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YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
make estimates and judgments that affect the reported amounts of assets, liabilities, income and expenses and the disclosure of
contingent assets and liabilities in our condensed financial statements. On an ongoing basis, we evaluate our estimates and judgments,
including those related to fair value of financial instruments and accrued expenses. We base our estimates on historical experience, known
trends and events and various other factors that we believe to be reasonable under the circumstances, the results of which form the basis
for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results
may differ from these estimates under different assumptions or conditions. Genesis Growth Tech Acquisition Corp. determined that there have been no material changes
to the critical accounting policies disclosed in our Annual Report on Form 10-K for the period ended December 31, 2021, filed with the
SEC on April 15, 2022.
Recent Accounting Pronouncements
In June 2022, the FASB issued ASU 2022-03, ASC
Subtopic 820 “Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions.” The ASU amends ASC 820
to clarify that a contractual sales restriction is not considered in measuring an equity security at fair value and to introduce new
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
the period ended December 31, 2021, filed with the
SEC on April 15, 2022.
Recent Accounting Pronouncements
In June 2022, the FASB issued ASU 2022-03, ASC
Subtopic 820 “Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions.” The ASU amends ASC 820
to clarify that a contractual sales restriction is not considered in measuring an equity security at fair value and to introduce new disclosure
requirements for equity securities subject to contractual sale restrictions that are measured at fair value. The ASU applies to both holders
and issuers of equity and equity-linked securities measured at fair value. The amendments in this ASU are effective for the Company in
fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. Early adoption is permitted for both interim
and annual financial statements that have not yet been issued or made available for issuance. Genesis Growth Tech Acquisition Corp. is still evaluating the impact
of this pronouncement on the condensed financial statements.
Our management does not believe that any other
recently issued, but not yet effective, accounting standards updates, if currently adopted, would have a material effect on the accompanying
unaudited condensed financial
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
beginning after December 15, 2023, and interim periods within those fiscal years. Early adoption is permitted for both interim
and annual financial statements that have not yet been issued or made available for issuance. Genesis Growth Tech Acquisition Corp. is still evaluating the impact
of this pronouncement on the condensed financial statements.
Our management does not believe that any other
recently issued, but not yet effective, accounting standards updates, if currently adopted, would have a material effect on the accompanying
unaudited condensed financial statements.
JOBS Act
The Jumpstart Our Business Startups Act of 2012
(the “JOBS Act”) contains provisions that, among other things, relax certain reporting requirements for qualifying public
companies. We qualify as an “emerging growth company” and under the JOBS Act are allowed to comply with new or revised accounting
pronouncements based on the effective date for private (not publicly traded) companies. We are electing to delay the adoption of new or
revised accounting standards, and as a result, we may not comply with new or revised accounting standards on the relevant dates on which
adoption of such standards is required for non-emerging growth companies. As a result, the financial statements may not be comparable
to companies that comply with new
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
JOBS Act are allowed to comply with new or revised accounting
pronouncements based on the effective date for private (not publicly traded) companies. We are electing to delay the adoption of new or
revised accounting standards, and as a result, we may not comply with new or revised accounting standards on the relevant dates on which
adoption of such standards is required for non-emerging growth companies. As a result, the financial statements may not be comparable
to companies that comply with new or revised accounting pronouncements as of public company effective dates.
Additionally, we are in the process of evaluating
the benefits of relying on the other reduced reporting requirements provided by the JOBS Act. Subject to certain conditions set forth
in the JOBS Act, if, as an “emerging growth company,” we choose to rely on such exemptions we may not be required to, among
other things, (i) provide an auditor’s attestation report on our system of internal controls over financial reporting pursuant to
Section 404, (ii) provide all of the compensation disclosure that may be required of non-emerging growth public companies under the Dodd-Frank
Wall Street Reform and Consumer Protection Act, (iii) comply with any requirement that may be adopted by the PCAOB
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
“emerging growth company,” we choose to rely on such exemptions we may not be required to, among
other things, (i) provide an auditor’s attestation report on our system of internal controls over financial reporting pursuant to
Section 404, (ii) provide all of the compensation disclosure that may be required of non-emerging growth public companies under the Dodd-Frank
Wall Street Reform and Consumer Protection Act, (iii) comply with any requirement that may be adopted by the PCAOB regarding mandatory
audit firm rotation or a supplement to the auditor’s report providing additional information about the audit and the financial statements
(auditor discussion and analysis) and (iv) disclose certain executive compensation related items such as the correlation between executive
compensation and performance and comparisons of the CEO’s compensation to median employee compensation. These exemptions will apply
for a period of five years following the completion of our Initial Public Offering or until we are no longer an “emerging growth
company,” whichever is earlier.
23
Item 3. Quantitative and Qualitative Disclosures About Market Risk
We are a smaller reporting company as defined
by Rule 12b-2 of the Securities Exchange Act of 1934, as amended, or the Exchange Act, and are not
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
the CEO’s compensation to median employee compensation. These exemptions will apply
for a period of five years following the completion of our Initial Public Offering or until we are no longer an “emerging growth
company,” whichever is earlier.
23
Item 3. Quantitative and Qualitative Disclosures About Market Risk
We are a smaller reporting company as defined
by Rule 12b-2 of the Securities Exchange Act of 1934, as amended, or the Exchange Act, and are not required to provide the information
otherwise required under this item.
Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
Under the
supervision and with the participation of our management, including our principal executive officer and principal financial and accounting
officer, we conducted an evaluation of the effectiveness of our disclosure controls and procedures as of the end of the fiscal quarter
ended September 30, 2022, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act. Based on this evaluation, our
principal executive officer and principal financial officer has concluded that during the period covered by this Form 10-Q, our disclosure
controls and procedures were not effective as of September 30,
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
conducted an evaluation of the effectiveness of our disclosure controls and procedures as of the end of the fiscal quarter
ended September 30, 2022, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act. Based on this evaluation, our
principal executive officer and principal financial officer has concluded that during the period covered by this Form 10-Q, our disclosure
controls and procedures were not effective as of September 30, 2022, because of a material weakness in our internal control over financial
reporting that existed during much of the period covered by this Form 10-Q. A material weakness is a deficiency, or a combination
of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement
of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis. Specifically,
the Company’s management has concluded that our control around the approval process of the Company’s financial statements
was not effectively designed or maintained. On September 23, 2022, we filed with the SEC a Form 10Q-A for the quarter ended June
30, 2022. As
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
such that there is a reasonable possibility that a material misstatement
of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis. Specifically,
the Company’s management has concluded that our control around the approval process of the Company’s financial statements
was not effectively designed or maintained. On September 23, 2022, we filed with the SEC a Form 10Q-A for the quarter ended June
30, 2022. As disclosed in the Form 10Q-A, our original Form 10-Q was inadvertently filed before our independent registered public accounting
firm had completed its interim review procedures on our June 30, 2022 financial statements. Although this review was subsequently completed
with no quantitative changes to our financial statements, this material weakness resulted in the restatement of our interim financial
statements for the quarter ended June 30, 2022.
Disclosure controls and procedures are designed
with the objective of ensuring that information required to be disclosed in our reports filed under the Exchange Act, such as this Report,
is recorded, processed, summarized, and reported within the time period specified in the SEC’s rules and forms. Disclosure controls
and procedures are also designed with the objective of ensuring that such information
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
our financial statements, this material weakness resulted in the restatement of our interim financial
statements for the quarter ended June 30, 2022.
Disclosure controls and procedures are designed
with the objective of ensuring that information required to be disclosed in our reports filed under the Exchange Act, such as this Report,
is recorded, processed, summarized, and reported within the time period specified in the SEC’s rules and forms. Disclosure controls
and procedures are also designed with the objective of ensuring that such information is accumulated and communicated to our management,
including the chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure.
