What changed in this filing

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Item 7. Management’s Discussion and Analysis

2025-02-25 compared with 2024-02-27 · 200 added, 216 removed, 243 unchanged (63% of the section changed)

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

HYSTER-YALE MATERIALS HANDLING, INC.

HYSTER-YALE, INC.

AND SUBSIDIARIES

(Tabular Amounts in Millions, Except Per Share, Percentage Data and as Otherwise Noted)

Hyster-Yale Materials Handling, Inc.

("Hyster-Yale" or the "Company") and its subsidiaries, including its operating company Hyster-Yale Group, Inc.

("HYG"), is a globally integrated company offering a full line of high-quality, application-tailored lift trucks and solutions aimed at meeting the specific materials handling needs of its customers.

(Dollars in Millions, Except Per Share Data)

Hyster-Yale, Inc.

("Hyster-Yale" or the "Company") and its subsidiaries, including its operating company, Hyster-Yale Materials Handling, Inc.

("HYMH"), is a globally integrated company offering a full line of high-quality, application-tailored lift trucks and solutions aimed at meeting the specific materials handling needs of its customers.

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.

The Company, through HYG, 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.

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, exclusive Hyster ® and Yale ® retail dealerships.

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.

The Company owns a 90% majority interest in Hyster-Yale Maximal Forklift (Zhejiang) Co., Ltd.

("Hyster-Yale Maximal"), a Chinese manufacturer of low-intensity and standard lift trucks and specialized material handling equipment.

("Hyster-Yale Maximal"), a manufacturer of low-intensity and standard lift trucks and specialized material handling equipment.

Hyster-Yale Maximal also designs and produces specialized products in the port equipment and rough terrain forklift markets.

Lift trucks and component parts are manufactured in the United States, Northern Ireland, China, Mexico, the Netherlands, Brazil, the Philippines, Italy, Japan and Vietnam.

Lift trucks and component parts are manufactured and assembled in the United States ("U.S."), Northern Ireland, China, the Netherlands, Mexico, the Philippines, Brazil, Japan, Italy and Vietnam.

On May 31, 2024, the Company changed its corporate name to Hyster-Yale, Inc.

and the Company's wholly owned operating subsidiary, Hyster-Yale Group, Inc., changed its corporate name to Hyster-Yale Materials Handling, Inc.

The Company operates Bolzoni S.p.A.

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Bolzoni also produces components for lift truck manufacturers.

Bolzoni products are manufactured in the United States, Italy, China, Germany and Finland.

Bolzoni products are manufactured in the U.S., Italy, China, Germany and Finland.

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.

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generally accepted accounting principles for income taxes requires a reduction of the carrying amounts of deferred tax assets by recording a valuation allowance if, based on the available evidence, it is more likely than not (defined as a likelihood of more than 50%) such assets will not be realized.

The valuation of deferred tax assets requires judgment in assessing the likely future tax consequences of events that have been recognized in the Company's financial statements or tax returns and future profitability.

The valuation of deferred tax assets requires judgment in assessing the likely future tax consequences of events that have been recognized in the Company's financial statements or tax

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returns and future profitability.

The Company's accounting for deferred tax consequences represents its best estimate of those future events.

Changes in the Company's estimates, due to unanticipated events or otherwise, could have a material effect on its

financial condition and results of operations.

The Company continually evaluates its deferred tax assets to determine if a valuation allowance is required or no longer needed.

Changes in the Company's estimates, due to unanticipated events or otherwise, could have a material effect on its financial condition and results of operations.

In that regard, the Company continually evaluates its deferred tax assets to determine if a valuation allowance is required or no longer needed.

When the company concludes it has sufficient evidence to warrant a change in judgement regarding the realizability of its deferred tax assets, the result may have a material impact to the reported income tax expense.

At December 31, 2024, the Company had gross deferred tax assets of $ 168.7 million which were reduced by valuation allowances of $ 144.3 million and gross deferred tax liabilities of $ 26.1 million.

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The Company provides for the estimated cost of personal and property damage relating to its products based on a review of historical experience and consideration of any known trends.

Reserves are recorded for estimates of the costs for known claims and estimates of the costs of incidents that have occurred but for which a claim has not yet been reported.

Reserves are recorded for estimates of the costs for known claims and estimates of the costs of incidents that may have occurred but for which a claim has not yet been reported.

While the Company engages in extensive product quality reviews and customer education programs, the product liability provision is affected by the number and magnitude of claims of alleged product-related injury and property damage and the cost to defend those claims.

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Changes in the assumptions regarding any one of these factors could result in a change in the estimate of the magnitude of claims.

A one percent increase in the estimate of the number of claims or the magnitude of claims would increase the product liability reserve and reduce operating profit by approximately $0.1 million to $0.8 million.

A one percent increase in the estimate of the number of claims or the magnitude of claims would increase the product liability reserve and reduce operating profit by approximately $0.5 million.

Although there can be no assurances, the Company is not aware of any circumstances that would be reasonably likely to materially change the estimates in the future.

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If actual product failure rates, labor costs or replacement component costs differ from the Company's estimates, which are based on historical failure rates and consideration of known trends, revisions to the estimate of the cost to correct product failures would be required.

If the estimate of the cost to correct product failures were to increase by one percent over 2023 levels, the product warranties reserves would increase and reduce operating profit by approximately $3.2 million.

If the estimate of the cost to correct product failures were to increase by one percent over current estimated levels, the product warranties reserves would increase and reduce operating profit by approximately $0.6 million.

The Company's past results of operations have not been materially affected by a change in the estimate of product warranties and although there can be no assurances, the Company is not aware of any circumstances that would be reasonably likely to materially change the estimates in the future.

