 30:
2024 2023 Change
14 unchanged sentences
Proceeds from the sale of assets and business 1.4 2.3 (0.9)
+Added: Business acquisition, net of cash acquired (2.2) — (2.2)
Purchase of noncontrolling interest — (3.2) 3.2
Net cash used for investing activities (30.7) (19.8) (10.9)
+Added: Business acquisition, net of cash acquired
Cash flow before financing activities $ 59.3 $ 85.3 $ (26.0)
−Removed: Net cash provided by operating activities decreased $24.9 million in the first six months of 2024 compared with the first six months of 2023, primarily as a result of changes in assets and liabilities partially offset by higher net income.
−Removed: The changes in assets and liabilities were mainly due to a large decrease in accounts payable and other liabilities during the first six months of 2024 compared with the first six months of 2023.
−Removed: The decrease in accounts payable and other liabilities is mainly due to a decrease in customer deposits, payment of employee incentives and higher settlements of product liability claims in the first six months of 2024 compared with the first six months of 2023.
−Removed: In addition, accounts receivable increased mainly due to increased revenues in the first six months of 2024 compared to the first six months of 2023.
−Removed: The change in net cash used for investing activities during the first six months of 2024 compared with the first six months of 2023 was mainly due to higher capital expenditures in 2024 partially offset by the absence of Bolzoni's purchase of a noncontrolling interest in 2023.
+Added: Net cash provided by operating activities decreased $15.1 million in the first nine months of 2024 compared with the first nine months of 2023, primarily as a result of changes in assets and liabilities partially offset by higher net income.
+Added: The unfavorable net changes in assets and liabilities were mainly due to a large increase in accounts receivable and inventories during the first nine months of 2024 compared with the first nine months of 2023.
+Added: The increase in accounts receivable is mainly due to higher sales with longer payment terms during the first nine months of 2024 compared with the first nine months of 2023.
+Added: In addition, inventory increased in the first nine months of 2024 compared to the first nine months of 2023 due mainly to changes in the timing of shipments to customers.
+Added: The change in net cash used for investing activities during the first nine months of 2024 compared with the first nine months of 2023 was mainly due to higher capital expenditures in 2024.
2024 2023 Change
5 unchanged sentences
Net cash used for financing activities $ (62.2) $ (69.1) $ 6.9
−Removed: The change in net cash used for financing activities was primarily due to additional borrowings during the first six months of 2024 compared with debt repayments in the first six months of 2023.
−Removed: Additionally, the Company purchased treasury stock in the first six months of 2024 related to employee-related incentive stock compensation plans.
+Added: The change in net cash used for financing activities was primarily due to lower net payments during the first nine months of 2024 compared with the first nine months of 2023.
+Added: Additionally, the Company purchased treasury stock in the first nine months of 2024 related to employee-related incentive stock compensation plans.
Financing Activities
3 unchanged sentences
The obligations under the Facility are generally secured by a first priority lien on working capital assets of the borrowers and guarantors in the Facility, which includes but is not limited to cash and cash equivalents, accounts receivable and inventory, and a second priority lien on the present and future shares of capital stock, fixtures and general intangibles consisting of intellectual property.
−Removed: The approximate book value of assets held as collateral under the Facility was $1.3 billion as of June 30, 2024.
+Added: The approximate book value of assets held as collateral under the Facility was $1.3 billion as of September 30, 2024.
The Facility includes restrictive covenants, which, among other things, limit additional borrowings and investments of the Company subject to certain thresholds, as provided in the Facility.
1 unchanged sentence
The Facility also requires the Company to achieve a minimum fixed charge coverage ratio when total excess availability is less than the greater of 10% of the total borrowing base, as defined in the Facility, and $20.0 million.
−Removed: At June 30, 2024, the Company was in compliance with the covenants in the Facility.
−Removed: Key terms of the Facility as of June 30, 2024 were as follows:
+Added: At September 30, 2024, the Company was in compliance with the covenants in the Facility.
+Added: Key terms of the Facility as of September 30, 2024 were as follows:
borrowing capacity $ 210.0
20 unchanged sentences
working capital assets of the borrowers and guarantors of the Facility, which includes, but is not limited to, cash and cash equivalents, accounts receivable and inventory.
−Removed: The approximate book value of assets held as collateral under the Term Loan was $900 million as of June 30, 2024.