Changes in Internal Control over Financial
Reporting
In light
of the events described above, in the quarter ended September 30, 2022 we implemented additional control measures to enhance the approval
process in connection with our SEC filings and committed to incorporate as appropriate other training and remedial measures. The elements
of our remediation plan can only be accomplished over time, and we can offer no assurance that these initiatives will ultimately have
the intended effects.
24
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 1A. Risk Factors
The risks and uncertainties discussed below supplement
the risks and uncertainties
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
2 we implemented additional control measures to enhance the approval
process in connection with our SEC filings and committed to incorporate as appropriate other training and remedial measures. The elements
of our remediation plan can only be accomplished over time, and we can offer no assurance that these initiatives will ultimately have
the intended effects.
24
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 1A. Risk Factors
The risks and uncertainties discussed below supplement
the risks and uncertainties previously disclosed in Part I, Item 1A. of our Annual Report on Form 10-K for the fiscal year ended December
30, 2021.
We are a foreign private issuer within the
meaning of the rules under the Exchange Act, and as such, we are exempt from certain provisions applicable to U.S. domestic issuers.
Because we qualify as a foreign private issuer
under the Exchange Act, we are exempt from certain provisions of the securities rules and regulations in the United States that are applicable
to U.S. domestic issuers, including:
the rules under the Exchange Act requiring the filing with
the SEC of quarterly reports on Form 10-Q or current reports on Form 8-K;
the sections of the Exchange Act regulating the solicitation
of
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
are exempt from certain provisions applicable to U.S. domestic issuers.
Because we qualify as a foreign private issuer
under the Exchange Act, we are exempt from certain provisions of the securities rules and regulations in the United States that are applicable
to U.S. domestic issuers, including:
the rules under the Exchange Act requiring the filing with
the SEC of quarterly reports on Form 10-Q or current reports on Form 8-K;
the sections of the Exchange Act regulating the solicitation
of proxies, consents, or authorizations in respect of a security registered under the Exchange Act;
the sections of the Exchange Act requiring insiders to file
public reports of their stock ownership and trading activities and liability for insiders who profit from trades made in a short period
of time; and
the selective disclosure rules by issuers of material nonpublic
information under Regulation FD.
Irrespective of the above, we have elected to
file, and have filed, an annual report on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K, similar to U.S.
domestic reporting companies.
As a Cayman Islands exempted company and
foreign private issuer within the meaning of the rules under the Exchange Act, we have adopted
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
and
the selective disclosure rules by issuers of material nonpublic
information under Regulation FD.
Irrespective of the above, we have elected to
file, and have filed, an annual report on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K, similar to U.S.
domestic reporting companies.
As a Cayman Islands exempted company and
foreign private issuer within the meaning of the rules under the Exchange Act, we have adopted certain home country practices in relation
to corporate governance matters that differ significantly from the Nasdaq corporate governance listing standards. These practices may
afford less protection to shareholders than they would enjoy if we complied fully with the Nasdaq corporate governance listing standards.
As a Cayman Islands exempted company listed on
the Nasdaq, we are subject to the Nasdaq corporate governance listing standards. However, the Nasdaq permits a foreign private issuer
like us to follow the corporate governance practices of its home country. Certain corporate governance practices in the Cayman Islands,
which is our home country, may differ significantly from the Nasdaq corporate governance listing standards. For instance, we are not required
to:
have a majority of the board be independent or have an audit
committee be comprised of
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
ed company listed on
the Nasdaq, we are subject to the Nasdaq corporate governance listing standards. However, the Nasdaq permits a foreign private issuer
like us to follow the corporate governance practices of its home country. Certain corporate governance practices in the Cayman Islands,
which is our home country, may differ significantly from the Nasdaq corporate governance listing standards. For instance, we are not required
to:
have a majority of the board be independent or have an audit
committee be comprised of three members (although all of the members of the audit committee must be independent under the Exchange Act);
have a compensation committee or a nominations or corporate
governance committee consisting entirely of independent directors; or
have regularly scheduled executive sessions with only independent
directors each year.
On November 9, 2022, we filed a Form 8-K with
the SEC announcing the resignations of (i) Mr. Pierre Etienne Lallia and Mr. Massimo Prelz-Oltramonti as board members and (ii) Mr. Simon
Baker as a board member (including his position as Co-Executive Chairman of the board) and our Chief Operating Officer and Executive Head
of M&A. Mr. Lallia and Mr. Prel
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
On November 9, 2022, we filed a Form 8-K with
the SEC announcing the resignations of (i) Mr. Pierre Etienne Lallia and Mr. Massimo Prelz-Oltramonti as board members and (ii) Mr. Simon
Baker as a board member (including his position as Co-Executive Chairman of the board) and our Chief Operating Officer and Executive Head
of M&A. Mr. Lallia and Mr. Prelz-Oltramonti each served on the board’s Audit Committee with Mr. Prelz-Oltramonti also serving
on the board’s Compensation Committee and Nominating Committee. The decisions of Mr. Lallia, Mr. Prelz-Oltramonti and Mr. Baker
to resign as, as applicable, our director and/or executive officer, was not the result of any dispute or disagreement with us on any matter
relating to our operation, policies or practices.
Following these resignations and subject to the
planned addition of one or more new independent directors, our board will be comprised of three members, including one independent director—Mr.
Cem Habib. Mr. Habib serves on the Audit, Compensation and Nominating
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
i and Mr. Baker
to resign as, as applicable, our director and/or executive officer, was not the result of any dispute or disagreement with us on any matter
relating to our operation, policies or practices.
Following these resignations and subject to the
planned addition of one or more new independent directors, our board will be comprised of three members, including one independent director—Mr.
Cem Habib. Mr. Habib serves on the Audit, Compensation and Nominating Committees and he has been designated as the Audit Committee’s
financial expert.
25
Initially, we sought to generally comply with
the general Nasdaq corporate governance listing standards applicable to U.S. domestic issuers. However, in light of the above resignations
and to ensure continued compliance with Nasdaq’s corporate governance rules, we have adopted the following home country practices
in accordance with Nasdaq Listing Rule 5615(a)(3):
Audit Committee: As a foreign private issuer we are required
to have an Audit Committee meeting the requirements of Listing Rules 5605(c)(3) and 5605(c)(2)(A)(ii). Listing Rule 5605(c)(3) requires
the Audit Committee to have specified authority and responsibilities and Listing Rule 560
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
continued compliance with Nasdaq’s corporate governance rules, we have adopted the following home country practices
in accordance with Nasdaq Listing Rule 5615(a)(3):
Audit Committee: As a foreign private issuer we are required
to have an Audit Committee meeting the requirements of Listing Rules 5605(c)(3) and 5605(c)(2)(A)(ii). Listing Rule 5605(c)(3) requires
the Audit Committee to have specified authority and responsibilities and Listing Rule 5605(c)(2)(A)(ii) requires each member to meet
the requisite independence standards but neither requires that the Audit Committee have more than one member. In addition, we intend
to add at least one additional Audit Committee member meeting the requisite independence standards.
Compensation Committee: Rule 5615(a)(3) exempts foreign private
issuers from all Compensation Committee requirements, including the requirement that Compensation Committee have at least two independent
directors each of whom meets the requisite independence standards. We intend to maintain our Compensation Committee and add an additional
member meeting the requisite independence standards.
Majority Independent Directors: Subject to possible changes
in Board composition, we are relying on the provisions of Listing Rule 5615(a)(3) to exempt us from the requirement
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
: Rule 5615(a)(3) exempts foreign private
issuers from all Compensation Committee requirements, including the requirement that Compensation Committee have at least two independent
directors each of whom meets the requisite independence standards. We intend to maintain our Compensation Committee and add an additional
member meeting the requisite independence standards.
Majority Independent Directors: Subject to possible changes
in Board composition, we are relying on the provisions of Listing Rule 5615(a)(3) to exempt us from the requirement that on or after
December 13, 2022 (the one-year anniversary of our Initial Public Offering) a majority of our Board be comprised of independent directors.