CONSOLIDATED FINANCIAL REVIEW

The following table identifies the components of change for 2023 compared with 2022 by segment:

Revenues Gross Profit Operating Profit (Loss)

2022 $ 3,548.3 $ 433.9 $ (39.1)

Increase (decrease) in 2023

Americas 493.9 261.5 186.3

EMEA 116.3 76.0 58.7

JAPIC (48.9) 2.9 (5.0)

Lift truck business 561.3 340.4 240.0

Bolzoni 19.6 11.5 9.1

Nuvera 0.9 (1.0) (2.1)

Eliminations (11.8) 0.8 0.8

2023 $ 4,118.3 $ 785.6 $ 208.7

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FINANCIAL REVIEW

The segment and geographic results of operations for the Company were as follows for the year ended December 31:

Favorable / (Unfavorable) % Change

The segment and geographic results of operations for the Company were as follows for the years ended December 31:

Favorable / (Unfavorable)

For the Years Ended December 31, $ Change % Change

2024 2023 2024 vs.

Lift truck unit shipments (in thousands)

Americas 67.1 58.4 14.9 %

EMEA 25.1 29.2 (14.0) %

JAPIC 10.0 13.2 (24.2) %

102.2 100.8 1.4 %

2023 2024 vs.

Americas $ 3,222.5 $ 2,899.3 $ 323.2 11.1 %

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$ 895.5 $ 785.6 $ 109.9 14.0 %

Favorable / (Unfavorable) % Change

2023 2022 2023 vs.

Selling, general and administrative expenses

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$ 628.1 $ 576.9 $ 51.2 (8.9) %

Restructuring and impairment charges

Americas $ 6.8 $ — $ 6.8 n.m.

EMEA 2.4 — 2.4 n.m.

JAPIC 8.6 — 8.6 n.m.

Lift truck business 17.8 — 17.8 n.m.

Bolzoni 4.3 — 4.3 n.m.

Nuvera 0.5 — 0.5 n.m.

Eliminations — — — n.m.

$ 22.6 $ — $ 22.6 n.m.

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Favorable / (Unfavorable)

For the Years Ended December 31, $ Change % Change

2024 2023 2024 vs.

2023 2024 vs.

Operating profit (loss)

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JAPIC (30.0) (15.6) (14.4) (92.3) %

Lift truck business 229.6 (10.4) n.m.

Lift truck business 276.7 229.6 47.1 20.5 %

Bolzoni 9.1 15.3 (6.2) (40.5) %

1 unchanged sentence

Eliminations — 0.2 (0.2) n.m.

$ 208.7 $ (39.1) n.m.

$ 244.8 $ 208.7 $ 36.1 17.3 %

Interest expense 33.8 37.3 (3.5) 9.4 %

Other income (8.0) (9.6) 1.6 (16.7) %

Income (loss) before income taxes 181.0 (62.4) n.m.

Net income (loss) attributable to stockholders $ 125.9 $ (74.1) n.m.

Diluted earnings (loss) per share $ 7.24 $ (4.38) n.m.

Income before income taxes 219.0 181.0 38.0 21.0 %

Net income attributable to stockholders $ 142.3 $ 125.9 $ 16.4 13.0 %

Diluted earnings per share $ 8.04 $ 7.24 $ 0.80 11.0 %

Reported income tax rate 34.2 % 29.2 %

- not meaningful

Following is the detail of the Company's unit shipments, bookings and backlog of unfilled orders placed with its manufacturing and assembly operations for new lift trucks, reflected in thousands of units.

As of December 31, 2023, substantially all of the Company's backlog is expected to be sold within the next twelve months.

YEAR ENDED NINE MONTHS ENDED YEAR ENDED

December 31, 2023 September 30, 2023 December 31, 2022

Unit backlog, beginning of period 102.1 102.1 105.3

Unit shipments (102.2) (78.6) (100.8)

Unit bookings 78.5 61.8 97.6

Unit backlog, end of period 78.4 85.3 102.1

The following is the detail of the approximate sales value of the Company's lift truck unit bookings and backlog, reflected in millions of dollars.

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YEAR ENDED NINE MONTHS ENDED YEAR ENDED

December 31, 2023 September 30, 2023 December 31, 2022

December 31, 2024 September 31, 2024

December 31, 2023

Bookings, approximate sales value $ 1,670 $ 1,270 $ 2,430

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The following table identifies the components of change in revenues for 2024 compared with 2023:

Total Americas EMEA JAPIC

HY Americas EMEA JAPIC

2023 $ 4,118.3 $ 2,899.3 $ 820.5 $ 201.1

Increase (decrease) in 2024 from:

Unit price 270.6 163.8 102.8 4.0

Unit volume and product mix 188.9 244.8 (8.4) (47.5)

Price 126.9 121.9 5.2 (0.2)

Other 78.4 75.1 2.3 0.9

Foreign currency 7.4 (6.3) 13.9 (0.2)

Parts (14.6) (4.2) (8.0) (2.4)

Unit volume and product mix (5.2) 136.7 (126.3) (15.5)

Bolzoni revenues 3.8

Foreign currency 16.3 2.7 18.2 (4.6)

Nuvera revenues (2.9)

Other 0.6 2.6 (1.4) (0.6)

Eliminations (3.9)

2024 $ 4,308.2 $ 3,222.5 $ 707.6 $ 183.7

Revenues increased 16.1% to $4,118.3 million in 2023 from $3,548.3 million in 2022 mainly from improvements at the Lift Truck business.

The increase at Lift Truck was primarily due to improved pricing, higher unit and parts volume in the Americas and a shift in sales to higher-priced lift trucks in the Americas and EMEA.

The improvement in Lift Truck revenue was partially offset by a decline in unit shipments in JAPIC and EMEA.

Bolzoni revenues increased in 2023 compared with 2022 mainly from higher volume and price increases, partially offset by an increase in the sale of lower-priced products.

During the year ended December 31, 2024, revenues increased to $4,308.2 million, or 5%, compared to $4,118.3 million in 2023.

The increase was primarily due to higher lift truck revenues from improved pricing, higher fleet services and other

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revenue from lower customer and dealer incentive programs in 2024 compared to 2023.

