21 unchanged sentences
The Company may also discover liabilities or deficiencies associated with the companies or assets it acquires that were not identified in advance, which may result in significant unanticipated costs.
−Removed: The effectiveness of the Company’s due diligence review and its ability to evaluate the results of such due diligence are dependent upon the accuracy and completeness of statements and disclosures made or actions taken by the companies acquired or their representatives, as well as the limited amount of time in which acquisitions are executed.
+Added: The effectiveness of the Company’s due diligence review and its ability to evaluate the results of such due diligence are dependent upon the accuracy and completeness of statements and disclosures made or actions taken by the companies acquired or their representatives, as well as the limited
+Added: amount of time in which acquisitions are executed.
In addition, the Company may fail to accurately forecast the financial impact of an acquisition transaction, including tax and accounting charges.
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• terrorist activities;
+Added: • war and acts of war
• public health concerns, including the outbreak of the coronavirus or other pandemics;
2 unchanged sentences
Any of these factors could have a material adverse effect on the Company’s consolidated results of operations, financial position and cash flows.
−Removed: The COVID-19 pandemic could have a material adverse effect on our ability to operate, results of operations, financial condition, liquidity, and capital investments.
−Removed: The World Health Organization declared the COVID-19 outbreak a pandemic in 2020, and the virus continues to spread in areas where we operate and sell our products.
−Removed: The COVID-19 pandemic and similar situations/circumstances in the future could have a material adverse effect on our ability to operate, results of operations, financial condition, liquidity, and capital investments.
−Removed: Several public health organizations have recommended, and some local governments have implemented, certain measures to slow and limit the transmission of the virus, including travel restrictions, shelter-in-place requirements and social distancing requirements.
−Removed: Such preventive measures, or others we may voluntarily put in place, may have a material adverse effect on our business for an indefinite period of time, such as the potential shut down of certain locations, decreased employee availability, potential increased vulnerability to cybersecurity incidents, including breaches of information systems security due to widespread remote working arrangements, potential border closures.
−Removed: Our suppliers and customers, including OEMs and distribution partners, may also face similar disruptions to their operations, which could lead to a disruption in our supply chain as well as decreased demand for our products.
−Removed: These issues may also materially affect our future access to our sources of liquidity, particularly our cash flows from operations, financial condition, capitalization, and capital investments.
−Removed: These disruptions may continue to occur and may result in future impairment, restructuring and other charges.
−Removed: To the extent the COVID-19 pandemic adversely affects our business and financial results, it may also have the effect of heightening many of the other risks described in the risk factors disclosed in Part I, Item 1A.
−Removed: Risk Factors , including those relating to our products and services, financial performance, debt covenant compliance and debt obligations.
−Removed: The ultimate magnitude of COVID-19, including the extent of its impact on our financial and operational results, which could be material, will be determined by the length of time that the pandemic continues, its effect on the demand for our services, as well as the effect of governmental regulations imposed in response to the pandemic.
−Removed: We cannot at this time predict the impact of the COVID-19 pandemic, but it could have a material adverse effect on our business, financial condition, results of operations and/or cash flows.
+Added: The effects of the COVID-19 pandemic could adversely affect our business, results of operations and financial condition.
+Added: The coronavirus (COVID-19) pandemic and related measures to reduce its spread have impacted, and may continue to impact, our operations across markets in which the Company operates and those of our suppliers, customers and distributors.
+Added: Although COVID-19 had less of an effect on fiscal year 2022 as compared to fiscal year 2021, the extent to which the COVID-19 pandemic will continue to affect our business, results of operations and financial condition is difficult to predict and depends on numerous evolving factors including the duration and scope of the pandemic;
+Added: government, social, business and other actions that have been and will be taken in response to the pandemic including lockdowns and travel restrictions;
+Added: appearance of new variants of COVID-19;
+Added: the availability, adoption and efficacy of vaccines and treatments.
+Added: In addition, any economic downturn or recession brought on by the COVID-19 pandemic or other public health crises could adversely affect demand for our products and impact our results of operations and financial condition.
+Added: These effects, alone or taken together, could have a material adverse effect on our business, results of operations, or financial condition.
Environmental liabilities could adversely impact the Company’s financial position.
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In the future, the Company may take additional restructuring actions including the consolidating, closing or selling of additional facilities.
−Removed: These actions could result in
−Removed: impairment charges and various charges for such items as idle capacity, disposition costs and severance costs, in addition to normal or attendant risks and uncertainties.
+Added: These actions could result in impairment charges and various charges for such items as idle capacity, disposition costs and severance costs, in addition to normal or attendant risks and uncertainties.
The Company may be unsuccessful in any of its current or future efforts to restructure or consolidate its business.
4 unchanged sentences
The Company has multiple sources of supply for the majority of its commodity requirements.
−Removed: However, significant shortages that disrupt the supply of raw materials or result in price increases could affect prices the Company charges its customers, its product costs, and the competitive position of its products and services.
−Removed: The Company monitors and manages these exposures as an integral part of its overall risk management program, which recognizes the unpredictability of markets and seeks to reduce the potentially adverse effects on its results.
+Added: The Company saw a reduction in supply chain constraints and costs during the second half of 2022, including material availability and transportation costs and expects to see further supply chain improvements during 2023.
+Added: The Company increased its prices during both 2022 and 2021 to help mitigate the impact of rising input costs.