We may be unable to add additional qualified directors
to our board as contemplated above on a timely basis or at all. Accordingly, our shareholders may be afforded less protection than they
otherwise would enjoy under the Nasdaq corporate governance listing standards applicable to U.S. domestic issuers.
Item 2. Unregistered Sales of Equity Securities
and Use of Proceeds
Unregistered Sales
On May 26, 2021, our Sponsor paid $25,000, or
approximately $0.003 per share, to cover certain expenses on our behalf in consideration of 7,187,500 Founder Shares
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
all. Accordingly, our shareholders may be afforded less protection than they
otherwise would enjoy under the Nasdaq corporate governance listing standards applicable to U.S. domestic issuers.
Item 2. Unregistered Sales of Equity Securities
and Use of Proceeds
Unregistered Sales
On May 26, 2021, our Sponsor paid $25,000, or
approximately $0.003 per share, to cover certain expenses on our behalf in consideration of 7,187,500 Founder Shares. The per share price
of the Founder Shares was determined by dividing the amount contributed to us by the number of Founder Shares issued. On September 20,
2021, our Sponsor surrendered an aggregate of 1,437,500 Founder Shares to the Company’s capital for no consideration, resulting
in the Sponsor holding an aggregate of 5,750,000 Founder Shares. On December 3, 2021, our Sponsor agreed to transfer to Nomura an aggregate
of 431,250 Founder Shares at the Sponsor’s original purchase price. On December 8, 2021, we declared a share dividend pursuant to
which we issued an additional 575,000 Founder Shares to our Sponsor and we also agreed to transfer to Nomura an additional 43,
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
consideration, resulting
in the Sponsor holding an aggregate of 5,750,000 Founder Shares. On December 3, 2021, our Sponsor agreed to transfer to Nomura an aggregate
of 431,250 Founder Shares at the Sponsor’s original purchase price. On December 8, 2021, we declared a share dividend pursuant to
which we issued an additional 575,000 Founder Shares to our Sponsor and we also agreed to transfer to Nomura an additional 43,125 Founder
Shares. As a result, our Sponsor holds 5,850,625 Founder Shares and Nomura holds 474,375 Founder Shares. The Founder Shares were issued
in connection with our organization pursuant to an exemption from registration contained in Section 4(a)(2) of the Securities Act. On
December 21, 2021, we issued an additional 3,300,000 units in connection with the over-allotment option.
Simultaneously with the closing of the Initial
Public Offering, we completed the private placement of 8,050,000 Private Placement Warrants at a purchase price of $1.00 per Private Placement
Warrant to our Sponsor, generating gross proceeds to us of approximately $8.1 million. On December
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
) of the Securities Act. On
December 21, 2021, we issued an additional 3,300,000 units in connection with the over-allotment option.
Simultaneously with the closing of the Initial
Public Offering, we completed the private placement of 8,050,000 Private Placement Warrants at a purchase price of $1.00 per Private Placement
Warrant to our Sponsor, generating gross proceeds to us of approximately $8.1 million. On December 21, 2021, in connection with the full
exercise of the over-allotment option, we completed the private placement of an additional 825,000 Private Placement Warrants to our Sponsor,
generating gross proceeds to us of approximately $0.8 million. In total, the private placements of our Private Placement Warrants in connection
with our Initial Public Offering and the over-allotment option generated gross proceeds of approximately $8.8 million to us. Each Private
Placement Warrant entitles the holder to purchase one of our Class A ordinary shares at $11.50 per share. The Private Placement Warrants
(including the Class A ordinary shares issuable upon exercise thereof) may not, subject to certain limited exceptions, be transferred,
assigned or
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
In total, the private placements of our Private Placement Warrants in connection
with our Initial Public Offering and the over-allotment option generated gross proceeds of approximately $8.8 million to us. Each Private
Placement Warrant entitles the holder to purchase one of our Class A ordinary shares at $11.50 per share. The Private Placement Warrants
(including the Class A ordinary shares issuable upon exercise thereof) may not, subject to certain limited exceptions, be transferred,
assigned or sold by the holder until 30 days after the completion of our initial Business Combination. The sale of the Private Placement
Warrants was made pursuant to an exemption from registration contained in Section 4(a)(2) of the Securities Act.
26
Use of Proceeds
On December 13, 2021, we consummated our Initial
Public Offering of 22,000,000 units. On December 21, 2021, we issued an additional 3,300,000 units in connection with the over-allotment
option. All Units were sold at a price of $10.00 per unit, generating gross proceeds to us of approximately $256.8 million.
On our Initial Public Offering closing date, simultaneously
with the consummation
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
December 13, 2021, we consummated our Initial
Public Offering of 22,000,000 units. On December 21, 2021, we issued an additional 3,300,000 units in connection with the over-allotment
option. All Units were sold at a price of $10.00 per unit, generating gross proceeds to us of approximately $256.8 million.
On our Initial Public Offering closing date, simultaneously
with the consummation of our Initial Public Offering, we completed the private placement of 8,050,000 Private Placement Warrants at a
purchase price of $1.00 per warrant to our Sponsor, generating gross proceeds to us of approximately $8.1 million. On December 21, 2021,
we completed the private placement of an additional 825,000 Private Placement Warrants to our Sponsor in connection with the exercise
of the over-allotment option, generating gross proceeds to us of approximately $0.8 million. In total, the private placements of our Private
Placement Warrants in connection with our Initial Public Offering and the over-allotment option generated gross proceeds of approximately
$8.8 million to us.
Nomura Securities International, Inc. served as
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
2021,
we completed the private placement of an additional 825,000 Private Placement Warrants to our Sponsor in connection with the exercise
of the over-allotment option, generating gross proceeds to us of approximately $0.8 million. In total, the private placements of our Private
Placement Warrants in connection with our Initial Public Offering and the over-allotment option generated gross proceeds of approximately
$8.8 million to us.
Nomura Securities International, Inc. served as
the underwriter for our Initial Public Offering. The securities sold in our Initial Public Offering were registered under the Securities
Act pursuant to a registration statement on Form S-1 (File Nos. 333-261248 and 333-261559) (the “Registration Statement”).
The SEC declared the Registration Statement effective on December 8, 2021.
From March 17, 2021 (inception) through the closing
date of our Initial Public Offering, we incurred approximately $19.0 million for costs and expenses related to our Initial Public Offering.
In connection with our Initial Public Offering, we paid a total of approximately $2.5 million in underwriting discounts and commissions.
In addition, the underwriters agreed to defer approximately $13.9
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
”).
The SEC declared the Registration Statement effective on December 8, 2021.
From March 17, 2021 (inception) through the closing
date of our Initial Public Offering, we incurred approximately $19.0 million for costs and expenses related to our Initial Public Offering.
In connection with our Initial Public Offering, we paid a total of approximately $2.5 million in underwriting discounts and commissions.
In addition, the underwriters agreed to defer approximately $13.9 million in underwriting discounts and commissions, which amount will
be payable upon consummation of the initial Business Combination. Subsequent to the Initial Public Offering closing date, a total of $428,000
was repaid to our Sponsor on the Note, out of the proceeds from our Initial Public Offering. There has been no material change in the
planned use of proceeds from our Initial Public Offering as described in our final prospectus filed with the SEC on December 13, 2021.
After deducting the underwriting discounts and
commissions (excluding the deferred portion of approximately $13.9 million, which amount will be payable upon consummation of the initial
Business Combination) and offering expenses, the total net proceeds from our Initial Public Offering and the
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
from our Initial Public Offering. There has been no material change in the
planned use of proceeds from our Initial Public Offering as described in our final prospectus filed with the SEC on December 13, 2021.
