BC

BRUNSWICK CORP

NYSE · INDUSTRIALS · ENGINES & TURBINES

65.88

−2.41 −3.53%

USD · close Oct 23

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MKT CAP $4.3BP/E —DIV YIELD —FCF YIELD 7.99%REV TTM $5.6B +10.5%NET INCOME −$86M −306.7%NET DEBT $1.8B52W 59.34 – 89.22SEC XBRL · TTM TO Invalid Date

How BC rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025

Text kept

71%

of sentences unchanged

Added

new sentences

Dropped

sentences removed

Length

+194

words, now 8,608

New in FY2025

Economic uncertainty caused by international conflicts or tensions, the risk of inflation, and the macroeconomic environment may lead to unfavorable business outcomes.
All our businesses are affected by global trade policy.
We have been, and continue to be, subject to meaningful tariffs, such as China Section 301 investigation tariffs, Section 232 tariffs on steel and aluminum, and recent tariffs imposed under the International Emergency Economic Powers Act.
U.S. trade actions have also prompted retaliatory measures by other countries, including tariffs on U.S.‑origin goods, which can reduce the competitiveness of our products in certain international markets.
There may be no opportunity for exclusions from such tariffs, or we may not be granted exclusions.
In addition to having to pay the tariffs, the volatile trade policy environment may lead to declining consumer confidence, inflation, lower economic expectations, and ultimately reduced demand for our products and services.
This may result in a material adverse effect on our business, financial condition and results of operations as well as future asset impairments.
While we continue to attempt to mitigate or avoid some of these increased costs and disruptions, our ability to do so may be limited by operational and supply chain constraints, especially in the short term.
In addition, our ability to recover cost increases through price adjustments may be limited by competitive pressures, customer acceptance, and contractual limitations.
As a result, these changes could have a material adverse effect on our business, financial condition, and results of operations.
If credit conditions worsen, become unavailable to customers, or if interest rates remain elevated and adversely affect the ability of customers to finance potential purchases at acceptable terms and interest rates or at all, it could result in a decrease in sales or delay improvement in sales.
Demand for our products in these markets may be diminished by a strong U.S. dollar, or we may need to lower prices to remain competitive.
RISKS RELATED TO OUR BUSINESS AND OPERATIONS Failure to successfully manage our manufacturing footprint could affect our operating and financial results.
Over the past several years, we have made decisions to close certain manufacturing and distribution facilities while also choosing to make strategic capital investments in other facilities to enhance efficiency and support long-term growth.
For example, in 2025, we announced the decision to close our Reynosa, Mexico facility, transitioning production to two high-performing U.S.-based manufacturing centers, as well as the Flagler Beach, Florida facility, consolidating production in our Edgewater, Florida operations.
While these moves are designed to reduce fixed costs and unlock greater productivity and efficiency while maintaining flexibility for future growth, they also pose certain risks.
We must carefully manage our capital improvement projects, expansions, efficiency enhancements, and any consolidation or decrease in capacity utilization to ensure the projects meet cost targets, comply with applicable environmental, safety, and other regulations, uphold high-quality workmanship, and meet our business goals.
Failure to do so could materially and adversely affect our business, financial condition, and results of operations.
Instability, including, but not limited to, political events, civil unrest, or an increase in criminal activity in locations where we maintain a significant presence, could adversely impact our manufacturing and business operations.
Changes in domestic or foreign trade, manufacturing, or other policies may create negative sentiment about the U.S. among non-U.S. customers, employees, or prospective employees, which could adversely affect our business, sales, hiring, and employee retention.
Substantial increases in the prices of raw materials, parts, and components increase our operating costs, and could reduce our profitability if we are unable to recoup the increased costs through higher product prices, improved operating efficiencies, or hedging programs.