+Added: However, if future significant shortages disrupt the supply of raw materials or result in price increases, this could affect prices the Company charges its customers, its product costs, and the competitive position of its products and services.
+Added: The Company monitors and manages exposures in changes in commodity prices, foreign currency exchange rates, and interest rates as an integral part of its overall risk management program, which recognizes the unpredictability of markets and seeks to reduce the potentially adverse effects on its results.
Nevertheless, changes in currency exchange rates, commodity prices and interest rates cannot always be predicted.
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The outcome of these and other legislative developments, including changes to interpretations of recently enacted legislation, could have a material adverse effect on the Company’s future effective tax rate and cash flows.
−Removed: tax legislative proposals currently being considered in a bill referred to as “Build Back Better” could, among other things, increase the Company’s U.S.
−Removed: taxes on non-U.S.
−Removed: earnings, effective in 2023.
−Removed: In addition, the Organization for Economic Cooperation and Development (“OECD”) is working with a group of more than 100 countries to significantly change the tax treatment of multinational businesses, subjecting them to tax in additional jurisdictions, modifying the methods by which they allocate profits among jurisdictions, and subjecting them to a minimum level of tax.
−Removed: As part of this effort, during 2021, the OECD reached a near-unanimous agreement among the working group jurisdictions to apply a minimum income tax rate of 15%, on a country-by-country basis.
−Removed: In December of 2021, the OECD published model rules to assist with implementation of the minimum tax regime, proposed to be effective in 2023, and the European Union published a directive that would incorporate the OECD-led minimum tax proposals into European Union law.
+Added: The Organization for Economic Cooperation and Development (“OECD”) has been working with a group of more than 100 countries to significantly change the tax treatment of multinational businesses, subjecting them to tax in additional jurisdictions, modifying the methods by which they allocate profits among jurisdictions, and subjecting them to a minimum level of tax of 15%, on a country-by-country-basis.
+Added: As part of this effort, in December of 2021, the OECD published model rules to assist with implementation of the minimum tax regime.
+Added: In December of 2022, the European Union reached an agreement pursuant to which all European Union countries agreed to enact laws based upon the OECD-led minimum tax proposals.
+Added: Such law changes, if enacted, would be effective beginning in 2024.
+Added: Other countries outside the European Union are also expected to enact rules that will incorporate the OECD-led minimum tax proposals and go into effect beginning in 2024.
The Company’s income tax rate in certain non-U.S.
1 unchanged sentence
Enactment of these minimum tax proposals, and the other proposals discussed above, could have a material adverse effect on the Company’s future effective tax rate and cash flows.
−Removed: Certain European jurisdictions, including Germany and the Netherlands, have enacted or will enact tax legislation based upon directives from the European Union.
−Removed: Such legislation could potentially deny tax deductions for certain expenses and/or subject to tax the income earned in certain low tax jurisdictions.
The Company has two subsidiaries in China which benefit from lower income tax rates due to “tax holidays” which apply for three-year periods.
−Removed: The tax holiday for one of the subsidiaries expires at the end of 2022, and for the other subsidiary the tax holiday will expire at the end of 2023.
−Removed: Future year tax benefits will depend upon the Company’s ability to obtain extensions, after the three-year periods expire.
+Added: The tax holiday for one of the subsidiaries expired at the end of 2022, and for the other subsidiary the tax holiday will expire at the end of 2023.
+Added: The Company intends to apply for renewals of these tax holidays, but future year tax benefits will depend upon the Company’s ability to obtain extensions, after the three-year periods expire.
There can be no assurance that future extensions will be granted.
8 unchanged sentences
The Company continues to hold material amounts of goodwill and other long-lived assets on its balance sheet.
−Removed: A decline in expected profitability, particularly if there is a decline in the global economy, could call into question the recoverability of the Company’s related goodwill and other long-lived tangible and intangible assets and require the write-down or write-off of these assets.
+Added: A decline in expected profitability, particularly if there is a decline in the global economy, could call into question the recoverability of the Company’s related goodwill and other long-lived tangible and intangible assets and require the write-down or write-off of these
Such an occurrence could have a material adverse effect on the Company’s consolidated results of operations, financial position and cash flows.
33 unchanged sentences
The market price of the Company’s stock can fluctuate widely.
−Removed: Between December 26, 2020 and January 1, 2022, the closing sale price of the Company’s common stock ranged between a low of $234.59 and a high of $334.84.
−Removed: The volatility of the stock price may be related to any number of factors, such as volatility in the financial markets, general macroeconomic conditions, industry conditions, market expectations concerning the Company’s results of operations, or the volatility of its revenues as discussed above under “The Company’s Revenues May Vary Significantly from Period to Period.” The historic market price of the Company’s common stock may not be indicative of future market prices.
+Added: Between January 1, 2022 and December 31, 2022, the closing sale price of the Company’s common stock ranged between a low of $197.16 and a high of $326.82.
+Added: The volatility of the stock price may be related to any number of factors, such as volatility in the financial markets, general macroeconomic conditions, industry conditions, market expectations concerning the Company’s results of operations, or the volatility of its revenues as discussed above under “The Company’s revenues may vary significantly from period to period.” The historic market price of
+Added: the Company’s common stock may not be indicative of future market prices.
The Company may not be able to sustain or increase the value of its common stock.
20 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.