+Added: The approximate book value of assets held as collateral under the Term Loan was $1.0 billion as of September 30, 2024.
In addition, the Term Loan includes restrictive covenants, which, among other things, limit additional borrowings and investments of the Company subject to certain thresholds, as provided in the Term Loan.
1 unchanged sentence
dividends and other restricted payments the Company may make in any fiscal year, unless the consolidated total net leverage ratio, as defined in the Term Loan, does not exceed 2.50 to 1.00 at the time of the payment.
−Removed: At June 30, 2024, the Company was in compliance with the covenants in the Term Loan.
−Removed: Key terms of the Term Loan as of June 30, 2024 were as follows:
+Added: At September 30, 2024, the Company was in compliance with the covenants in the Term Loan.
+Added: Key terms of the Term Loan as of September 30, 2024 were as follows:
Outstanding $ 217.7
6 unchanged sentences
Applicable interest rate, for amounts outstanding 8.46%
−Removed: The Company had other debt outstanding, excluding finance leases, of approximately $153.8 million at June 30, 2024.
+Added: The Company had other debt outstanding, excluding finance leases, of approximately $152.7 million at September 30, 2024.
In addition to the excess availability under the Facility of $219.7 million, the Company had remaining availability of $41.9 million related to other non-U.S.
−Removed: revolving credit agreements at June 30, 2024.
+Added: revolving credit agreements at September 30, 2024.
The Company believes funds available from cash on hand, the Facility, other available lines of credit and operating cash flows will provide sufficient liquidity to meet its operating needs and commitments during the next twelve months and until the expiration of the Facility in June 2026.
3 unchanged sentences
The following table summarizes actual and planned capital expenditures:
−Removed: Six Months Ended June 30, 2024 Planned for Remainder of 2024 Planned 2024 Total Actual 2023
+Added: Nine Months Ended September 30, 2024 Planned for Remainder of 2024 Planned 2024 Total Actual 2023
Lift truck business $ 23.5 $ 15.6 $ 39.1 $ 26.8
16 unchanged sentences
OUTLOOK AND LONG-TERM OBJECTIVES
+Added: Consolidated Strategic Perspective
+Added: The Company believes its strong 2023 and 2024 year-to-date financial performance benefited significantly from actions taken over the past few years to deliver on the Company's two promises:
+Added: first, to provide optimal solutions for our customers and second, to provide exceptional customer care.
+Added: These actions include implementation of key strategies, projects and significant process improvements, all of which better position the Company for substantial longer-term profitable growth.
+Added: As part of this, the Company’s product development and process improvement efforts are leading to significant advantages, including:
+Added: • more efficient lift truck production, which supports higher volumes on existing production lines;
+Added: • leveraging modular and scalable product designs to produce similar high-volume trucks globally, enabling the Company to better meet customer demand while minimizing operational costs;
+Added: • maximizing operational efficiency and factory utilization by enabling the Company’s plants to build internal combustion and electric trucks on the same production lines;
+Added: • phasing out Bolzoni’s lower-margin legacy component manufacturing, which creates manufacturing space for further profitable attachment growth.
+Added: These improvements are leading to a more efficient and flexible organization which is now positioned to further optimize the Company’s operations and costs.
+Added: As a result, in October 2024, the Company concluded that new programs should be undertaken in the Americas to lower costs, optimize its Americas’ manufacturing footprint, reduce lead times and better position the Company for increased margins and further growth.
+Added: The Company expects to incur restructuring charges in the future as it fully executes these manufacturing improvement programs over the next 12 to 36 months.
+Added: Since the details of these programs are still being finalized, an in depth estimate of charges and expected benefits has not yet been fully determined.
+Added: The Company will provide more details with its Q4 2024 earnings results along with a more comprehensive 2025 market and business outlook.
Lift Truck Business
−Removed: The Lift Truck business is focused on delivering optimal solutions to its broad customer base, including lift trucks and advanced on-truck technologies, such as its innovative Operator Assist Systems (OAS).
−Removed: Together, these solutions provide customers with the right capabilities and functionality for their specific applications, while also increasing the unit sales value substantially.
−Removed: As a result of both Lift Truck's product line breadth and increasingly value-add technology solutions, per unit truck sales values can differ materially.
−Removed: Thus, aggregate unit data has become less meaningful.
−Removed: In this context, the Company will focus on total dollar values as its measure for bookings and backlog.