After deducting the underwriting discounts and
commissions (excluding the deferred portion of approximately $13.9 million, which amount will be payable upon consummation of the initial
Business Combination) and offering expenses, the total net proceeds from our Initial Public Offering and the sale of the Private Placement
Warrants were approximately $258.6 million, of which approximately $256.8 million (or $10.15 per unit sold in our Initial Public Offering)
was placed in the Trust Account.
Item 3. Defaults upon Senior Securities
None.
Item 4. Mine Safety Disclosures
Not applicable.
Item 5. Other Information
None.
27
Item 6. Exhibits
The following exhibits are filed or furnished as a part of, or incorporated
by reference into, this Report.
No.
Description of Exhibit
31.1*
Certification of Principal Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section 302 of
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
.
Item 4. Mine Safety Disclosures
Not applicable.
Item 5. Other Information
None.
27
Item 6. Exhibits
The following exhibits are filed or furnished as a part of, or incorporated
by reference into, this Report.
No.
Description of Exhibit
31.1*
Certification of Principal Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*
Certification of Principal Financial and Accounting Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1**
Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2**
Certification of Principal Financial and Accounting Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Ox
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
the Sarbanes-Oxley Act of 2002
32.1**
Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2**
Certification of Principal Financial and Accounting Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS*
Inline XBRL Instance Document
101.CAL*
Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.SCH*
Inline XBRL Taxonomy Extension Schema Document
101.DEF*
Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*
Inline XBRL Taxonomy Extension Labels Linkbase Document
101.PRE*
Inline XBRL Taxonomy Extension Presentation Linkbase Document
104*
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
Filed herewith.
*Furnished herewith.
28
SIGNATURE
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
Linkbase Document
101.LAB*
Inline XBRL Taxonomy Extension Labels Linkbase Document
101.PRE*
Inline XBRL Taxonomy Extension Presentation Linkbase Document
104*
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
Filed herewith.
*Furnished herewith.
28
SIGNATURE
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.
Dated: November 17, 2022
GENESIS GROWTH TECH ACQUISITION CORP.
By:
/s/ Eyal Perez
Name:
Eyal Perez
Title:
Chief Executive Officer,
Chief Financial Officer and Director
(Principal Financial and Accounting Officer)
29
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:1865697
ticker:GGAA
name:Genesis Growth Tech Acquisition Corp.
exchange:Nasdaq
filing_type:10-Q
Text:
Officer and Director
(Principal Financial and Accounting Officer)
29
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:8-K
Text:
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 12, 2023
Graco Inc.
(Exact name of registrant as specified in charter)
Minnesota
001-09249
41-0285640
(State or other Jurisdiction of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
88 – 11th Avenue Northeast
Minneapolis,
Minnesota
55413
(Address of principal executive offices)
(Zip Code)
(612)
623-6000
Registrant’s telephone number, including area code
Not Applicable
(Former name or former address if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:8-K
Text:
-6000
Registrant’s telephone number, including area code
Not Applicable
(Former name or former address if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock
GGG
The New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:8-K
Text:
Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock
GGG
The New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On May 12, 2023, the Board of Directors (the “Board”) of Graco Inc. (the “Company”) appointed Ms. Heather L. Anfang to serve as a director of the Company, effective
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:8-K
Text:
financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On May 12, 2023, the Board of Directors (the “Board”) of Graco Inc. (the “Company”) appointed Ms. Heather L. Anfang to serve as a director of the Company, effective May 12, 2023. Ms. Anfang was appointed to the class of directors whose terms expire at the 2024 annual meeting of shareholders of the Company.
Ms. Anfang has been appointed to serve on the Board’s Audit Committee and Management Organization and Compensation Committee, effective May 12, 2023. In connection with her appointment, Ms. Anfang will be receiving the standard director compensation as referenced in our Proxy Statement for the 2023 Annual Meeting.
Item 9.01.
Financial Statements and Exhibits.
(d) Exhibits
99.1
Press Release dated May 12, 2023.
104 Cover Page Interactive Data File (included within the Inline XBRL document).
Signature
Pursuant to the requirements of the
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:8-K
Text:
, effective May 12, 2023. In connection with her appointment, Ms. Anfang will be receiving the standard director compensation as referenced in our Proxy Statement for the 2023 Annual Meeting.
Item 9.01.
Financial Statements and Exhibits.
(d) Exhibits
99.1
Press Release dated May 12, 2023.
104 Cover Page Interactive Data File (included within the Inline XBRL document).
Signature
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 hereunto duly authorized.
GRACO INC.
Date:
May 12, 2023
By:
/s/ Joseph James Humke______________________
Joseph James Humke
Its: Executive Vice President, General Counsel and Corporate Secretary
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:8-K
Text:
__
Joseph James Humke
Its: Executive Vice President, General Counsel and Corporate Secretary
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:8-K
Text:
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 23, 2023
Graco Inc.
(Exact name of registrant as specified in charter)
Minnesota
001-09249
41-0285640
(State or other Jurisdiction of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
88 – 11th Avenue Northeast
Minneapolis,
Minnesota
55413
(Address of principal executive offices)
(Zip Code)
(612)
623-6000
Registrant’s telephone number, including area code
Not Applicable
(Former name or former address if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:8-K
Text:
-6000
Registrant’s telephone number, including area code
Not Applicable
(Former name or former address if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock
GGG
The New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:8-K
Text:
Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock
GGG
The New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01.
Entry into a Material Definitive Agreement
Amendment No. 1 to Amended and Restated Credit Agreement
On May 23, 2023, Graco Inc. (the “Company”) entered into an Amendment No. 1 to Amended and Restated Credit Agreement (the “Amendment”) that amends its Amended and Restated
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:8-K
Text:
financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01.
Entry into a Material Definitive Agreement
Amendment No. 1 to Amended and Restated Credit Agreement
On May 23, 2023, Graco Inc. (the “Company”) entered into an Amendment No. 1 to Amended and Restated Credit Agreement (the “Amendment”) that amends its Amended and Restated Credit Agreement, dated as of March 25, 2021, entered into with U.S. Bank National Association, as administrative agent and a lender, and the other lenders that are parties thereto (the “Credit Agreement”). The Amendment amended the Credit Agreement by replacing the London interbank offered rate (LIBOR) applicable to borrowings under the Credit Agreement with a rate based on the secured overnight financing rate (SOFR).
The foregoing description of the Amendment and the transactions contemplated thereby does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Amendment, a copy of which is filed as Exhibit 10.1 and is incorporated by reference herein.
Item 9.01.
Financial Statements and Exhibits.
(d
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:8-K
Text:
London interbank offered rate (LIBOR) applicable to borrowings under the Credit Agreement with a rate based on the secured overnight financing rate (SOFR).
The foregoing description of the Amendment and the transactions contemplated thereby does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Amendment, a copy of which is filed as Exhibit 10.1 and is incorporated by reference herein.
Item 9.01.
Financial Statements and Exhibits.
(d) Exhibits
10.1
Amendment No. 1 to Amended and Restated Credit Agreement, dated May 23, 2023, among Graco Inc., the borrowing subsidiaries from time to time party thereto, the banks from time to time party thereto and U.S. Bank National Association, as administrative agent.
104 Cover Page Interactive Data File (included within the Inline XBRL document).
Signature
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 hereunto duly authorized.
GRACO INC.
Date:
May 23, 2023
By:
/s/ Joseph James Humke______________________
Joseph James
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:8-K
Text:
thereto and U.S. Bank National Association, as administrative agent.
104 Cover Page Interactive Data File (included within the Inline XBRL document).
Signature
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 hereunto duly authorized.
GRACO INC.
Date:
May 23, 2023
By:
/s/ Joseph James Humke______________________
Joseph James Humke
Its: Executive Vice President, General Counsel and Corporate Secretary
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
for the fiscal year ended
December 30, 2022
, or
Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
for the transition period from
to
Commission File No. 001-09249
Graco Inc.
(Exact name of Registrant as specified in its charter)
Minnesota
41-0285640
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
88 - 11th Avenue N.E.