These items were partially offset by lower parts volumes and lower lift truck shipments, which were almost fully offset by a shift in sales mix to higher priced products, mainly in the Americas.

During the year ended December 31, 2024, Bolzoni revenues increased compared with 2023 mainly from higher sales volumes and improved pricing.

Nuvera revenues decreased during 2024 compared with 2023 mainly as a result of lower intercompany sales to the lift truck business.

The following table identifies the components of change in operating profit (loss) for 2024 compared with 2023:

Operating Profit (Loss)

Total Americas EMEA JAPIC

HY Americas EMEA JAPIC

2023 $ 208.7 $ 233.1 $ 12.1 $ (15.6)

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Lift truck selling, general and administrative expenses (43.4) (38.3) (8.2) 3.1

Restructuring and impairment charges (17.8) (6.8) (2.4) (8.6)

Bolzoni operations (6.2)

1 unchanged sentence

2024 $ 244.8 $ 318.1 $ (11.4) $ (30.0)

The Company recognized an operating profit of $208.7 million in 2023 compared with an operating loss of $39.1 million in 2022.

The increase in Lift Truck operating profit was primarily due to improved gross profit from higher pricing of $270.6 million, mainly in the Americas and EMEA, a shift in sales to higher margin lift trucks, lower material costs net of manufacturing inefficiencies, primarily in the Americas, and higher unit and parts sales compared with 2022.

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 marketing, product liability and product development costs.

Operating profit in the Americas increased primarily due to improved gross profit from higher pricing of $163.8 million, lower material costs net of manufacturing inefficiencies, a shift in sales to higher margin lift trucks and increased unit and parts sales.

These improvements were partially offset by higher selling, general and administrative expenses, primarily related to higher employee costs, including incentive compensation, higher marketing and product development to support the Company's strategic initiatives and higher product liability costs.

EMEA's operating profit improved mainly due to improved gross profit from improved pricing of $102.8 million, partially offset by lower volumes and manufacturing inefficiencies.

JAPIC's operating loss increased to $15.6 million in 2023 from $10.6 million in 2022, primarily due to higher selling, general and administrative expenses, partially offset by higher gross profit from a shift in mix to higher-margin products and material cost deflation.

Bolzoni's operating profit increased to $15.3 million in 2023 compared with $6.2 million in 2022, primarily due to higher gross profit from improved pricing, lower manufacturing costs and higher volumes.

The increase was partially offset by a shift to lower margin products and higher selling, general and administrative expenses, mainly related to higher employee costs, including incentive compensation.

The Company recognized net income attributable to stockholders of $125.9 million in 2023 compared with a net loss attributable to stockholders of $74.1 million in 2022.

The improvement was primarily the result of the factors affecting operating profit (loss), partially offset by higher income taxes and interest expense.

See Note 6 to the consolidated financial statements in this Annual Report on Form 10-K for further discussion of income taxes.

During the year ended December 31, 2024, the Company recognized an operating profit of $244.8 million compared to $208.7 million during 2023 which represents an increase of 17.3%.

The increase in lift truck operating profit was primarily due to improved gross profit from higher pricing of $126.9 million, mainly in the Americas, partially offset by lower unit volumes and higher freight costs.

The increase in gross profit was also partially offset by higher selling, general and administrative expenses related to higher sales and marketing and product development costs.

Additionally, the increase in operating profit was partially offset by restructuring and impairment charges of $17.8 million primarily for streamlining the Company's manufacturing footprint by reducing costs and improving operational efficiency.

See Note 19, Restructuring and Impairment Charges , to the Consolidated Financial Statements in this Annual Report on Form 10-K for further discussion regarding the restructuring.

Operating profit in the Americas increased by $85.0 million, or 36.5%, compared to the same period in 2023, primarily due to improved gross profit from higher pricing of $121.9 million and improved margin from lower dealer and customer incentives.

These improvements were partially offset by manufacturing inefficiencies tied to lower production volumes, lower parts sales and higher warranty and freight costs.

In addition, operating profit was unfavorably impacted by higher selling, general and administrative expenses related to increased sales and marketing and product development costs.

Operating profit in 2024 was partially offset by restructuring and impairment charges of $6.8 million.

EMEA reported an operating loss of $11.4 million in 2024 compared to an operating profit of $12.1 million in 2023, mainly due to manufacturing inefficiencies tied to lower production volumes and higher material and freight costs.

In addition, selling, general and administrative expenses increased primarily from higher sales and marketing costs.

The operating loss in 2024 includes restructuring and impairment charges of $2.4 million.

JAPIC's operating loss was $30.0 million in 2024 compared to $15.6 million in 2023.

The change was primarily due to lower gross profit from material cost inflation and lower unit volume.

In addition, JAPIC incurred restructuring and impairment charges of $8.6 million.

During the year ended December 31, 2024, Bolzoni recognized operating profit of $9.1 million compared to $15.3 million during the same period of 2023.

The decrease is primarily due to restructuring and impairment charges of $4.3 million for the phase out of Bolzoni’s lower-margin legacy component manufacturing and to optimize Bolzoni's manufacturing footprint.

In addition, Bolzoni's selling, general and administrative expenses increased, primarily related to higher employee-related costs in 2024 compared with 2023.

Nuvera's operating loss was $41.0 million in 2024 compared to $36.4 million in 2023.

The change was primarily from an increase in research and development expenses for new product development, and selling, general and administrative expenses primarily related to occupancy expenses and restructuring charges.

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During the year ended December 31, 2024, the Company recognized net income attributable to stockholders of $142.3 million compared to $125.9 million during 2023.

The increase was driven by higher operating profit of $36.1 million discussed above, lower interest expense partially offset by higher income taxes.

See Note 6, Income Taxes, to the Consolidated Financial Statements in this Annual Report on Form 10-K for further discussion.