−Removed: Lift Truck estimates that the Q2 2024 global lift truck market was lower than prior year levels, with a significant decrease in the Americas market and a more moderate reduction in the EMEA market.
−Removed: The Industrial Truck Association (ITA) provides current North America market data for factory bookings, generally defined as orders placed directly with the manufacturer, which showed a 56% year-over-year decrease in Q2 2024.
−Removed: The reduced North America factory booking rates were expected after the highly elevated levels experienced during the pandemic and subsequent period of supply chain shortages.
−Removed: However, the decrease was steeper and earlier than anticipated.
−Removed: In effect, these recent, low factory bookings are quickly moving total average factory bookings back toward a normalized growth trend line.
−Removed: The Lift Truck business currently expects below-trend North America factory bookings to continue into early 2025.
−Removed: During this period, it is expected that the below-trend booking levels will balance out the prior above-trend rates, returning the market to a normalized level.
−Removed: Consistent with these market factors, Lift Truck's dollar-value factory bookings continued to decline quarter-over-quarter to $380 million in Q2 2024 from $680 million in Q2 2023 and $520 million in Q1 2024.
−Removed: The Americas segment decline was most significant with Q2 2024 factory bookings of $230 million down 56% from prior year and 36% sequentially.
−Removed: While Lift Truck increased its Americas market share in the first six months of 2024, this did not offset the steep market decline.
−Removed: To put 2024's North America factory bookings in context, Lift Truck believes that recent factory booking declines are due to:
−Removed: • Order cancellations by customers who no longer need previously placed orders due to lower than expected activity,
−Removed: • Reduced lead times,
−Removed: • Customer and dealer requests to delay shipments of current backlog orders to a time that better suits their needs, or
−Removed: • Current retail bookings, orders placed through dealers with specific end-customer purchase orders, being fulfilled from existing, unshipped factory bookings or from current dealer stock levels.
−Removed: Considering Lift Truck's strong global backlog, including in the Americas, shipments are expected to continue at sound levels for the remainder of 2024.
−Removed: The Americas' few remaining open 2024 production slots are expected to be filled between August and December.
−Removed: This segment is working to extend its backlog by filling open 2025 production slots, largely in the second half of the year.
−Removed: Lift Truck expects to continue increasing Americas' market share over the remainder of 2024 and into 2025.
−Removed: These expected gains are the result of the recently introduced 1 to 3.5-ton modular, scalable products reaching their full market potential, as well as additional modular, scalable products expected to be launched in the second half of 2024 and first half of 2025.
−Removed: The market situation in the EMEA and JAPIC segments is similar to the Americas but much less pronounced.
−Removed: During the pandemic and supply chain disruption periods, factory orders in these regions increased more slowly than in the Americas.
−Removed: EMEA and JAPIC factory orders were $150 million in Q2 2024 compared to $160 million in both Q2 2023 and Q1 2024.
−Removed: EMEA and JAPIC market shares are expected to strengthen as production rates for the new 1 to 3.5-ton modular, scalable products ramps up.
−Removed: Share is expected to improve further as the new products begin to achieve their full potential, along with the launch of additional products later in 2024 and in 2025.
−Removed: Production slots in these regions are also largely filled for the balance of 2024, with some lines already in a strong backlog position for 2025.
−Removed: Lift Truck's current backlog should keep its global shipments generally in line with 2024 production expectations.
−Removed: However, certain lines, particularly in the JAPIC and EMEA lower value warehouse products, are expected to have lower shipments in the second half of 2024 compared to the first half.
−Removed: Global production levels may moderate in 2025 without market or share improvements above current expectations.
−Removed: Over the past 18 months, Lift Truck has benefited from strong pricing tailwinds and a significant order backlog, which led to product margins above the targeted levels.
−Removed: Looking ahead, Lift Truck is focused on maintaining competitively priced products at or above targeted margin levels.
−Removed: Lift Truck expects to achieve its targeted booking margins through a combination of new model introductions, cost decreases and ongoing pricing discipline.
−Removed: The combination of rising market share and new bookings, along with the seasonally lower Q3 production levels and Lift Truck’s $2.6 billion backlog, which is equal to 6 to 7 months of revenue at the current quarterly run rate, should help to support the business until market levels improve.
−Removed: In this context, Lift Truck expects continued year-over-year revenue growth and strong product margins in the second half of 2024 as higher-priced, higher-margin backlog units are shipped.