Minneapolis,
Minnesota
55413
(Address of principal executive offices)
(Zip Code)
(612)
623-6000
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $1.00 per share
GGG
The New York Stock Exchange
Securities registered
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
.
Minneapolis,
Minnesota
55413
(Address of principal executive offices)
(Zip Code)
(612)
623-6000
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $1.00 per share
GGG
The New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes
No
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
Yes
No
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
to file reports pursuant to Section 13 or Section 15(d) of the Act.
Yes
No
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes
No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data file required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Yes
No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act:
Large accelerated filer
Accelerated filer
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
such files).
Yes
No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act:
Large accelerated filer
Accelerated filer
Non-accelerated filer
Smaller reporting company
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒
If securities are registered pursuant to Section 12(b) of the
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements
of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-
based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant
to §240.10D-1(b). ☐
Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Act).
Yes
No
The aggregate market value of 169,133,922 shares of common stock held by non-affiliates of the registrant was $10,063,468,359 as of
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
-
based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant
to §240.10D-1(b). ☐
Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Act).
Yes
No
The aggregate market value of 169,133,922 shares of common stock held by non-affiliates of the registrant was $10,063,468,359 as of July 1, 2022
167,776,564 shares of common stock were outstanding as of January 11, 2023.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Company’s definitive Proxy Statement for its Annual Meeting of Shareholders to be held on April 28, 2023, are incorporated by reference into Part III, as specifically set forth in said Part III.
TABLE OF CONTENTS
Page
Part I
Item 1
Business
Item 1A
Risk Factors
Item 1B
Unresolved Staff Comments
14
Item 2
Properties
14
Item 3
Legal Proceedings
15
Item 4
Mine Safety Disclosures
15
Information About Our Executive Officers
16
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
be held on April 28, 2023, are incorporated by reference into Part III, as specifically set forth in said Part III.
TABLE OF CONTENTS
Page
Part I
Item 1
Business
Item 1A
Risk Factors
Item 1B
Unresolved Staff Comments
14
Item 2
Properties
14
Item 3
Legal Proceedings
15
Item 4
Mine Safety Disclosures
15
Information About Our Executive Officers
16
Part II
Item 5
Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities
19
Item 6
[Reserved]
20
Item 7
Management’s Discussion and Analysis of Financial Condition and Results of Operations
21
Item 7A
Quantitative and Qualitative Disclosures About Market Risk
31
Item 8
Financial Statements and Supplementary Data
32
Management’s Report on Internal Control Over Financial Reporting
32
Reports of Independent Registered Public Accounting Firm (PCAOB ID No. 34)
33
Consolidated Statements of Earnings
36
Consolidated Statements of Comprehensive Income
36
Consolidated Balance Sheets
37
Consolidated Statements of Cash Flows
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21
Item 7A
Quantitative and Qualitative Disclosures About Market Risk
31
Item 8
Financial Statements and Supplementary Data
32
Management’s Report on Internal Control Over Financial Reporting
32
Reports of Independent Registered Public Accounting Firm (PCAOB ID No. 34)
33
Consolidated Statements of Earnings
36
Consolidated Statements of Comprehensive Income
36
Consolidated Balance Sheets
37
Consolidated Statements of Cash Flows
38
Consolidated Statements of Shareholders’ Equity
39
Notes to Consolidated Financial Statements
40
Item 9
Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
61
Item 9A
Controls and Procedures
61
Item 9B
Other Information
61
Item 9C
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
62
Part III
Item 10
Directors, Executive Officers and Corporate Governance
63
Item 11
Executive Compensation
63
Item 12
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
63
Item 13
Certain Relationships and Related Transactions, and Director Independence
63
Item 14
Principal Accountant Fees and
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9B
Other Information
61
Item 9C
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
62
Part III
Item 10
Directors, Executive Officers and Corporate Governance
63
Item 11
Executive Compensation
63
Item 12
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
63
Item 13
Certain Relationships and Related Transactions, and Director Independence
63
Item 14
Principal Accountant Fees and Services
63
Part IV
Item 15
Exhibits and Financial Statement Schedules
64
Exhibit Index
65
Item 16
Form 10-K Summary
67
Signatures
68
ACCESS TO REPORTS
Investors may obtain access free of charge to the Graco Inc. Annual Report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, other reports and amendments to the reports by visiting the Graco website at www.graco.com. These reports will be available as soon as reasonably practicable following electronic filing with, or furnishing to, the Securities and Exchange Commission.
Table of Contents
PART I
Item 1. Business
Graco Inc., together with its subsidiaries (“
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of charge to the Graco Inc. Annual Report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, other reports and amendments to the reports by visiting the Graco website at www.graco.com. These reports will be available as soon as reasonably practicable following electronic filing with, or furnishing to, the Securities and Exchange Commission.
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PART I
Item 1. Business
Graco Inc., together with its subsidiaries (“Graco,” “us,” “we,” or “our Company”), is a multi-national manufacturing company. We supply technology and expertise for the management of fluids and coatings in industrial and commercial applications. We design, manufacture and market systems and equipment used to move, measure, mix, control, dispense and spray fluid and powder materials. Our equipment is used in manufacturing, processing, construction and maintenance industries. Graco is a Minnesota corporation and was incorporated in 1926.
We specialize in providing equipment solutions for difficult-to-handle materials with high viscosities, abrasive or corrosive properties, and multiple component materials that require precise ratio control. We aim to serve niche markets, providing high customer value through product differentiation. Our products enable customers to reduce their use of labor, material and
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control, dispense and spray fluid and powder materials. Our equipment is used in manufacturing, processing, construction and maintenance industries. Graco is a Minnesota corporation and was incorporated in 1926.
We specialize in providing equipment solutions for difficult-to-handle materials with high viscosities, abrasive or corrosive properties, and multiple component materials that require precise ratio control. We aim to serve niche markets, providing high customer value through product differentiation. Our products enable customers to reduce their use of labor, material and energy, improve quality and environmental performance.
We make significant investments in developing innovative, high-quality products. We strive to grow into new geographic markets by strategically adding commercial and technical resources and third-party distribution in growing and emerging markets. We have grown our third-party distribution to have specialized experience in particular end-user applications. We leverage our product technologies for new applications and industries.
We also make targeted acquisitions to broaden our product offering, enhance our capabilities in the end-user markets we serve, expand our manufacturing and distribution base and potentially strengthen our geographic presence. These acquisitions may be integrated into existing Graco operations or may be managed as stand-alone operations. We completed business acquisitions in 2022, 2021 and 2020 that were not material to our consolidated financial statements.
We have particularly
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in particular end-user applications. We leverage our product technologies for new applications and industries.
We also make targeted acquisitions to broaden our product offering, enhance our capabilities in the end-user markets we serve, expand our manufacturing and distribution base and potentially strengthen our geographic presence. These acquisitions may be integrated into existing Graco operations or may be managed as stand-alone operations. We completed business acquisitions in 2022, 2021 and 2020 that were not material to our consolidated financial statements.
We have particularly strong manufacturing, engineering and customer service capabilities that enhance our ability to provide premium customer experience, produce high-quality and reliable products and drive ongoing cost savings.
Our investment in new products, targeted acquisitions and strong manufacturing, engineering and customer service capabilities comprise our long-term growth strategies, which we coordinate and drive across our geographic regions. Values central to our identity - growth, product innovation, premium customer service, quality and continuous improvement - are leveraged to integrate and expand the capabilities of acquired businesses.
We classify our business into three reportable segments, each with a worldwide focus: Contractor, Industrial and Process.
Each segment sells its products in North, Central and South America (the “Americas”), Europe, Middle East and Africa (“EMEA”), and Asia Pacific. For 2022,
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coordinate and drive across our geographic regions. Values central to our identity - growth, product innovation, premium customer service, quality and continuous improvement - are leveraged to integrate and expand the capabilities of acquired businesses.