LIQUIDITY AND CAPITAL RESOURCES

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Operating activities:

Net income (loss) $ 128.1 $ (71.6) $ 199.7

Net income $ 144.2 $ 128.1 16.1

Depreciation and amortization 47.6 45.1 2.5

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Stock-based compensation 23.6 29.3 (5.7)

Working capital changes:

Restructuring and impairment charges 22.6 — 22.6

Other operating activities 26.0 36.1 (10.1)

Changes in assets and liabilities:

Accounts receivable (14.2) 26.8 (41.0)

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Other current assets 2.8 (8.4) 11.2

Other operating activities 36.1 7.2 28.9

Net cash provided by operating activities 170.7 150.7 20.0

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Expenditures for property, plant and equipment (47.8) (35.4) (12.4)

Proceeds from the sale of assets, businesses and investments 4.1 1.8 2.3

Purchase of noncontrolling interest (3.2) (8.4) 5.2

Other investing activities 0.2 0.9 (0.7)

Net cash used for investing activities (47.6) (34.5) (13.1)

Cash flow before financing activities $ 123.1 $ 116.2 $ 6.9

The change in net cash provided by operating activities of $110.1 million in 2023 compared with 2022 was primarily a result of the improved net income (loss) partially offset by changes in working capital items.

The changes in working capital were mainly due to a decrease in accounts payable in 2023 compared to 2022 and lower customer deposits for down payments on orders.

The change in net cash used for investing activities during 2023 compared with 2022 is mainly due to higher capital expenditures in 2023, partially offset by the purchase of Bolzoni's noncontrolling interest in 2023 compared with the first installment purchase of the noncontrolling interest of Hyster-Yale Maximal in 2022.

During the year ended December 31, 2024, net cash provided by operating activities increased by $20.0 million compared to 2023 as a result of net cash adjusted for non-cash items, primarily related to restructuring and impairment charges and higher net income.

The favorable net changes in assets and liabilities were mainly due to decreases in inventories and other current assets, partially offset by increases in accounts receivable and decreases in accounts payable and other liabilities during the year ended December 31, 2024 compared to the same period in 2023.

The decrease in inventory is due mainly to the decrease in the Company's unit backlog as well as lower purchases.

The increase in accounts receivable is mainly due to higher sales to customers with longer payment terms during the year ended December 31, 2024 compared with the same period in 2023.

The change in net cash used for investing activities during the year ended December 31, 2024 compared with the same period in 2023 was mainly due to higher capital expenditures in 2024.

2024 2023 Change

Financing Activities:

Net increase (decrease) in long-term debt and revolving credit agreements $ (76.0) $ 11.1 $ (87.1)

Net decrease in long-term debt and revolving credit agreements $ (60.8) $ (76.0) $ 15.2

Cash dividends paid (24.0) (23.6) (0.4)

Purchase of treasury stock (14.0) — (14.0)

Other (1.3) (0.9) (0.4)

Net cash used for financing activities $ (100.1) $ (100.5) $ 0.4

The change in net cash used for financing activities was primarily due to debt repayments during 2023 compared with additional borrowings in 2022.

The change in net cash used for financing activities was primarily due to lower debt payments during the year ended December 31, 2024 compared to 2023.

Additionally, the Company purchased treasury stock during the year ended December 31, 2024 related to the Company's previously announced stock repurchase program and employee-related incentive stock compensation plans.

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Financing Activities

The Company has a $300.0 million secured, floating-rate revolving credit facility (the "Facility") that expires in June 2026 and a $225.0 million term loan (the "Term Loan"), which matures in May 2028.

The Facility was amended in the second quarter of 2023 for the purpose of, among other items, (i) establishing a new tranche of revolving loans with aggregate commitments of $25.0 million under the Facility and (ii) changing the benchmark interest rate for U.S.

dollar-denominated borrowings under the Facility from LIBOR to Term SOFR, each as defined in the Facility.

The Term Loan was also amended in the second quarter of 2023 for the purpose of changing the benchmark interest rate for borrowings under the Term Loan from LIBOR to Term SOFR, each as defined in the Term Loan.

See Note 13 to the consolidated financial statements in this Annual Report on Form 10-K for further discussion.

The Facility previously included a $25.0 million tranche, which terminated on May 1, 2024.

The Term Loan was also amended in 2023 for the purpose of changing the benchmark interest rate for borrowings under the Term Loan from LIBOR to Term SOFR, each as defined in the Term Loan.

See Note 13, Current and Long-Term Financing , to the Consolidated Financial Statements in this Annual Report on Form 10-K for further discussion.

The Facility can be increased up to $400.0 million over the term of the Facility in minimum increments of $10.0 million, subject to approval by the lenders.

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At December 31, 2024, the Company was in compliance with the covenants in the Facility.

The $25.0 million tranche will terminate on May 1, 2024 unless otherwise terminated prior to such date by the Company in accordance with the terms of the Facility.

Commencing December 1, 2023, the $25.0 million tranche began to amortize on a monthly basis in the amount of $4.2 million per month.

At December 31, 2023, $20.8 million was outstanding.

Key terms of the Facility as of December 31, 2024 were as follows:

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Availability $ 242.7

FILO LOANS LOANS OTHER THAN FILO LOANS

Applicable margins, as defined in agreement

base rate loans 2.25%

0.25% to 0.75%

base rate loans 0.25% to 0.75%

SOFR, EURIBOR and non-U.S.

base rate loans 3.25%

1.25% to 1.75%

base rate loans 1.25% to 1.75%

SOFR adjustment, as defined in agreement 0.10%

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base rate 8.00%

SOFR 8.69 % 6.95%

Facility fee, per annum on unused commitment 0.25%

The Term Loan requires quarterly principal payments on the last day of each March, June, September and December, which commenced September 30, 2021, in an amount equal to $562,500 and the final principal repayment is due in May 2028.

The Term Loan requires quarterly principal payments on the last day of each March, June, September and December, which commenced September 30, 2021, in an amount equal to $0.6 million and the final principal repayment is due in May 2028.

The Company may also be required to make mandatory prepayments, in certain circumstances, as provided in the Term Loan.