−Removed: Material and freight cost inflation is expected to somewhat temper the favorable second-half price-to-cost ratio.
−Removed: The combination of these factors and higher operating expenses are expected to reduce second-half operating profit modestly compared with the prior year.
−Removed: Lift Truck is closely monitoring the effects of freight and material cost inflation and a weaker U.S.
−Removed: market and will quickly take any additional cost containment actions needed to help offset the negative impacts.
−Removed: Specifically, in Q3 2024, revenues are expected to increase compared to the prior year, while operating profit is expected to be comparable.
−Removed: Sequentially, third-quarter revenues and operating profit are expected to decrease from the strong second-quarter results due to normal business seasonality and modest impacts from freight cost inflation.
−Removed: Bolzoni expects second-half 2024 gross profit to increase compared to second-half 2023.
−Removed: Product margins are expected to improve, despite an expected revenue decline, as Bolzoni increases production of higher-margin attachments and phases out lower-margin legacy component sales to the Lift Truck business.
−Removed: Second-half 2024 operating profit is expected to increase year-over-year, with increased gross profits partly offset by higher operating expenses.
−Removed: Nuvera remains focused on increasing customer product demonstrations and customer orders in second-half 2024.
−Removed: Shipments are expected to increase in the second half of the year, specifically Q4 2024, compared to second-half 2023, due to current customer orders and anticipated orders for Nuvera's new portable generator, which was introduced in May 2024.
−Removed: The combination of the higher sales and anticipated lower operating expenses is expected to lead to a lower second-half operating loss year-over-year.
−Removed: Full-year 2024 results are expected to improve compared to the Company's prior outlook due to better-than-expected second quarter results and anticipated further financial improvements in the second half of the year.
−Removed: Second-half revenues should increase while operating profit is likely to moderate slightly compared to the same 2023 period.
−Removed: The Company expects lower interest and tax expense in the second half, year-over-year.
−Removed: As a result, second-half 2024 net income is anticipated to be generally comparable to strong prior year levels, with a modest third-quarter decline expected to be offset by a fourth-quarter improvement.
−Removed: The Company's effective tax rate is anticipated to be modestly higher than 2023, largely due to the capitalization of research and development expenses, but lower than previously anticipated due to a higher U.S.
−Removed: earnings base.
−Removed: For the twelve-month period ended June 30, 2024, the Company achieved its 7% operating profit margin goal for the combined Lift Truck and Bolzoni businesses, and it achieved its consolidated goal for a greater than 20% return on total capital employed.
−Removed: These favorable results were due to the substantial post-pandemic backlog in the Lift Truck business and lower-than-anticipated cost inflation.
−Removed: The latter followed a sustained period of high inflation that resulted in multiple lift truck price increases.
−Removed: With markets returning to more normalized levels over time, results are likely to moderate in the 2024 second half from the robust first-half levels.
−Removed: As a result, the Company expects its return measures to moderate, but remain above pre-pandemic levels.
−Removed: However, over time, the Company expects its return measures to return to target levels and be sustainable as a result of its maturing strategic initiatives.
−Removed: The Company continues to focus on reducing its financial leverage and improving its cash flows and expects further inventory reductions to decrease working capital.
−Removed: Capital expenditures are expected to be $60 million in 2024, down from a Q1 2024 projection of $84 million.
−Removed: While substantial investments are anticipated, maintaining liquidity remains a priority.
−Removed: Overall, the Company expects 2024 cash flow from operations to increase significantly compared with 2023.
+Added: Lift Truck estimates that the Q3 2024 global lift truck market declined moderately from prior year levels.
+Added: The rate of the year-over-year market bookings decrease accelerated compared to Q2 2024 as more regions experienced deterioration, including a reversal of positive trends previously seen in EMEA.
+Added: The Q4 2024 global lift truck market is expected to decline further year-over-year, with the Americas and EMEA markets decreasing at an accelerating pace and JAPIC generally stabilizing.
+Added: Importantly, these below-trend market booking levels are expected to accelerate the offset of the significantly above-trend market booking rates experienced between 2021 and 2023.
+Added: These counterbalancing forces should return the market to more normalized long-term growth rates over the next several quarters.
+Added: In 2025, the Lift Truck anticipates the global lift truck market will decrease modestly from 2024 levels, with a first-half decline mostly offset by a second-half increase.
