Item 1A. Risk Factors
Item 1A. Risk Factors
The Company is subject to various risks and uncertainties, including those described in Part I, Item 1A, “Risk Factors” in the Company’s 2024 Annual Report. There have been no material changes to our risk factors since the Company’s 2024 Annual Report, except as described below. Investors should consider all of the other information set forth in this Quarterly Report on Form 10-Q, including our unaudited consolidated condensed financial statements and the related notes and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” in evaluating our business and prospects. If any of
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the risks described herein occurs, our business, financial condition or results of operations could be negatively affected. Additional risks and uncertainties, including risks not currently known or that are currently deemed immaterial may also adversely affect our business financial conditions or results of operations.
Significant tariffs and other trade measures, including recently announced U.S. tariffs on aluminum and steel, could adversely affect our business, results of operations, financial position and cash flows.
Our business is subject to risks associated with changes in international trade policies, including tariffs and other trade restrictions. On February 10, 2025, the President of the United States issued an executive order increasing the tariff rate on aluminum and steel imports to 25% from 10% and eliminating numerous tariff exclusions. This action followed similar orders issued on February 1, 2025, imposing 25% tariffs on imports from Mexico and Canada. In June 2025, these tariffs were further increased to 50% on imports from all countries except the United Kingdom, effective June 4, 2025.
While our manufacturing operations are primarily located in the United States, and we currently do not expect these measures to have a material direct impact on our operations, we are continuing to assess potential indirect effects, including increased costs for raw materials, potential disruptions to our supply chain, and inflationary pressure on component and input pricing. These developments may require us to adjust pricing, renegotiate supplier terms, or shift sourcing strategies, which could adversely affect our margins, customer relationships, and overall competitiveness.
The ultimate impact of these measures remains uncertain and will depend on various factors such as their scope, duration, and the potential for further escalation in trade tensions. Any such impacts could adversely affect our business, financial condition, results of operations, and cash flows.
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Item 6. (a) Exhibits
Exhibit
No. Description
10.1 Amendment to Share Purchase Agreement, dated September 27, 2024, by and between SIFCO Irish Holdings Ltd. and TB2 S.r.l., filed as Exhibit 10.1 to the Company’s Form 8-K dated October 3, 2024, and incorporated herein by reference.
10.2 Eleventh Amendment to Credit Agreement, dated September 30, 2024, by and among SIFCO Industries, Inc., Quality Aluminum Forge, LLC, and JPMorgan Chase Bank, N.A., filed as Exhibit 10.2 to the Company’s Form 8-K dated October 3, 2024, and incorporated herein by reference.
10.3 Sixth Amendment to Export Credit Agreement, dated September 30, 2024, by and among SIFCO Industries, Inc., Quality Aluminum Forge, LLC, and JPMorgan Chase Bank, N.A., filed as Exhibit 10.3 to the Company’s Form 8-K dated October 3, 2024, and incorporated herein by reference.
10.4 First Amendment to Subordination and Intercreditor Agreement, dated September 30, 2024, by and among SIFCO Industries, Inc., Quality Aluminum Forge, LLC, JPMorgan Chase Bank, N.A., and Garnet Holdings Inc., filed as Exhibit 10.4 to the Company’s Form 8-K dated October 3, 2024, and incorporated herein by reference.
10.5 First Amendment to Subordinated Secured Promissory Note, dated September 30, 2024, by and among SIFCO Industries, Inc., Quality Aluminum Forge, LLC and Garnet Holdings Inc., filed as Exhibit 10.5 to the Company’s Form 8-K dated October 3, 2024, and incorporated herein by reference.
10.6 Loan and Security Agreement dated October 17, 2024 among Siena Lending Group LLC, SIFCO Industries, Inc., Quality Aluminum Forge, LLC and each of the Affiliates of the Borrowers signatory thereto from time to time as guarantors, filed as Exhibit 10.1 to the Company’s Form 8-K dated October 23, 2024, and incorporated herein by reference.
**10.7 Offer Letter delivered by SIFCO Industries, Inc. to Jennifer Wilson on October 22, 2024, filed as Exhibit 10.1 to the Company’s Form 8-K dated October 25, 2024, and incorporated herein by reference.
*31.1 Certification of Chief Executive Officer pursuant to Rule 13a-14(a) / 15d-14(a)
*31.2 Certification of Chief Financial Officer pursuant to Rule 13a-14(a) / 15d-14(a)
*32.1 Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350
*32.2 Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350
*101 The following financial information from SIFCO Industries, Inc. Quarterly Report on Form 10-Q for the quarter ended June 30, 2025 filed with the SEC on August 14, 2025, formatted in XBRL includes: (i) Consolidated Condensed Statements of Operations for the fiscal periods ended June 30, 2025 and 2024, (ii) Consolidated Condensed Statements of Comprehensive Income for the fiscal periods ended June 30, 2025 and 2024, (iii) Consolidated Condensed Balance Sheets as of June 30, 2025 and September 30, 2024, (iv) Consolidated Condensed Statements of Cash Flow for the fiscal periods ended June 30, 2025 and 2024, (iv) Consolidated Condensed Statements of Shareholders’ Equity for the periods June 30, 2025 and 2024, and (v) the Notes to the Consolidated Condensed Financial Statements.
*104 Cover Page Interactive Data File: the cover page XBRL tags are embedded within the Inline XBRL document and are contained with Exhibit 101
* Filed herewith.
** Management contract or compensatory plan or arrangement.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
SIFCO Industries, Inc.
(Registrant)
August 14, 2025 /s/ George Scherff
George Scherff
Chief Executive Officer
(Principal Executive Officer)
August 14, 2025 /s/ Jennifer Wilson
Jennifer Wilson
Chief Financial Officer
(Principal Financial Officer)
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.