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material real property, fixtures and general intangibles consisting of intellectual property and a second priority lien on U.S.

working capital assets of the borrowers and guarantors of the Term Loan, which includes, but is not limited to cash and cash equivalents, accounts receivable and inventory.

working capital assets of the borrowers and guarantors of the Term Loan, which includes, but is not limited to cash and

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cash equivalents, accounts receivable and inventory.

The approximate book value of assets held as collateral under the Term Loan was $870 million as of December 31, 2024.

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Applicable interest rate, for amounts outstanding 7.97%

The Company incurred fees of $0.8 million and $7.6 million in 2023 and 2021, respectively.

These fees related to amending the Facility and the Term Loan.

The Company incurred fees of $0.8 million in 2023 related to amending the Facility and the Term Loan.

These fees were deferred and are being amortized as interest expense over the term of the applicable debt agreements.

No fees were incurred in 2022.

No such fees were incurred in 2024 and 2022.

Fees related to the Term Loan are presented as a direct deduction of the corresponding debt.

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Purchase and other obligations 759.7 746.2 4.1 5.1 4.3 — —

Total contractual cash obligations $ 1,405.7 $ 993.7 $ 68.4 $ 45.8 $ 236.4 $ 11.5 $ 49.9

The principal sources of financing for these material contractual obligations are expected to be internally generated funds and bank financing.

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An event of default, as defined in the agreements governing the Facility, the Term Loan, other debt agreements, and in operating and capital lease agreements, could cause an acceleration of the payment schedule.

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The following table summarizes actual and planned capital expenditures:

Planned 2024 Actual 2023 Actual 2022

Lift truck business $ 33-65 $ 37.5 $ 26.8

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Planned expenditures in 2025 are primarily for improvements at manufacturing locations and manufacturing equipment, product development and improvements to information technology infrastructure.

The wide range of potential capital spending outcomes in 2025 is due to current economic and geopolitical uncertainty.

The Company expects to monitor spending during the first half of the year and may accelerate investments if the market recovers and market share increases as expected in the second half of 2025.

The primary sources of financing for these capital expenditures are expected to be internally generated funds and bank financing.

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RELATED-PARTY TRANSACTIONS

See Note 18 to the consolidated financial statements in this Annual Report on Form 10-K for further discussion of related-party transactions.

See Note 18, Debt and Equity Investments and Related-Party Transactions , to the Consolidated Financial Statements in this Annual Report on Form 10-K for further discussion of related-party transactions.

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PERSPECTIVE AND OUTLOOK

Market Commentary

Generally, the 2023 global economy performed better than anticipated.

The Company's core lift truck market remains strong and above pre-pandemic levels in most regions.

Nonetheless, some external market factors, including ongoing geopolitical instability, most recently evidenced by the tensions in the Red Sea, continue to create a significant amount of uncertainty within the global economic outlook.

Due to this and abnormally high industry volumes from 2020 to 2022, global market activity declined across 2023, particularly in EMEA.

The latest publicly available lift truck market data indicates that new unit, third-quarter 2023 booking activity decreased globally and in all major geographies except China and India compared with strong 2022 levels.

Internal company estimates suggest that fourth-quarter 2023 global lift truck market bookings decreased compared with the prior year.

Its estimated that the rate of decline slowed in EMEA and accelerated somewhat in the Americas.

In 2024, global market bookings are expected to be generally comparable to 2023 levels.

An anticipated first-half decline is expected to be offset by a second-half increase.

For both full-years 2023 and 2024, market unit volumes are projected to remain strong.

Consolidated Strategic Perspective

The Company's significantly improved 2023 results are due to the global team's ongoing execution of strategic initiatives and actions to offset external headwinds and improve the business' resiliency over time.

These actions include key projects and process improvements to help the Company achieve long-term growth rates above the material handling market's expected growth rates.

The Company's mature Lift Truck and Bolzoni businesses are the foundation for growth, while the Company believes the Nuvera's substantial growth prospects should be additive in future years.

The Company is focused on transforming the way the world moves materials from Port to Home.

The Company plans to do this through two customer promises.

First, by providing optimized product solutions and second, by providing exceptional customer care.

The Company believes these actions will contribute to an increased and sustainable competitive advantage over time.

Operational Perspectives - Lift Truck Business

Given the Company's extended backlog position, it continues to prioritize booking orders with strong margins.

This focus combined with declining market demand, particularly in the Americas, resulted in an 8% decrease in fourth-quarter 2023 lift truck bookings compared with third-quarter 2023 and a 20% decline from strong prior-year levels.

Looking forward, the Company expects to be price competitive with the market, but will work to maintain targeted bookings margins even as backlog levels are reduced.

Overall, the Company expects 2024 bookings to increase compared to 2023.

This improvement is primarily due to anticipated market share gains, especially in warehouse products, within an overall flat global lift truck market.

These expected increases are primarily the result of the Company's strategic initiatives, particularly those focused on emerging technology solutions for warehouse-related markets.

These technology solutions had strong 2023 growth rates, and the Company expects to build on that momentum in 2024.

Planned production rate increases combined with

anticipated market decreases in the first half of 2024 should help the Company reduce its extended lead times and backlog closer to pre-pandemic levels over 2024.

However, given current expectations, the Company believes lead times and backlog levels will likely remain above optimal levels on certain product lines for an extended period.

Specific lines, such as warehouse products, are expected to return to more normal lead time and backlog levels in 2024.

The Company's extended backlog, valued at $3.3 billion, represents almost ten months of revenue and should serve as a cushion for the business if bookings decline more than anticipated in 2024.

Overall, customer cancellations, which can impact backlog levels, trended up modestly in 2023 from prior year rates.

The Company's cancellation rate remains substantially below the industry average.

Full-year 2024 production and shipment rates are expected to increase compared with 2023 as production launch issues and lingering component and labor constraints dissipate.

The Company's focus remains on maintaining a full production pipeline across its facilities within this moderated market demand environment.