Some additional supply risks that could disrupt our operations, impair our ability to deliver products to customers, and negatively affect our financial results include: • financial pressures on our suppliers due to global tariff regimes, a weakening economy, or unfavorable conditions in other end markets; • supplier manufacturing constraints and investment requirements; • deterioration of our relationships with suppliers; • events such as natural disasters, power outages, or labor strikes; • cybersecurity events that affect supplier systems; • disruption at major global ports and shipping hubs; or • an outbreak of disease or facility closures due to a public health threat.
We experienced supply shortages and increases in costs to certain materials in 2025.
Our revenues could be negatively affected if our sales were to fall below expected seasonal levels during these periods.
Hurricanes, floods, earthquakes, storms, wildfires, and catastrophic natural or environmental disasters, as well as acts of terrorism, violence, or civil unrest, could disrupt our distribution channel, operations, or supply chain and decrease consumer demand.
Additionally, if such an event occurs at or near our business locations, manufacturing facilities, or key supplier facilities, business operations and/or operating systems could be interrupted.
We could be uniquely affected by weather-related catastrophic events, the severity of which may increase as a result of climate change, due to the location of certain of our boat facilities in coastal Florida, the size of the manufacturing operation in Fond du Lac, Wisconsin, and FBC locations on waterfronts.
The impact of such events could include employee illness, quarantines, cancellation of events and travel, shutdowns, reduction in economic activity, and supply chain interruptions, which could cause significant disruptions to global economies and financial markets.
In addition, these events could result in future volatility in demand, positively or negatively, for one or more of our products and have a negative effect on our business, financial condition, and results of operations.
Our ability to continue generating strong cash flow and profits depends partly on the sustained successful execution of our strategic plan and growth initiatives, including optimizing our business and product portfolio, continuing to successfully integrate acquisitions, and improving operating efficiency.
Failure to hire, develop, and retain highly qualified employee talent and to develop and implement an adequate succession plan for the management team could disrupt our operations and adversely affect our business and future success.
If demand for recreational boats declines with a weakening economy, if demand for our products declines, or if new product introductions are expected to replace existing products, our dealers, retailers, and other distributors could decide to reduce the number of units they hold.
Our franchisees are an integral part of the FBC business and its growth strategies.
We manage our global business operations through a variety of information technology (IT) and operational technology (OT) systems which we regularly enhance to increase efficiency and security.
Some of the systems are based on legacy technology and operate with a minimal level of available support, and acquisitions using other systems have added to the complexity of our IT and OT infrastructure.
We have been the target of attempted cyber attacks and other security threats and we may be subject to future breaches of our IT and OT systems.
If our security measures are breached or fail, unauthorized persons may be able to obtain access to or acquire personal or other confidential data and/or disrupt our IT and OT systems.
Depending on the nature of the information or systems compromised, we may also have obligations to notify consumers and/or employees about the incident, and we may need to provide some form of remedy, such as a subscription to a credit monitoring service, for the individuals affected by the incident.
Although we have implemented plans to comply with these laws, privacy authorities and private litigants are active in pursuing investigations and litigation, and these and future laws and regulations could impose even greater compliance burdens and risks with respect to privacy and data security.
The EU (through the GDPR), all fifty U.S. states, and a growing number of legislative and regulatory bodies elsewhere in the world have adopted data breach notification requirements in the event of unauthorized access to or acquisition of certain types of personal information.

