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Market and Supply Chain Risks
−Removed: • Lack of availability of raw materials, including sourcing from some single suppliers, could negatively impact our ability to meet customer demand.
−Removed: The chemical industry can experience limited supply of certain materials.
−Removed: In addition, in some cases, we choose to source from a single supplier.
−Removed: Any significant disruption in supply, for any reason, could adversely affect our ability to obtain raw materials, which in turn could adversely affect our ability to ensure continued supply for our customers and to meet customer demand.
−Removed: • Sudden or sharp changes in the prices of and/or demand for raw materials may adversely affect our profit margins.
−Removed: We utilize a variety of raw materials in the manufacture of our products, including base oil, polyisobutylene, antioxidants, alcohols, solvents, sulfonates, friction modifiers, olefins, and copolymers.
+Added: • Sudden, sharp, or prolonged changes in the prices of and/or demand for raw materials may adversely affect our profit margins.
+Added: We utilize a variety of raw materials in the manufacture of our products, including base oil, polyisobutylene, antioxidants, alcohols, solvents, detergents, friction modifiers, olefins, and copolymers.
We may also enter into contracts which commit us to purchase some of our more critical raw materials based on anticipated demand.
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Political and economic conditions globally have caused, and may continue to cause, our demand for and the cost of our raw materials to fluctuate.
−Removed: War, armed hostilities, terrorist acts, civil unrest, or other incidents may also cause a sudden or sharp change in our demand for and the cost of our raw materials.
+Added: War, armed hostilities, terrorist acts, civil unrest, inclement weather events, or other incidents may also cause a sudden, sharp, or prolonged change in our demand for and the cost of our raw materials.
We cannot assure that we will be able to pass on to our customers any future increases in raw material costs in the form of price increases for our products.
If our demand for raw materials were to decline such that we would not have need for the quantities required to be purchased under commitment agreements, we could incur additional charges that would affect our profitability.
+Added: • Lack of availability of raw materials, including sourcing from some single suppliers, could negatively impact our ability to meet customer demand.
+Added: The chemical industry can experience limited supply of certain materials.
+Added: In addition, in some cases, we choose to source from a single supplier.
+Added: Any significant disruption in supply, for any reason, could adversely affect our ability to obtain raw materials, which in turn could adversely affect our ability to ensure continued supply for our customers and to meet customer demand.
• Competitive pressures could adversely affect our margins and profitability.
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Any disruptions in this infrastructure network, whether caused by human error, accidents, deliberate acts of violence, limitations on capacity, repairs and improvements to infrastructure components, earthquakes, storms, or other natural disasters, could adversely affect our ability to meet customer demand.
−Removed: • A significant disruption or disaster at one of our production facilities, including those facilities which are sole producers of certain of our products, could result in our inability to meet production requirements and projected customer demand.
−Removed: This could potentially result in us incurring significant liabilities.
+Added: • A significant disruption or disaster at one of our production facilities, including those facilities which are sole producers of certain of our products, could result in our inability to meet production requirements and projected customer demand resulting in a negative impact to our profitability.
+Added: These could also potentially result in us incurring significant liabilities.
We are dependent upon the continued safe operation of our production facilities.
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The petroleum additives industry is subject to periodic technological change, changes in performance standards, and ongoing product improvements.
−Removed: Further, technological changes in some or all of our customers’ products or processes may make our products obsolete.
+Added: Further, technological changes in some or all of our customers’ products or processes, including the development and customer acceptance of electric vehicles, may make some of our products obsolete.
As a result, the life cycle of our products is often hard to predict.
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Moreover, new products may have lower margins than the products they replace.
+Added: • In order to be successful, we must attract and retain a highly qualified workforce, including key employees in leadership positions.
+Added: The success of our business is highly dependent on our ability to attract and retain highly qualified personnel to support our research and development efforts and our agility in effectively responding to technological changes in our industry.
+Added: To the extent that the demand for skilled personnel exceeds supply, we could experience higher labor, recruiting, or training costs in order to attract and retain such a work force.
+Added: We compete with other companies, both within and outside of our industry, for qualified technical and scientific personnel such as chemical, mechanical, and industrial engineers.
+Added: To the extent that we lose experienced personnel through wage competition, normal attrition (including retirement), or other means, we must be able to attract qualified candidates to fill those positions and successfully manage the transfer of critical knowledge from those individuals leaving our company.
+Added: Our inability to maintain a highly qualified technical workforce could adversely affect our competitive position and result in a loss of market share.
+Added: We also must manage leadership development and succession planning throughout our business.
+Added: To the extent that we are unable to attract, develop, and retain leadership talent successfully, we could experience business disruptions that adversely affect our ability to grow our business.
• Our failure to protect our intellectual property rights could harm our competitive position and could adversely affect our future performance and growth.
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Any unauthorized disclosure of our material know-how or trade secrets could adversely affect our business and results of operations.
−Removed: • In order to be successful, we must attract and retain a highly qualified workforce, including key employees in leadership positions.
−Removed: The success of our business is highly dependent on our ability to attract and retain highly qualified personnel to support our research and development efforts and our agility in effectively responding to technological changes in our industry.
−Removed: To the extent that the demand for skilled personnel exceeds supply, we could experience higher labor, recruiting, or training costs in order to attract and retain such a work force.
−Removed: We compete with other companies, both within and outside of our industry, for qualified technical and scientific personnel such as chemical, mechanical, and industrial engineers.
−Removed: To the extent that we lose experienced personnel through wage competition, normal attrition (including retirement), or other means, we must be able to attract qualified candidates to fill those positions and successfully manage the transfer of critical knowledge from those individuals leaving our company.