The trend of higher average unit backlog prices and margins continued in the fourth quarter.

This trend was largely due to the Company's ongoing focus on booking orders at strong margins and benefits from prior-year price increases to offset inflation.

Fourth-quarter 2023 average booking prices decreased compared with both the third-quarter 2023 and the prior year largely due to the shift toward lower-priced warehouse products with shorter average lead times.

While material costs decreased modestly in 2023, forward economic indicators suggest stabilizing material costs and moderately higher labor costs in 2024.

Elevated freight costs tied to geopolitical events are expected throughout 2024, particularly in the first half of the year.

In this context, the Company expects to maintain its strong price-to-cost ratio in the first half of 2024 as higher-priced backlog units are shipped.

This, combined with an anticipated increase in unit volumes, is expected to lead to higher gross margins and an improved operating profit in the first half of the year compared with 2023.

The expiration of tariff exemptions in late May 2024, shipment of trucks ordered in 2024's more competitive pricing environment and the mix effect of increased warehouse product shipments are likely to temper unit margins in the second half of the year.

For the full-year, gross profit margins should be comparable to 2023 levels.

The Company is working to reduce the earnings impact from externally driven factors through increased manufacturing productivity and expense control.

The Company will continue to monitor labor and material costs closely, as well as the impacts from tariffs and competition, and will adjust forward pricing accordingly.

Overall, higher production and shipment rates along with stable gross profit margins are expected to generate increased Lift Truck revenues and operating profit in 2024 compared to the prior year.

Strategic Perspectives - Lift Truck

From a broad perspective, the Lift Truck business has three core strategies that are expected to transform the Company's competitiveness, market position and economic performance over time.

The first core strategy is to provide products that improve customer productivity at the lowest cost of ownership.

The Lift Truck business' capabilities in this area are expected to be enhanced by bringing to market a wide variety of vehicle innovations, including new modular and scalable product families, truck electrification projects and technology advancements in operator assist systems (OAS), power options and vehicle automation.

The Company continues to make progress on its high priority projects.

The Company's heart-of-the-line modular, scalable 2- to 3.5-ton internal combustion engine lift trucks have been launched in the EMEA and Americas markets.

The production ramp-up continues to occur gradually given the current extended backlog.

However, bookings and shipments accelerated in 2023.

A first-quarter 2024 launch of the full 2-to 3-ton internal combustion product line, which includes value, standard and premium truck configurations, is expected for the JAPIC market.

Similar enhancements to the 2- to 3.5-ton electric truck platforms are also expected over 2024 and 2025.

The modular, scalable product platform is expected to enhance multiple areas of the business, including reducing supply chain costs, improving working capital levels and helping optimize the Company's manufacturing footprint, while providing customers with a more customizable product that better meets their needs.

Other key projects include electrifying trucks used for applications now dominated by internal combustion engine trucks that capitalize on advancements in electric powertrain options.

The Company currently has its first electrified fuel cell Container Handler operating at the Port of Los Angeles, and its first electrified fuel cell Reach Stacker operating at the Port of Valencia, Spain.

Hyster-Yale anticipates delivering a new electrified fuel cell Terminal Tractor and an electrified fuel cell Empty Container Handler to a customer in Hamburg, Germany in 2024.

The Company is exploring options for additional electrification projects within the European Union and the United States.

The Company also has key projects focused on applying its technology advancements to additional OAS and automated product options.

Notably, during third-quarter 2023, the Company entered into an agreement with a technology-service provider to co-develop further robotics software technology for automated lift truck solutions.

The Lift Truck business also has a key project focused on expanding global sourcing options of container handlers.

The Company expects its Hyster ® RS45 ReachStackers, as well as Empty Container Handlers, to be sourced from production locations in both Nijmegen, the Netherlands, and Fuyang, China during 2024.

This dual-source supply chain will help the Company better meet the needs of the global market, enabling customers to benefit from time efficient delivery for economically viable trucks.

The second core strategy is be the leader in the delivery of industry- and customer-focused solutions by transforming the Company's sales approach to ensure it meets a wide variety of customer needs across a broad set of end markets.

To meet diversified customer product needs, the Company is transforming its sales processes by using an industry-focused approach.

The Company believes that understanding the customers’ applications is best done by segmenting the market into two broad umbrella categories:

industrial and warehousing applications.

The Company’s Hyster ® brand will increasingly focus on industrial applications, while the Yale ® brand will increasingly focus on warehouse applications.

This focus separation will reinforce a natural differentiation between the two brands that already exists in the marketplace.

The third core strategy is to be the leader in independent distribution by focusing on effectively coordinating dealer and major account coverage, enhancing dealer excellence and ensuring outstanding dealer ownership globally.

The Company is committed to helping its excellent dealer group be the leaders in their territories.

Operational and Strategic Perspectives - Bolzoni

Bolzoni anticipates a modest increase in 2024 revenues compared with 2023 as legacy products begin to be phased out and attachment volumes increase.

Operating profit is expected to increase year-over-year as higher product margins and anticipated manufacturing efficiency improvements are projected to more than offset higher material and operating costs.

Bolzoni's core strategy is to be the leader in the attachments business.

In this context, Bolzoni continues to concentrate on driving its "One Company - 3 Brands" approach globally, increasing its Americas business and focusing on strengthening its ability to serve key attachment industries and customers in global markets.

As part of this approach, Bolzoni also intends to increase its sales, marketing and product capabilities especially in North America to support its industry-specific sales strategy.

Operational and Strategic Perspectives - Nuvera

Nuvera's core strategy is to be a leader in the heavy-duty fuel cell market.

Nuvera continues to focus on placing 45kW and 60kW fuel cell production engines for demonstration in a limited number of niche, heavy-duty vehicle applications with expected significant fuel cell adoption potential where batteries alone cannot meet the market’s need.

As a result, these applications are expected to have nearer-term fuel cell adoption potential.