and 14 more.

Gone since FY2024

Economic uncertainty caused by international conflicts, the risk of inflation, and the macroeconomic environment may lead to unfavorable business outcomes.
Demand for our products in these markets may be diminished by a strengthening U.S. dollar, or we may need to lower prices to remain competitive.
Changes in laws and policies governing trade could adversely affect our business and trigger retaliatory actions by affected countries.
We continue to be subject to meaningful tariffs, such as China Section 301 investigation tariffs, and there is no assurance that we will be granted exclusions in the future.
In addition, given the new administration's orders and policies yet to be determined, we will likely be subject to significant additional future tariffs related to goods from China, Mexico, Canada, or other jurisdictions, for which there may be no available exclusions, or for which we are not granted exclusions.
Like many other multinational corporations, we do a significant amount of business that would be affected by changes to the trade policies of the U.S. and foreign countries (including governmental action related to tariffs and international trade agreements).
Such changes have the potential to adversely impact the U.S. economy, our industry, our suppliers, and global demand for our products and, as a result, could have a material adverse effect on our business, financial condition, and results of operations.
If credit conditions worsen and adversely affect the ability of customers to finance potential purchases at acceptable terms and interest rates, it could result in a decrease in sales or delay improvement in sales.
RISKS RELATED TO OUR BUSINESS AND OPERATIONS Successfully managing our manufacturing operations is critical to our operating and financial results.
Over the past several years, we have made strategic capital investments in capacity expansion activities to successfully capture growth opportunities and enhance product offerings, and we also continue to implement manufacturing efficiency enhancements that are important to our success.
Conversely, in an uncertain economic environment, we may make decisions to decrease production at existing facilities or reduce our manufacturing footprint in accordance with our business strategy.
We must carefully manage these capital improvement projects, expansions, efficiency enhancements, and any consolidation or decrease in capacity utilization to ensure the projects meet cost targets, comply with applicable environmental, safety, and other regulations, uphold high-quality workmanship, and meet our business goals.
Instability, including, but not limited to, political events, civil unrest, and an increase in criminal activity in locations where we maintain a significant presence could adversely impact our manufacturing and business operations.
Changes in U.S. policy regarding foreign trade or manufacturing may create negative sentiment about the U.S. among non-U.S. customers, employees, or prospective employees, which could adversely affect our business, sales, hiring, and employee retention.
Substantial increases in the prices of raw materials, parts, and components would increase our operating costs, and could reduce our profitability if we are unable to recoup the increased costs through higher product prices or improved operating efficiencies.
Some additional supply risks that could disrupt our operations, impair our ability to deliver products to customers, and negatively affect our financial results include: • financial pressures on our suppliers due to a weakening economy or unfavorable conditions in other end markets; • supplier manufacturing constraints and investment requirements; • deterioration of our relationships with suppliers; • events such as natural disasters, power outages, or labor strikes; • disruption at major global ports and shipping hubs; or • an outbreak of disease or facility closures due to a public health threat.
We experienced supply shortages and increases in costs to certain materials in 2024.
Hurricanes, floods, earthquakes, storms, wildfires, and catastrophic natural or environmental disasters, as well as acts of terrorism or civil unrest, could disrupt our distribution channel, operations, or supply chain and decrease consumer demand.
Additionally, if such an event occurs near our business locations, manufacturing facilities, or key supplier facilities, business operations and/or operating systems could be interrupted.
We could be uniquely affected by weather-related catastrophic events, the severity of which may increase as a result of climate change, due to the location of certain of our boat facilities in coastal Florida, the size of the manufacturing operation in Fond du Lac, Wisconsin, and Freedom Boat Club locations on waterfronts.
Our ability to meet demand in a rapidly changing environment may adversely affect our results of operations.
Although we have remained focused on our strategic priorities, our businesses may experience difficulty in meeting demand, particularly in rapidly changing economic conditions.
We may not be able to recruit or retain sufficient skilled labor or our suppliers may not be able to deliver sufficient quantities of parts and components for us to match production with forecasted demand.
Consumers may purchase from competitors or pursue other recreational activities if our products are not readily available, or our fixed costs may grow, all of which could adversely impact our results of operations.
The impact of such events could include employee illness, quarantines, cancellation of events and travel, business and school shutdowns, reduction in economic activity, and supply chain interruptions, which could cause significant disruptions to global economies and financial markets.
In addition, these events could result in future significant volatility in demand, positively or negatively, for one or more of our products and have a negative effect on our business, financial condition, and results of operations.
Our ability to continue generating strong cash flow and profits depends partly on the sustained successful execution of our strategic plan and growth initiatives, including optimizing our business and product portfolio, continuing to successfully integrate acquisitions, improving operating efficiency, and expanding into new adjacent markets.
Failure to hire, develop, and retain highly qualified and diverse employee talent and to develop and implement an adequate succession plan for the management team could disrupt our operations and adversely affect our business and our future success.
If demand for our products declines or if new product introductions are expected to replace existing products, our dealers, retailers, and other distributors could decide to reduce the number of units they hold.
Our franchisees are an integral part of Freedom Boat Club business and its growth strategies.
We manage our global business operations through a variety of information technology (IT) and operational technology systems which we continually enhance to increase efficiency and security.
Some of the systems are based on legacy technology and operate with a minimal level of available support, and recent acquisitions using other systems have added to the complexity of our IT infrastructure.
We have been the target of attempted cyber attacks and other security threats and we may be subject to future breaches of our IT systems.
If our security measures are breached or fail, unauthorized persons may be able to obtain access to or acquire personal or other confidential data.
Depending on the nature of the information compromised, we may also have obligations to notify consumers and/or employees about the incident, and we may need to provide some form of remedy, such as a subscription to a credit monitoring service, for the individuals affected by the incident.
Although we have implemented plans to comply with these laws, GDPR, CCPA, and future laws and regulations could impose even greater compliance burdens and risks with respect to privacy and data security than prior laws.
The EU (through the GDPR) and a growing number of legislative and regulatory bodies elsewhere in the world have adopted consumer notification requirements in the event of unauthorized access to or acquisition of certain types of personal information.
Further, in connection with the divestiture of the bowling and billiards businesses, we licensed certain trademarks and servicemarks, including use of the name "Brunswick," to the acquiring companies.
As of December 31, 2024, the balance of total goodwill and indefinite lived intangible assets was $1,270.3 million, which represents approximately 22 percent of total assets.
If the future operating performance of either the Company or individual operating segments is not sufficient, we could be required to record non-cash impairment charges.

and 6 more.

Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2024 ↗, FY2025 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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