We classify our business into three reportable segments, each with a worldwide focus: Contractor, Industrial and Process.
Each segment sells its products in North, Central and South America (the “Americas”), Europe, Middle East and Africa (“EMEA”), and Asia Pacific. For 2022, sales in the Americas represented approximately 60 percent of our Company’s total sales. Sales in EMEA represented approximately 21 percent. Sales in Asia Pacific represented approximately 19 percent. We provide marketing and product design in each of these geographic regions. Our Company also provides application assistance to distributors and employs sales personnel in each of these geographic regions.
Financial information concerning our segments and geographic markets is set forth in Part II, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations and Note B (Segment Information) to the Consolidated Financial Statements of this Form 10-K.
For information about our Company and our products, services and solutions, visit our website at
www.graco.com
. The information on the website is not part of this report nor any
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distributors and employs sales personnel in each of these geographic regions.
Financial information concerning our segments and geographic markets is set forth in Part II, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations and Note B (Segment Information) to the Consolidated Financial Statements of this Form 10-K.
For information about our Company and our products, services and solutions, visit our website at
www.graco.com
. The information on the website is not part of this report nor any other report filed or furnished to the Securities and Exchange Commission (“SEC”).
Manufacturing and Distribution
We manufacture a majority of our products in the United States (“U.S.”). We also manufacture products in Switzerland (Industrial segment), Italy (Industrial segment), the United Kingdom (Process segment), the People’s Republic of China (“P.R.C.”) (all segments), Belgium (all segments) and Romania (Industrial segment). Our manufacturing is aligned with our business segments and is co-located with product development to accelerate technology improvements and improve our cost structure. We perform critical machining, assembly and testing in-house for most of our products to control quality, improve response time and maximize cost-effectiveness. We make our products in focused factories and product cells. We source raw materials and components
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segment), the People’s Republic of China (“P.R.C.”) (all segments), Belgium (all segments) and Romania (Industrial segment). Our manufacturing is aligned with our business segments and is co-located with product development to accelerate technology improvements and improve our cost structure. We perform critical machining, assembly and testing in-house for most of our products to control quality, improve response time and maximize cost-effectiveness. We make our products in focused factories and product cells. We source raw materials and components from suppliers around the world.
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For all segments, we primarily sell our equipment through third-party distributors worldwide, positioned throughout our geographic regions, and through selected retailers. Our products are sold from our warehouse to our third-party distributors or retailers who sell our products to end users. Certain of our businesses sell their products directly to end-user customers and have direct relationships with customers.
Outside of the U.S., our subsidiaries located in Australia, Belgium, Spain, Japan, Italy, Korea, India, the P.R.C., the United Kingdom and Brazil distribute our Company’s products. Operations in Maasmechelen, Belgium; St. Gallen, Switzerland; and Shanghai, P.R.C. reinforce our commitment to their regions.
Our manufacturing capacity is sufficient for current business
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users. Certain of our businesses sell their products directly to end-user customers and have direct relationships with customers.
Outside of the U.S., our subsidiaries located in Australia, Belgium, Spain, Japan, Italy, Korea, India, the P.R.C., the United Kingdom and Brazil distribute our Company’s products. Operations in Maasmechelen, Belgium; St. Gallen, Switzerland; and Shanghai, P.R.C. reinforce our commitment to their regions.
Our manufacturing capacity is sufficient for current business demand levels. Production requirements in the immediate future are expected to be met through existing facilities, planned facility expansions, the installation of new automatic and semi-automatic machine tools, efficiency and productivity improvements, the use of leased space and available subcontract services. In 2022, we completed a construction project on a new facility in Dayton, Minnesota that contains manufacturing operations for portions of our Contractor segment and Process division. We also began facility construction and expansion projects in our Sioux Falls, South Dakota; St. Gallen, Switzerland; and Sibiu, Romania manufacturing facilities in 2022, as well as the construction of a new worldwide distribution center in Dayton, Minnesota. We are in the planning and design phases of additional projects to expand capacity in other manufacturing and distribution locations in 2023
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construction project on a new facility in Dayton, Minnesota that contains manufacturing operations for portions of our Contractor segment and Process division. We also began facility construction and expansion projects in our Sioux Falls, South Dakota; St. Gallen, Switzerland; and Sibiu, Romania manufacturing facilities in 2022, as well as the construction of a new worldwide distribution center in Dayton, Minnesota. We are in the planning and design phases of additional projects to expand capacity in other manufacturing and distribution locations in 2023 and beyond. For more details on our facilities, see Item 2, Properties.
Product Development
Our primary product development efforts are carried out in facilities located in Minneapolis, Anoka and Rogers, Minnesota; North Canton, Ohio; St. Gallen, Switzerland; Barcelona, Spain; Suzhou and Shanghai, P.R.C.; Dexter, Michigan; Erie, Pennsylvania; Kamas, Utah; and Coventry, United Kingdom. In 2021, we opened facilities in Dongguan City, P.R.C. and Aachen, Germany, devoted to the support and development of products for electronics assembly, battery and new energy vehicles. The product development and engineering groups focus on new product design, product improvements, and new applications for existing products and technologies for their specific customer base
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; Suzhou and Shanghai, P.R.C.; Dexter, Michigan; Erie, Pennsylvania; Kamas, Utah; and Coventry, United Kingdom. In 2021, we opened facilities in Dongguan City, P.R.C. and Aachen, Germany, devoted to the support and development of products for electronics assembly, battery and new energy vehicles. The product development and engineering groups focus on new product design, product improvements, and new applications for existing products and technologies for their specific customer base. We continue to enhance our product capabilities with particular emphasis on automation and configurability, easier integration with end-user customer manufacturing and business systems, and increased focus on data and analytics. Our product development efforts focus on bringing new and supplemental return on investment value to end users of our products and enhance their ability to manage products and efficiency and support their sustainability initiatives.
Our Company consistently makes significant investments in new products. Total product development expenditures for all segments were $80 million in 2022, $80 million in 2021 and $72 million in 2020. The amounts invested in product development averaged approximately
4 percent of sales over the last three years. Our product development activities are focused both on upgrades to our current product lines to provide features and benefits that will provide a return
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and enhance their ability to manage products and efficiency and support their sustainability initiatives.
Our Company consistently makes significant investments in new products. Total product development expenditures for all segments were $80 million in 2022, $80 million in 2021 and $72 million in 2020. The amounts invested in product development averaged approximately
4 percent of sales over the last three years. Our product development activities are focused both on upgrades to our current product lines to provide features and benefits that will provide a return on investment to our end-user customers and development of products that will reach into new industries and applications to incrementally grow our sales. Sales of products that refresh and upgrade our product lines are measured and compared with planned results. Sales of products that provide entry into new industries and applications are also measured, with additional focus on commercial resources and activities to build specialized third-party distribution and market acceptance by end users.
Our Company measures the results of acquired businesses as compared to historical results and projections made at the time of acquisition. We will invest in engineering, manufacturing and commercial resources for these businesses based on expected return on investment.
Business Segments
Effective January 1, 2022, our high performance coatings and foam product offerings previously included within the Applied Fluid Technologies division of the Industrial segment were
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also measured, with additional focus on commercial resources and activities to build specialized third-party distribution and market acceptance by end users.
Our Company measures the results of acquired businesses as compared to historical results and projections made at the time of acquisition. We will invest in engineering, manufacturing and commercial resources for these businesses based on expected return on investment.
Business Segments
Effective January 1, 2022, our high performance coatings and foam product offerings previously included within the Applied Fluid Technologies division of the Industrial segment were realigned and are now managed under the Contractor segment. This change aligns the types of products offered and markets served within the segments. Prior year segment information has been restated to conform to the current organizational structure.
Contractor Segment
The Contractor segment represented approximately 47 percent of our total sales in 2022. Through this segment, we offer sprayers that apply paint to walls and other structures, with product models for users ranging from do-it-yourself homeowners to professional contractors. Contractor equipment also includes sprayers that apply texture to walls and ceilings, highly viscous coatings to roofs, and markings on roads, parking lots, athletic fields and floors.