+Added: Regionally, the Americas and JAPIC markets are expected to lead to comparable year-over-year orders in 2025.
+Added: In EMEA, second-half 2025 improvements are not expected to fully offset a first-half deterioration.
+Added: Consistent with the market declines, the Company's factory bookings dollar-value decreased 3% to $370 million in Q3 2024 from $380 million in Q2 2024, broadly suggesting stabilization for Lift Truck at a lower rate.
+Added: While Lift Truck's Q3 2024 overall bookings dollar-value declined compared with Q2 2024, Americas Q3 2024 bookings dollar-value improved 8% compared with the second quarter, primarily due to increased volumes of higher-priced, 4- to 6-ton
+Added: Class 1 and the Company's new modular, scalable 1- to 3-ton Class 5 lift trucks.
+Added: EMEA and JAPIC bookings dollar-value declined 19% from Q2 2024.
+Added: As a result of Lift Truck's warehouse penetration strategy, including advanced on-truck technologies, Lift Truck anticipates Q3 2024 Americas and EMEA bookings will reflect warehouse market share gains.
+Added: These gains are expected to continue in Q4 2024 and 2025.
+Added: Overall market share improvements are also expected in all regions as production rates ramp up on the new 1- to 3.5-ton modular, scalable products.
+Added: Additional new modular, scalable products are expected to launch in the first half of 2025, as well as electric models of the 1- to 3.5-ton trucks later in the year, which should accelerate the pace of share gains over time.
+Added: These Q3 and Q4 2024 and early 2025 bookings are expected to reflect continued extension of Lift Truck's roughly seven-month backlog.
+Added: The new bookings should fill open 2025 production slots, largely in the second half of the year, where some lines are already in a solid backlog position.
+Added: Rising market share and new bookings, along with Lift Truck’s $2.3 billion backlog, should provide a solid production foundation for the business with improving market levels in the second half of 2025, and set the stage for higher production in 2026.
+Added: The current backlog should support 2025 shipment levels generally in line with 2024.
+Added: The Company's global production levels may moderate in 2025 without expected market or share improvements.
+Added: For much of the past two years, Lift Truck has benefited from strong pricing tailwinds and a significant order backlog.
+Added: This led to product margins well above Lift Truck's targeted levels.
+Added: Looking ahead, Lift Truck is focused on maintaining bookings of competitively priced products at or above targeted margin levels.
+Added: Lift Truck expects to continue to achieve its targeted booking margins through a combination of new model introductions and ongoing cost and pricing discipline.
+Added: In this context, Q4 2024 consolidated Lift Truck revenues and operating profit are expected to be roughly comparable year-over-year.
+Added: Anticipated continued strong product margins, from the shipment of higher-priced, higher-margin backlog units, are expected to be offset by increased freight and material costs and higher operating expenses.
+Added: Looking forward, Lift Truck's backlog is expected to remain healthy, while continuing to decline toward normalized levels.
+Added: Despite a profitable backlog foundation and ongoing pricing discipline, the lower backlog and market levels could result in a 2025 year-over-year revenue decrease.
+Added: Given a potential revenue decline, in combination with anticipated cost inflation and an operating expense run rate similar to the second half of 2024, Lift Truck expects an operating profit in 2025 significantly lower than the exceptionally strong 2024 full year.
+Added: In Q4 2024, Bolzoni product margins are expected to modestly improve year-over-year, despite lower revenues, as increased production of higher-margin attachments more than offsets the planned phase out of lower-margin legacy component sales to the Lift Truck business.
+Added: Higher material and freight costs, along with increased employee-related expenses, are expected to offset the improved product margins, leading to a substantial decrease in operating profit compared with Q4 2023.
+Added: As Bolzoni continues phasing out legacy components, 2025's operating profit is expected to improve over 2024 despite anticipated lower sales volumes.
+Added: During Q4 2024 and in 2025, Nuvera will remain focused on increasing customer product demonstrations and orders, specifically for its new portable hydrogen fuel cell-powered generator.
+Added: This product was introduced in May 2024 and began customer and dealer demonstrations in September 2024.
+Added: Q4 2024 revenues are expected to increase year-over-year and be comparable quarter-over-quarter.
+Added: The benefits from revenue growth are expected to be offset by higher product development costs, resulting in a modest increase in the Q4 2024 operating loss compared with Q4 2023.