Nuvera has announced several projects with various third parties to test Nuvera ® engines in targeted applications, including the Port of Los Angeles and the Port of Valencia, and most recently with Helinor Energy for zero-emission energy solutions for maritime applications.

Nuvera expects to have additional products being tested in bus applications in China and India and in a German port by mid-2024.

Nuvera is also developing a new, larger 125kW fuel cell engine for heavier-duty applications, which is projected to be available in 2025, and is working with customers to launch modular fuel cells for stationary and mobile generator applications.

Nuvera is focused on increasing customer product demonstrations and customer bookings in 2024.

Nuvera is also expanding its presence in Europe and China.

Orders from current customers have been booked and are expected to result in higher sales in 2024 compared with 2023.

Nuvera expects these higher sales to be offset by increased development costs, leading to comparable year-over-year operating results.

The increased engine demonstration volumes should significantly enhance the foundation for future fuel cell engine technology adoption and improved financial returns in future years.

Consolidated Outlook

At the consolidated level, the Company expects 2024 operating profit to increase while net income is expected to be comparable to 2023.

The latter is due to higher projected 2024 income tax expense driven by an elevated income tax rate.

This results from full utilization of U.S.

net operating losses in 2023 combined with ongoing capitalization of research and development costs for tax purposes in 2024.

The Company anticipates continued strong product margins from shipments of fixed-price backlog units to drive year-over-year profit growth in the first half of the year.

However, the expiration of tariff exemptions and shipments of orders placed in 2024's more competitive pricing environment will likely temper second half results.

As an offset to any competitive pricing adjustments, the Company will continue to focus on effectively managing its ongoing component and labor costs and production levels.

The Company made solid progress toward its 7% operating profit margin and greater than 20% return on total capital employed goals at both the Lift Truck and Bolzoni businesses in 2023 and will work to make continued progress in 2024 toward achieving these goals.

The Company is committed to continuing to reduce its leverage and enhance its cash flows through ongoing working capital reductions and continued discipline over operating expenses.

Capital expenditures were $35.4 million in 2023 and are expected to be $87 million in 2024.

This full-year increase over restrained 2023 levels includes a return to investing for business growth and network efficiency.

While the Company expects to make these substantial additional investments in the business, maintaining liquidity also continues to be a priority.

Working capital control continues to be an area of intense focus for the

Inventory levels remain elevated and above pre-pandemic levels but are slowly declining from their peak in mid-2023.

Efforts to maximize the use of on-hand inventory are expected to help significantly reduce excess inventory levels in 2024 despite intermittent supply chain and some periodic labor constraints.

As a result of these actions, the Company expects a significant increase in cash flow from operations in 2024 compared with 2023.

The Company’s strong 2023 and 2024 financial performances were largely due to a strong backlog and strategic actions taken in recent years.

These efforts focused on delivering optimal solutions and exceptional customer care.

Most importantly, the execution of key strategies, projects and significant process improvements, have better positioned the Company for substantial long-term profitable growth.

As part of this, the Company’s product development and process improvement efforts are leading to significant advantages, including:

• more efficient lift truck production, by enabling the Company’s plants to build internal combustion and electric trucks on the same production lines, which should support higher volumes on existing production lines;

• 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;

• increasing operational efficiency and factory utilization;

• phasing out Bolzoni’s lower-margin legacy component manufacturing, which creates manufacturing space for further profitable attachment growth.

Overall, these improvements are leading to a more efficient and flexible organization.

To move these programs forward, in Q4 2024, the Company initiated projects to lower costs, optimize its manufacturing footprint, reduce lead times and better position itself for profitable growth.

As a result, the Company incurred costs to streamline its manufacturing footprint and optimize its operations of $21 million in Q4 2024.

As the Company fully executes its manufacturing footprint improvement programs, it expects additional implementation costs ranging from $8 million to $16 million in each of 2025 and 2026.

Benefits from these programs are expected to begin in late 2025.

These initial benefits are likely to be offset by operational inefficiencies related to lower full-year production in 2025.

Benefits in 2026 are expected to be small as the Company fully phases in the programs.

Beginning in 2027, these fully developed programs are currently expected to generate significant income and cash benefits from $30 million to $40 million annually, based on current assumptions for expected volumes and costs.

These programs are designed to reduce the negative impact from cyclicality on the business.

Lift Truck Business

Lift Truck estimates that the Q4 2024 global lift truck bookings market declined moderately from prior year levels with industry backlog slightly above normalized levels.

In 2025, Lift Truck anticipates a slight improvement in the global lift truck market from depressed 2024 levels.

This increased market is primarily in EMEA and JAPIC geographic markets, leading to higher year-over-year bookings market in 2025.

Lift Truck's Q4 2024 factory bookings dollar-value decreased 17% year-over-year to $400 million.

Sequentially, the value of bookings increased by 8%, primarily in the Americas.

Orders increased for higher-priced, 4- to 6-ton Class 1 and Lift Truck's new modular, scalable Class 5 lift trucks.

EMEA's dollar-value bookings slightly increased and JAPIC's were flat compared to Q3 2024.

This overall increase suggests further stabilization for both Lift Truck and the global market.

Due to 2024 sales efforts, the Lift Truck's warehouse market share grew as result of it's warehouse penetration strategy, which includes advanced on-truck technologies.

These share gains are expected to continue in 2025.

Additionally, new modular, scalable counterbalanced trucks are anticipated to launch in the first half of 2025, including the electric models of the 1- to 3.5-ton trucks later in the year.

These new products should lead to share gains over time.

For much of the past two years, Lift Truck has benefited from the tailwinds of favorable pricing and a significant order backlog.

This supported robust production levels in 2023 and 2024 with product margins well above targeted levels.

The 2024 market decline resulted in lower bookings and increased cancellations across the year, including a Q4 2024 bookings level that was below expectations.

This led to a reduced, but more normalized, $1.9 billion backlog entering into 2025.

As result, Lift Truck's initial 2025 production estimates are well below 2024 levels.