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This segment also manufactures two-component proportioning systems that are used to spray polyurethane foam (spray
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our total sales in 2022. Through this segment, we offer sprayers that apply paint to walls and other structures, with product models for users ranging from do-it-yourself homeowners to professional contractors. Contractor equipment also includes sprayers that apply texture to walls and ceilings, highly viscous coatings to roofs, and markings on roads, parking lots, athletic fields and floors.
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This segment also manufactures two-component proportioning systems that are used to spray polyurethane foam (spray foam) and polyurea coatings. Spray foam is commonly used for insulating building walls, roofs, water heaters, refrigerators, hot tubs and other items. Polyurea coatings are applied on storage tanks, pipes, roofs, truck beds, concrete and other items. We offer a complete line of pumps and proportioning equipment that sprays specialty coatings on a variety of surfaces for protection and fireproofing.
End users of this segment are primarily professional painters in the construction and maintenance industries, specialty contractors, tradesmen and do-it-yourselfers. Contractor products are marketed and sold in all major geographic areas. We continue to add distributors throughout the world that specialize in the sale of Contractor products. Globally, we are pursuing a broad strategy of converting contractors accustomed to manually
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We offer a complete line of pumps and proportioning equipment that sprays specialty coatings on a variety of surfaces for protection and fireproofing.
End users of this segment are primarily professional painters in the construction and maintenance industries, specialty contractors, tradesmen and do-it-yourselfers. Contractor products are marketed and sold in all major geographic areas. We continue to add distributors throughout the world that specialize in the sale of Contractor products. Globally, we are pursuing a broad strategy of converting contractors accustomed to manually applying paint and other coatings to spray technology.
Our Contractor products are distributed primarily though distributor outlets whose main products are paint and other coatings. Certain sprayers and accessories are distributed globally through the home center channel. Contractor products are also sold through general equipment distributors outside of North America.
Industrial Segment
The Industrial segment represented approximately 30 percent of our total sales in 2022. It includes the Industrial and Powder divisions. The Industrial segment markets equipment and solutions for moving and applying paints, coatings, sealants, adhesives and other fluids. Markets served include automotive and vehicle assembly and components production, wood and metal products, rail, marine, aerospace, farm, construction, bus, recreational vehicles and various other industries. End users often invest in our equipment to gain process efficiencies, improve
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Segment
The Industrial segment represented approximately 30 percent of our total sales in 2022. It includes the Industrial and Powder divisions. The Industrial segment markets equipment and solutions for moving and applying paints, coatings, sealants, adhesives and other fluids. Markets served include automotive and vehicle assembly and components production, wood and metal products, rail, marine, aerospace, farm, construction, bus, recreational vehicles and various other industries. End users often invest in our equipment to gain process efficiencies, improve quality or save on material or energy costs. A majority of this segment's business is outside of North America.
Most Industrial segment equipment is sold worldwide through specialized third-party distributors, integrators, design centers, original equipment manufacturers and material suppliers. Some products are sold directly to end users and may include design and installation to specific customer requirements. We work with material suppliers to develop or adapt our equipment for use with specialized or hard-to-handle materials. Distributors promote and sell the equipment, hold inventory, provide product application expertise and offer on-site service, technical support and integration capabilities. Integrators implement large individual installations in manufacturing plants where products and services from a number of different manufacturers are aggregated into a single system. Design centers engineer systems for their customers using our products. Original equipment manufacturers incorporate
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and may include design and installation to specific customer requirements. We work with material suppliers to develop or adapt our equipment for use with specialized or hard-to-handle materials. Distributors promote and sell the equipment, hold inventory, provide product application expertise and offer on-site service, technical support and integration capabilities. Integrators implement large individual installations in manufacturing plants where products and services from a number of different manufacturers are aggregated into a single system. Design centers engineer systems for their customers using our products. Original equipment manufacturers incorporate our Company’s Industrial segment products into systems and assemblies that they then supply to their customers.
Industrial
The Industrial division makes liquid finishing and advanced fluid dispense equipment primarily for use in industrial applications.
This division’s products include liquid finishing equipment that applies liquids on metals, wood and plastics, with emphasis on solutions that provide easy integration to paint monitoring and control systems. Products include paint circulating and paint supply pumps, paint circulating advanced control systems, plural component coating proportioners, various accessories to filter, transport, agitate and regulate fluid, and spare parts such as spray tips, seals and filter screens. The Industrial division also offers a variety of applicators that use different methods of atomizing and spraying liquid materials, paint or other coatings depending on the viscosity of the fluid, the type of
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, with emphasis on solutions that provide easy integration to paint monitoring and control systems. Products include paint circulating and paint supply pumps, paint circulating advanced control systems, plural component coating proportioners, various accessories to filter, transport, agitate and regulate fluid, and spare parts such as spray tips, seals and filter screens. The Industrial division also offers a variety of applicators that use different methods of atomizing and spraying liquid materials, paint or other coatings depending on the viscosity of the fluid, the type of finish desired and the need to maximize transfer efficiency, minimize overspray and minimize the release of volatile organic compounds into the air. Manufacturers in the automotive, automotive feeder, commercial and recreational vehicle, military and utility vehicle, aerospace, farm, construction, wood and general metals industries use our liquid finishing products.
The Industrial division also manufactures equipment for industrial customers that pumps, meters, mixes and dispenses sealant, adhesive and composite materials. Advanced fluid dispense equipment includes gel-coat equipment, chop and wet-out systems, resin transfer molding systems and applicators and precision dispensing solutions. This precision dispense equipment bonds, molds, seals, vacuum encapsulates and laminates parts and devices in a wide variety of industrial applications.
Powder
The Powder division makes powder finishing products and complete
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liquid finishing products.
The Industrial division also manufactures equipment for industrial customers that pumps, meters, mixes and dispenses sealant, adhesive and composite materials. Advanced fluid dispense equipment includes gel-coat equipment, chop and wet-out systems, resin transfer molding systems and applicators and precision dispensing solutions. This precision dispense equipment bonds, molds, seals, vacuum encapsulates and laminates parts and devices in a wide variety of industrial applications.
Powder
The Powder division makes powder finishing products and complete powder finishing systems that coat powder on metals. These products are sold under the Gema® and SAT™ brands. Gema powder systems coat window frames,
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metallic furniture, automotive components and sheet metal. Primary end users of our powder finishing products include manufacturers in the construction, home appliance, automotive component and custom project coater industries. We strive to provide innovative solutions in powder coating for end users in emerging and developed markets.
Process Segment
The Process segment represented approximately 23 percent of our total sales in 2022. It includes the Process and Lubrication divisions. The Process segment markets pumps, valves, meters and accessories to move and dispense chemicals, oil and natural gas, water, wastewater, petroleum, food, lubricants and other fluids.
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the construction, home appliance, automotive component and custom project coater industries. We strive to provide innovative solutions in powder coating for end users in emerging and developed markets.
Process Segment
The Process segment represented approximately 23 percent of our total sales in 2022. It includes the Process and Lubrication divisions. The Process segment markets pumps, valves, meters and accessories to move and dispense chemicals, oil and natural gas, water, wastewater, petroleum, food, lubricants and other fluids. Markets served include food and beverage, dairy, oil and natural gas, pharmaceutical, cosmetics, semiconductor, electronics, wastewater, mining, fast oil change facilities, service garages, fleet service centers, automobile dealerships and industrial lubrication applications.
Most Process segment equipment is sold worldwide through third-party distributors and original equipment manufacturers. Some products are sold directly to end users, particularly in the oil and natural gas and semiconductor industries.