+Added: In 2025, Nuvera expects full-year revenues to increase due to higher fuel cell sales.
+Added: The revenue benefits are likely to be partly offset by a modest increase in product development costs year-over-year to support further development on Nuvera’s more powerful 125Kw fuel cell engine.
+Added: In total, 2025's operating results are expected to improve compared to 2024, in part due to benefits realized from the 2024 reduction in force action.
+Added: Consolidated Q4 2024 revenues and net income anticipated to be roughly comparable to robust prior year levels.
+Added: The Company continues to make progress toward its goal of generating 7% operating profit margins across each business cycle in the Lift Truck and Bolzoni businesses.
+Added: In periods of robust demand, like those experienced in recent quarters, the Company
+Added: exceeded its target margin levels.
+Added: During the current environment of soft demand, the Company’s extended backlog of higher-margin trucks is providing a shock absorber for financial results.
+Added: The Company expects production levels to continue to outpace bookings for the next several quarters, bringing the backlog to more normalized levels by mid-2025.
+Added: Bookings are expected to accelerate in the second half of 2025 and the Company expects improved production levels in 2026.
+Added: In the meantime, strategic actions to reduce costs, improve productivity and deliver high-quality, highly customizable products made consistently around the globe should enable the Company to be more profitable in all phases of the business cycle.
+Added: These actions are ongoing and will gain momentum in the coming quarters.
+Added: As a result of the aforementioned factors, the Company believes 2025 revenues may be lower than 2024 and operating profit and net income will decline significantly compared to 2024.
+Added: The Company continues to focus on its cash generation and capital allocation priorities.
+Added: The Company has made progress on working capital efficiency in 2024 to date, but the pace of improvement has been below management's objectives.
+Added: Intense efforts to accelerate results in this area are underway and are expected to generate further improvements in Q4 2024 and 2025.
+Added: Capital expenditures, including transformational product enhancements and manufacturing efficiency, are expected to be $49 million in 2024.
+Added: This is below the initial estimate of $87 million which helps to ensure a strong liquidity position as working capital improvement efforts mature.
+Added: Overall, the Company expects Q4 and full-year 2024 cash flows from operations to increase significantly year-over-year.
+Added: 2025 cash flow from operations is expected to remain strong and at a high level, but decrease from 2024 levels.
+Added: As the Company continues to generate cash, it will follow its disciplined capital allocation framework to reduce leverage, make strategic investments to support profitable business growth and generate strong returns for its shareholders.
Long-Term Objectives
The Company's vision is to transform the way the world moves materials from Port to Home.
−Removed: It strives to do this through two customer promises:
−Removed: providing optimized product solutions and exceptional customer care.
−Removed: Ongoing execution of established strategic initiatives and key projects are expected to help the Company fulfill these promises and achieve long-term revenue and operating profit growth rates above the material handling market's expected growth rates.
+Added: The Company strives to do this through its two customer promises.
+Added: Ongoing execution of established strategic initiatives and key projects, as well as the restructuring measures previously mentioned, are expected to help the Company fulfill these promises and achieve long-term revenue and operating profit growth rates above the material handling market's expected growth rates.
The Company believes these actions will contribute to an increased and sustainable lift truck and attachment competitive advantage over time.
−Removed: In addition, the Company believes that Nuvera's revenues will increase significantly over future years, bringing additional value to Hyster-Yale's shareholders.
+Added: In addition, the Company believes that Nuvera's revenues will increase significantly over future years, bringing additional value to the Company's shareholders.
Further information regarding the Company's strategic initiatives can be found in the Company's Q3 2024 Investor Deck.
−Removed: This presentation, available on the Hyster-Yale website, elaborates on the strategies that are critical for Hyster-Yale's long-term prospects.
−Removed: The Company encourages investors to review this material to ensure a clear understanding of Hyster-Yale's future direction.
+Added: This presentation, currently available on the Hyster-Yale website, elaborates on the strategies that are critical for the Company's long-term prospects.
+Added: The Company encourages investors to review this material to ensure a clear understanding of the Company's future direction.
