Item 2.02Results of Operations and Financial Condition.
The following information, including the Exhibit 99.1 referenced in this Item
2.02 to the extent the Exhibit discusses financial results of
On
Forward Looking Information
This document contains, and certain oral and written statements made by our
representatives from time to time may contain, forward-looking statements,
including, without limitation, statements made under "Fiscal 2020 Outlook for
Continuing Operations", statements regarding our Global Productivity Improvement
Plan and other statements regarding the Company's ability to meet its
expectations for its fiscal 2020. We have tried, whenever possible, to identify
these statements by using words like "future," "anticipate," "intend," "plan,"
"estimate," "believe," "belief," "expect," "project," "forecast," "could,"
"would," "should," "will," "may," and similar expressions of future intent or
the negative of such terms. These statements are subject to a number of risks
and uncertainties that could cause results to differ materially from those
anticipated as of the date of this release. Actual results may differ materially
as a result of (1) the impact of the COVID-19 pandemic on our customers,
employees, manufacturing facilities and suppliers and our overall business and
results of operations, all of which tend to aggravate the other risks and
uncertainties we face (2) the impact of our indebtedness on our business,
financial condition and results of operations; (3) the impact of restrictions in
our debt instruments on our ability to operate our business, finance our capital
needs or pursue or expand business strategies; (4) any failure to comply with
financial covenants and other provisions and restrictions of our debt
instruments; (5) the effects of general economic conditions, including the
impact of, and changes, to tariffs and trade policies, inflation, recession or
fears of a recession, depression or fears of a depression, labor costs and stock
market volatility or monetary or fiscal policies in the countries where we do
business; (6) the impact of fluctuations in commodity prices, costs or
availability of raw materials or terms and conditions available from suppliers,
including suppliers' willingness to advance credit; (7) interest rate and
exchange rate fluctuations; (8) the loss of significant reduction in, or
dependence upon, sales to any significant retail customer(s); (9) competitive
promotional activity or spending by competitors, or price reductions by
competitors; (10) the introduction of new product features or technological
developments by competitors and/or the development of new competitors or
competitive brands; (11) the impact of actions taken by significant
stockholders; (12) changes in consumer spending preferences and demand for our
products, particularly in light of the current pandemic and economic stress;
(13) our ability to develop and successfully introduce new products, protect our
intellectual property and avoid infringing the intellectual property of third
parties; (14) our ability to successfully identify, implement, achieve and
sustain productivity improvements (including our Global Productivity Improvement
Plan), cost efficiencies (including at our manufacturing and distribution
operations), and cost savings; (15) the seasonal nature of sales of certain of
our products; (16) the effects of climate change and unusual weather activity as
well as further natural disasters and pandemics; (17) the cost and effect of
unanticipated legal, tax or regulatory proceedings or new laws or regulations
(including environmental, public health and consumer protection regulations);
(18) our discretion to conduct, suspend or discontinue our share repurchase
program (including our discretion to conduct purchases, if any, in a variety of
manners such as open-market purchases or privately negotiated transactions) (19)
public perception regarding the safety of products that we manufacture and sell,
including the potential for environmental liabilities, product liability claims,
litigation and other claims related to products manufactured by us and third
parties; (20) the impact of existing, pending or threatened litigation,
government regulations or other requirements or operating standards applicable
to our business; (21) the impact of cybersecurity breaches or our actual or
perceived failure to protect company and personal data; (22) changes in
accounting policies applicable to our business; (23) our ability to utilize net
operating loss carry-forwards to offset tax liabilities from future taxable
income; (24) the impact of expenses resulting from the implementation of new
business strategies, divestitures or current and proposed restructuring
activities; (25) our ability to successfully implement further acquisitions or
dispositions and the impact of any such transactions on our financial
performance; (26) the unanticipated loss of key members of senior management and
the transition of new members of our management teams to their new roles; (27)
the effects of political or economic conditions, terrorist attacks, acts of war,
natural disasters, public health concerns or other unrest in international
markets; and (28) the other risk factors set forth in the securities filings of
We caution the reader that our estimates of trends, market share, retail consumption of our products and reasons for changes in such consumption are based solely on limited data available us and our management's reasonable assumptions about market conditions, and consequently may be inaccurate or may not reflect significant segments of the retail market. We also caution the reader that undue reliance should not be placed on any forward-looking statements, which speak only as of the date of this release. We undertake no duty or responsibility to update any of these forward-looking statements to reflect events or circumstances after the date of this document or to reflect actual outcomes.
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Item 9.01 Financial Statements and Exhibits.
(a) Not applicable. (b) Not applicable. (c) Not applicable. (d) Exhibits.
The following exhibits are being filed with this Current Report on Form 8-K.
Exhibit No. Description 99.1 Earnings Press Release, datedApril 30, 2020 ? 2
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