−Removed: Our inability to maintain a highly qualified technical workforce could adversely affect our competitive position and result in a loss of market share.
−Removed: We also must manage leadership development and succession planning throughout our business.
−Removed: To the extent that we are unable to attract, develop, and retain leadership talent successfully, we could experience business disruptions that adversely affect our ability to grow our business.
• An information technology system failure may adversely affect our business.
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The failure to comply with these rules and regulations could result in significant financial penalties or increase our cost of doing business.
−Removed: • The occurrence or threat of extraordinary events, including domestic or international terrorist attacks, hostilities, or health-related epidemics, may disrupt our operations, decrease demand for our products, and increase our expenses.
+Added: • The occurrence or threat of extraordinary events, including domestic or international terrorist attacks, war, armed hostilities, or health-related epidemics, may disrupt our operations, decrease demand for our products, and increase our expenses.
Chemical-related assets may be at greater risk of future terrorist attacks than other possible targets in the United States and throughout the world.
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The enactment of further federal regulations to increase the security of the transportation of hazardous chemicals in the United States could result in additional costs.
−Removed: The occurrence of extraordinary events, including future terrorist attacks, the outbreak or escalation of hostilities, or a health-related epidemic cannot be predicted, but their occurrence can be expected to negatively affect the economy in general, as well as the markets for our products, and can result in production downtime.
+Added: The occurrence of extraordinary events, including future terrorist attacks, the outbreak or escalation of war, armed hostilities, or a health-related epidemic cannot be predicted, but their occurrence can be expected to negatively affect the economy in general, as well as the markets for our products, and can result in production downtime.
In addition, the damage from a direct attack on our assets or assets used by us could include loss of life or property damage, and available insurance coverage may not be sufficient to cover all of the damage incurred or, if available, may be prohibitively expensive.
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These factors include, but are not limited to, the duration and severity of the pandemic;
−Removed: the effectiveness, acceptance, and speed of application of the recently developed vaccines;
+Added: the effectiveness, acceptance, and speed of application of vaccines;
government restrictions on businesses and individuals;
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The occurrence of any one or a combination of these factors may increase our costs or have other adverse effects on our business.
−Removed: The United Kingdom’s June 2016 referendum decision to withdraw from the European Union (EU) effective January 31, 2020, commonly known as Brexit, has resulted in uncertainty for our European operations regarding the extent to which our operations and financial performance will be affected immediately and in the longer term.
−Removed: On December 24, 2020, in advance of the transition period ending on December 31, 2020, the United Kingdom (U.K.) and the EU reached an agreement on the future relationship.
−Removed: The agreement is complex, addressing a wide-range of matters, but notably trade on goods between the U.K.
−Removed: and EU will continue tariff-free.
−Removed: Our key manufacturing facilities in the EU are not in the U.K.
−Removed: Therefore, goods movements continue to be predominantly within the EU post-Brexit which means that existing key trade agreements will continue to apply.
−Removed: However, Brexit has brought new ways of working and uncertainty for U.K.
−Removed: business, logistics providers, and customs brokers for international business when the U.K.
−Removed: is involved in the supply chain.
−Removed: While this has resulted in some disruption to our operations in the U.K., no material additional risks have become apparent.
−Removed: We are continuing to monitor and evaluate changes in legislation and trading practices in order to mitigate any potential risks to our operations.
+Added: We continue to monitor and evaluate changes in legislation and trading practices since the United Kingdom’s decision to withdraw from the European Union (EU), commonly known as Brexit, for any remaining uncertainties on our business.
+Added: Our key manufacturing facilities in the EU are not in the United Kingdom.
+Added: Goods movements continue to be predominantly within the EU post-Brexit which means that existing key trade agreements continue to apply.
• The insurance we maintain may not fully cover all potential exposures.
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The failure to comply with these covenants could result in an event of default.
−Removed: Our revolving credit facility utilizes the London Interbank Offered Rates (LIBOR) in establishing interest rates on the facility.
−Removed: LIBOR is the subject of recent proposals for reform, which may cause LIBOR to disappear entirely or perform differently than in the past.
+Added: Our revolving credit facility currently utilizes the London Interbank Offered Rates (LIBOR) in establishing interest rates on the facility.
+Added: By June 2023, LIBOR will be completely eliminated and replaced with a yet to be determined rate.
The consequences of these developments cannot be entirely predicted at this time, but could result in an increase in the cost of borrowings under the revolving credit facility.
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• We may be unable to consummate a proposed acquisition transaction due to a lack of regulatory approval or the failure of one or more parties to satisfy conditions to close.
−Removed: In addition, we may not be able to realize the expected benefits from recent or future acquisitions or from investments in our infrastructure, or it may take longer to realize those benefits than originally planned.
+Added: In addition, we may not be able to realize the expected benefits from future acquisitions or from investments in our infrastructure, or it may take longer to realize those benefits than originally planned.
The inability to achieve our objectives related to these activities could result in unanticipated expenses and losses.
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and the availability of financial resources, including cash and borrowing capacity.
−Removed: When we acquire new businesses or invest in infrastructure improvements (for example, building new plant facilities), we consider the benefits we expect to realize and time frames over which we will realize those benefits.
+Added: we acquire new businesses or invest in infrastructure improvements (for example, building new plant facilities), we consider the benefits we expect to realize and time frames over which we will realize those benefits.
The expenses incurred in completing these types of activities, the time it takes to integrate the activities into our ongoing business, or our failure to realize the expected benefits from the activities in the planned time frames could result in unanticipated expenses and losses.
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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.