EFFECTS OF FOREIGN CURRENCY
9 unchanged sentences
Among the factors that could cause plans, actions and results to differ materially from current expectations are, without limitation:
−Removed: (1) delays in delivery and other supply chain disruptions, or increases in costs as a result of inflation or otherwise, including materials, critical components and transportation costs and shortages, the imposition of tariffs on raw materials or sourced products, and labor, or changes in or unavailability of quality suppliers or transporters, including the impacts of the foregoing risks on the Company's liquidity, (2) delays in manufacturing and delivery schedules, (3) reduction in demand for lift trucks, attachments and related aftermarket parts and service on a global basis, including any cyclical reduction in demand in the lift truck industry, (4) customer acceptance of pricing, (5) the ability of the Company and its dealers, suppliers and end-users to access credit, or obtain financing at reasonable rates, or at all, as a result of interest rate volatility and current economic and market conditions, including inflation, (6) unfavorable effects of geopolitical and legislative developments on global operations, including without limitation the entry into new trade agreements and the imposition of tariffs and/or economic sanctions, including the Uyghur Forced Labor Prevention Act (the “UFLPA”) which could impact the Company's imports from China, as well as armed conflicts, including the Russia/Ukraine conflict, the Israel and Gaza conflict and/or the conflict in the Red Sea, and their regional effects, (7) exchange rate fluctuations, interest rate volatility and monetary policies and other changes in the regulatory climate in the countries in which the Company operates and/or sells products, (8) the effectiveness of the cost reduction programs implemented globally, including the successful implementation of procurement and sourcing initiatives, (9) the successful commercialization of Nuvera's technology, (10) political and economic uncertainties in the countries where the Company does business, as well as the effects of any withdrawals from such countries, (11) bankruptcy of or loss of major dealers, retail customers or suppliers, (12) customer
−Removed: acceptance of, changes in the costs of, or delays in the development of new products, (13) introduction of new products by, more favorable product pricing offered by or shorter lead times available through competitors, (14) product liability or other litigation, warranty claims or returns of products, (15) changes mandated by federal, state and other regulation, including tax, health, safety or environmental legislation, (16) the ability to attract, retain, and replace workforce and administrative employees, (17) disruptions resulting from natural disasters, public health crises, political crises or other catastrophic events, and (18) the ability to protect the Company’s information technology infrastructure against service interruptions, data corruption, cyber-based attacks or network breaches.
+Added: (1) delays in delivery and other supply chain disruptions, or increases in costs as a result of inflation or otherwise, including materials, critical components and transportation costs and shortages, the imposition of tariffs on raw materials or sourced products, and labor, or changes in or unavailability of quality suppliers or transporters, including the impacts of the foregoing risks on the Company's liquidity, (2) delays in manufacturing and delivery schedules, (3) reduction in demand for lift trucks, attachments and related aftermarket parts and service on a global basis, including any cyclical reduction in demand in the lift truck industry, (4) customer acceptance of pricing, (5) customer acceptance of, changes in the costs of, or delays in the development of new products, (6) the ability of the Company and its dealers, suppliers and end-users to access credit, or obtain financing at reasonable rates, or at all, as a result of interest rate volatility and current economic and market conditions, including inflation, (7) unfavorable effects of geopolitical and legislative
+Added: developments on global operations, including without limitation the entry into new trade agreements and the imposition of tariffs and/or economic sanctions, including the Uyghur Forced Labor Prevention Act (the “UFLPA”) which could impact the Company's imports from China, as well as armed conflicts, including the Russia/Ukraine conflict, the Israel and Gaza conflict and/or the conflict in the Red Sea, and their regional effects, (8) exchange rate fluctuations, interest rate volatility and monetary policies and other changes in the regulatory climate in the countries in which the Company operates and/or sells products, (9) the effectiveness of the cost reduction programs implemented globally, including the successful implementation of procurement and sourcing initiatives and restructuring programs, (10) the successful commercialization of Nuvera's technology, (11) political and economic uncertainties in the countries where the Company does business, as well as the effects of any withdrawals from such countries, (12) bankruptcy of or loss of major dealers, retail customers or suppliers, (13) introduction of new products by, more favorable product pricing offered by or shorter lead times available through competitors, (14) product liability or other litigation, warranty claims or returns of products, (15) changes mandated by federal, state and other regulation, including tax, health, safety or environmental legislation, (16) the ability to attract, retain, and replace workforce and administrative employees, (17) disruptions resulting from natural disasters, public health crises, political crises or other catastrophic events, and (18) the ability to protect the Company’s information technology infrastructure against service interruptions, data corruption, cyber-based attacks or network breaches.
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.