To maintain a more consistent backlog level, while balancing market share and industry demand, production rates will be lower in the first half of 2025 and increase in the second half of the year.

This sets the stage for expected accelerated growth in 2026.

However, if the bookings market or Lift Truck's expected market share improvements fail to meet expectations, its global production levels will likely moderate in the second half of 2025.

Lift Truck continues to focus on maintaining bookings with margins at or above targeted margin levels through a combination of new product introductions, including modular and scalable models, and ongoing cost and pricing discipline.

Margins are expected to decline in 2025 compared to the prior year due to increased competitive dynamics in the market, but importantly remain above target levels.

Due to the current economic uncertainty created by potential tariff changes in the U.S.

and abroad, Lift Truck intends to remain agile with its pricing strategy responding as required to reduce the impact of tariffs on its cost structure.

Lift Truck anticipates margins to remain above target levels in 2025.

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As a result of the lower production levels in 2025, Lift Truck expects a significant year-over-year revenue decrease.

Operating expense is expected to increase year-over-year in 2025 to support long-term profitable growth efforts.

Lift Truck plans to increase its sales capacity and capability as well as enhance its underlying information technology systems.

A portion of these higher costs are likely to be offset by increased use of lower cost shared service capabilities and more efficient processes and tools.

As a result of the lower revenues, unit margin declines and increased expenses, Lift Truck expects 2025 operating profit to be significantly lower than the exceptionally strong 2024 performance.

Bolzoni product margins are expected to improve modestly year-over-year, despite decreased revenues due to the planned phase out of lower-margin legacy component sales to the Lift Truck business.

Increased production of higher margin attachments are expected to offset lower legacy component sales.

As a result, Bolzoni's 2025 operating profit is anticipated to be comparable to 2024 adjusted operating profit.

During 2025, Nuvera will remain focused on increasing customer product demonstrations and orders, especially HydroCharge™, its new portable hydrogen fuel cell-powered generator.

This product was introduced in May 2024 and began customer and dealer demonstrations in September 2024.

In 2025, Nuvera expects full-year revenues to increase over prior year largely due to HydroCharge™.

The margin benefits from this increased revenue are likely 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.

In total, 2025's operating results are expected to improve modestly compared to 2024, in part due to benefits realized from the 2024 force reduction action.

The Company continues to make progress in establishing the groundwork for achieving its goal of generating 7% operating profit margins across a business cycle in the Lift Truck and Bolzoni businesses.

In periods of robust demand, like those experienced in 2024, the Company exceeded its target margin levels.

However, as outlined above, the Company's 2025 revenues, production levels and profits are expected to decline significantly compared to robust 2024 results.

This aligns with the Company's view on the business cycle, which is expected to trough in the first half of 2025, after peaking in the two prior years.

The Company continues to focus on cash generation and accretive capital allocation.

The Company made progress on working capital efficiency throughout 2024, but the improvement was below expectations.

Intense efforts to accelerate improvements, particularly in inventories, are underway and are expected to generate further improvements in 2025.

Overall, the Company expects cash flow from operations in 2025 to remain strong and comparable at 2024 levels, with improved working capital efficiency offset by lower net income.

The Company is focused on the ongoing transformation of its business partly through significant capital investments in advanced products and manufacturing efficiency.

For 2025, capital expenditures are projected to range between $40 million and $80 million.

This wide range of capital spending outcomes is due to current economic and geopolitical uncertainty, particularly in the U.S.

Management will monitor spending during the first half of the year and may accelerate investments if the market accelerates and share increases as expected in 2025.

As the Company continues to generate cash, it will continue to follow its disciplined capital allocation framework to further reduce leverage, make strategic investments to support profitable business growth, and continue to 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.

It strives to do this through its two customer promises:

first, to provide optimal solutions for our customers, and second, to provide exceptional customer care.

Ongoing execution of established strategic initiatives and key projects, as well as the manufacturing footprint improvement measures previously mentioned, should 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.

In addition, the Company believes that Nuvera's revenues can increase 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 Q4 2024 Investor Deck.

This presentation, currently available on the Hyster-Yale website, elaborates on the strategies that are critical for the Company's long-term prospects.

The Company encourages investors to review this material to ensure a clear understanding of the Company's future direction.

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RECENTLY ISSUED ACCOUNTING STANDARDS

For information regarding recently issued accounting standards refer to Note 2 to the Consolidated Financial Statements in this Annual Report on Form 10-K.

For information regarding recently issued accounting standards refer to Note 2, Significant Accounting Policies , to the Consolidated Financial Statements in this Annual Report on Form 10-K.

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:

(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, or the renewal of tariff exclusions, 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) customer acceptance of pricing, (4) the ability of the Company and its dealers, suppliers and end-users to access credit in the current economic environment, or obtain financing at reasonable rates, or at all, as a result of interest rate volatility and current economic and market conditions, including inflation, (5) 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, (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) the 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 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.

trade policy and tariffs as well as retaliatory tariffs imposed by other countries where the Company does business, (3) delays in manufacturing and delivery schedules, (4) 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, (5) customer acceptance of pricing, (6) customer acceptance of, changes in the costs of, or delays in the development of new products, (7) 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, (8) 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, (9) 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, (10) the effectiveness of the cost reduction programs implemented globally, including the successful implementation of procurement and sourcing initiatives and restructuring programs, (11) the successful commercialization of Nuvera's technology, (12) political and economic uncertainties in the countries where the Company does business, as well as the effects of any withdrawals from such countries, (13) bankruptcy of or loss of major dealers, retail customers or suppliers, (14) introduction of new products by, more favorable product pricing offered by or shorter lead times available through competitors, (15) product liability or other litigation, warranty claims or returns of products, (16) changes mandated by federal, state and other regulation, including tax, health, safety or environmental legislation, (17) the ability to attract, retain, and replace workforce and administrative employees, (18) disruptions resulting from natural disasters, public health crises, political crises or other catastrophic events, and (19) 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.

What changed 10-K

Item 7. Management’s Discussion and Analysis