Information about our risk factors is contained in Item 1A of our Annual Report on Form 10-K for the fiscal year ended September 30, 2021 filed with the SEC on November 23, 2021.
−Removed: We believe that at July 4, 2021, there have been no material changes in our risk factors from those disclosed in Item 1A of our Annual Report on Form 10-K for the year ended September 30, 2020.
+Added: We believe that as of January 2, 2022, with the exception of changes in the risk factors discussed below, there have been no material changes in our risk factors from those disclosed in Item 1A of our Annual Report on Form 10-K for the year ended September 30, 2021.
+Added: The proposed acquisition of Tristar Products is subject to regulatory approval.
+Added: The consummation of the acquisition of Tristar Products, Inc.
+Added: (“Tristar”) is subject to certain customary conditions, including, among other things, (i) receipt of customary antitrust regulatory approvals, (ii) the absence of a material adverse effect on Tristar, (iii) the accuracy of the representations and warranties of the parties (generally subject to a customary material adverse effect standard (as described in the purchase agreement), or other customary materiality qualifications), and (iv) material compliance by the parties with their respective covenants and agreements under the purchase agreement.
+Added: The Company may not receive the required approval and other clearances for the transaction, or they may not be received in a timely manner, which may impact our ability to complete the transaction in a timely matter, or at all.
+Added: If such approvals are received, they may impose terms, conditions, or restrictions that may cause a failure of the closing conditions set forth in the purchase agreement or that could have a material detrimental impact on the business to be acquired, significantly diminish the benefits of the transaction, and/or the Company following completion of the transaction.
+Added: Any delay in obtaining the required authorizations, approvals, or consents or the imposition of unfavorable terms, conditions or restrictions could materially detrimentally impact the business to be acquired, significantly diminish the benefits of the transaction, and/or the Company.
+Added: We are subject to risks relating to a number of pending or anticipated M&A transactions and restructurings.
+Added: As previously announced, on September 8, 2021, we announced the proposed sale of our HHI division to ASSA ABLOY (the “HHI Divestiture”).
+Added: On February 4, 2022, we announced that we had entered into the agreement to acquire Tristar (the “Tristar Acquisition”), and announced plans to pursue combining the Tristar business to be acquired with our existing Home and Personal Care business (the “Appliance Restructuring”) with the intent to ultimately pursue a separate, pure play Global Appliance business (the creation of such company, the “New Appliances Company”).
+Added: On February 4, 2022, we also announced plans to pursue transforming the Company to a pure play Company composed of our Global Pet Care and Home & Garden business (the creation of such company, the “New Spectrum”), which is dependent upon completing the sale of the HHI Divestiture, the Tristar Acquisition, the Appliances Restructuring, and the creation of the New Appliances Company.
+Added: There are numerous risks and uncertainties associated with completing the HHI Divestiture and the Tristar Acquisition, and completing the transactions required to complete the Appliances Restructuring and create the New Appliances Company and the New Spectrum (collectively, the “Transactions”), including:
+Added: • consummation of the Transactions are subject to a number of conditions and requirements, some of which are outside of our control;
+Added: • the Company’s existing, and future, business relationships with third parties, including customers, suppliers and service providers, may be disrupted due to uncertainty associated with the Transactions;
+Added: • we may incur significant transaction costs in connection with the Transactions, which costs may exceed those currently anticipated;
+Added: • we intend to pay for certain of the Transactions, including the Tristar Acquisition, with cash on hand and proceeds of new indebtedness.
+Added: There can be no assurance that such additional indebtedness will be available and/or available on attractive terms;
+Added: • unforeseen events, including the COVID-19 pandemic may delay or prevent the completion of the Transactions or negatively affect the benefits anticipated from the Transactions;
+Added: • we may be unable to successfully execute the Transactions and, as a result, may fail to realize the anticipated benefits and cost savings of the Transaction in the intended timeframe, or at all;
+Added: • we may have difficulty retaining, motivating, and attracting executives and other employees in light of the uncertainty surrounding the pending Transactions.
+Added: Any of the foregoing risks and uncertainties could have a material adverse effect on our earnings, cash flows, financial condition, and/or stock price.
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.