Process
The Process division makes pumps of various technologies that move chemicals, water, wastewater, petroleum, food and other fluids. Manufacturers and processors in the food and beverage, dairy, pharmaceutical, cosmetic, oil and natural gas, semiconductor, electronics, wastewater, mining and ceramics industries use these pumps. This division makes environmental monitoring and remediation equipment that is used to
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third-party distributors and original equipment manufacturers. Some products are sold directly to end users, particularly in the oil and natural gas and semiconductor industries.
Process
The Process division makes pumps of various technologies that move chemicals, water, wastewater, petroleum, food and other fluids. Manufacturers and processors in the food and beverage, dairy, pharmaceutical, cosmetic, oil and natural gas, semiconductor, electronics, wastewater, mining and ceramics industries use these pumps. This division makes environmental monitoring and remediation equipment that is used to conduct ground water sampling and ground water remediation, and for landfill liquid and gas management.
Lubrication
The Lubrication division primarily designs and sells equipment for use in equipment maintenance and vehicle servicing. We supply pumps, hose reels, meters, valves and accessories for use by fast oil change facilities, service garages, fleet service centers, automobile dealerships, auto parts stores, truck builders and heavy equipment service centers.
This division also offers systems, components and accessories for the automatic lubrication of bearings, gears and generators in industrial and commercial equipment, compressors, turbines and on- and off-road vehicles. Automatic lubrication systems reduce maintenance costs, downtime and extend equipment life. These systems are utilized across a variety of industries including construction, mining, industrial manufacturing, transportation
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by fast oil change facilities, service garages, fleet service centers, automobile dealerships, auto parts stores, truck builders and heavy equipment service centers.
This division also offers systems, components and accessories for the automatic lubrication of bearings, gears and generators in industrial and commercial equipment, compressors, turbines and on- and off-road vehicles. Automatic lubrication systems reduce maintenance costs, downtime and extend equipment life. These systems are utilized across a variety of industries including construction, mining, industrial manufacturing, transportation, wind energy and oil and natural gas.
The Lubrication division also manufactures high pressure and ultra-high pressure valves used in the oil and natural gas industry, hydrogen refueling infrastructure, other industrial processes and research facilities. The division also has a line of chemical injection pumping solutions for precise injection of chemicals into producing oil wells and pipelines.
Raw Materials
The primary materials and components in our products are steel of various alloys, sizes and hardness; specialty stainless steel and aluminum bar stock, tubing and castings; tungsten carbide; electric and gas motors; injection molded plastics; sheet metal; forgings; powdered metal; hoses; electronic components and high performance plastics, such as polytetrafluoroethylene (PTFE). The materials and components that we use are generally available through
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precise injection of chemicals into producing oil wells and pipelines.
Raw Materials
The primary materials and components in our products are steel of various alloys, sizes and hardness; specialty stainless steel and aluminum bar stock, tubing and castings; tungsten carbide; electric and gas motors; injection molded plastics; sheet metal; forgings; powdered metal; hoses; electronic components and high performance plastics, such as polytetrafluoroethylene (PTFE). The materials and components that we use are generally available through multiple sources of supply. To manage cost, we source significant amounts of materials and components from outside the U.S., primarily in the Asia Pacific region.
In 2022, we continued to experience logistical and production constraints associated with raw materials and purchased components. These constraints were due to limited component availability, reduced freight capacity, shipping delays, and labor shortages. While we were generally able to find alternative suppliers to source raw materials and components for our products as interruptions persisted, these constraints reduced our ability to meet demand and increased lead times across many of our product lines. Additionally, we experienced price inflation related to raw materials and purchased components. The effects of inflation were most pronounced on motors, electronics, and commodity prices for materials, such as aluminum, stainless steel, carbon steel bar stock,
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YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
limited component availability, reduced freight capacity, shipping delays, and labor shortages. While we were generally able to find alternative suppliers to source raw materials and components for our products as interruptions persisted, these constraints reduced our ability to meet demand and increased lead times across many of our product lines. Additionally, we experienced price inflation related to raw materials and purchased components. The effects of inflation were most pronounced on motors, electronics, and commodity prices for materials, such as aluminum, stainless steel, carbon steel bar stock, plastics and copper. Although pressures from tariffs continued in 2022, we worked with our supplier base on a variety of opportunities to lessen the effect.
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We endeavor to address fluctuations in the price and availability of various materials and components through close management of current suppliers, price negotiations and an intensive search for new suppliers. We have performed risk assessments of our key suppliers, and we factor the risks identified into our commodity plans.
Intellectual Property
We own a number of patents across our segments and have patent applications pending in the U.S. and other countries. We also license our patents to others and are a licensee of patents owned by others. In our opinion, our business is not materially dependent upon any one or more of these patents or licenses. Our Company also owns
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YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
price negotiations and an intensive search for new suppliers. We have performed risk assessments of our key suppliers, and we factor the risks identified into our commodity plans.
Intellectual Property
We own a number of patents across our segments and have patent applications pending in the U.S. and other countries. We also license our patents to others and are a licensee of patents owned by others. In our opinion, our business is not materially dependent upon any one or more of these patents or licenses. Our Company also owns a number of trademarks in the U.S. and foreign countries, including registered trademarks for “GRACO,” “Gema,” several forms of a capital “G,” and various product trademarks that are material to our business, inasmuch as they identify Graco and our products to our customers.
Competition
We encounter a wide variety of competitors that vary by product, industry and geographic area. Each of our segments generally has several competitors. Our competitors are both U.S. and foreign companies and range in size. We believe that our ability to compete depends upon product quality, product reliability, innovation, design, customer support and service, specialized engineering and competitive pricing. Although no competitor duplicates all of our products, some competitors are larger than our Company, both in terms of sales
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YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
to our customers.
Competition
We encounter a wide variety of competitors that vary by product, industry and geographic area. Each of our segments generally has several competitors. Our competitors are both U.S. and foreign companies and range in size. We believe that our ability to compete depends upon product quality, product reliability, innovation, design, customer support and service, specialized engineering and competitive pricing. Although no competitor duplicates all of our products, some competitors are larger than our Company, both in terms of sales of directly competing products and in terms of total sales and financial resources. We also face competitors with different cost structures and expectations of profitability, and these companies may offer competitive products at lower prices. We refresh our product line and continue development of our distribution channel to stay competitive. We also face competitors who illegally sell counterfeits of our products or otherwise infringe on our intellectual property rights. As this type of unfair competition grows or evolves, we may have to increase our intellectual property and unfair competition enforcement activities.
Environmental Protection
Our compliance with federal, state and local laws and regulations did not have a material effect upon our capital expenditures, earnings or competitive position during the fiscal year ended December 30, 2022.
Human Capital Resources
As of December 30, 2022
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YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
face competitors who illegally sell counterfeits of our products or otherwise infringe on our intellectual property rights. As this type of unfair competition grows or evolves, we may have to increase our intellectual property and unfair competition enforcement activities.
Environmental Protection
Our compliance with federal, state and local laws and regulations did not have a material effect upon our capital expenditures, earnings or competitive position during the fiscal year ended December 30, 2022.
Human Capital Resources
As of December 30, 2022, we employed approximately 4,000 persons. Of this total, approximately 1,400 were employees based outside of the U.S., and 1,700 were hourly factory workers in the U.S. None of our Company’s U.S. employees are covered by a collective bargaining agreement. Various national industry-wide labor agreements apply to certain employees in various countries outside of the U.S. Compliance with such agreements has no material effect on our Company or our operations.
The location of the majority of our manufacturing operations within the U.S. allows us to flex employee resources as needed to respond to changes in demand of our business. Our manufacturing, product development, warehouse and administrative employees are generally located in the same or adjacent facilities, which we believe contributes to our culture of strong manufacturing,
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YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
bargaining agreement. Various national industry-wide labor agreements apply to certain employees in various countries outside of the U.S. Compliance with such agreements has no material effect on our Company or our operations.
The location of the majority of our manufacturing operations within the U.S. allows us to flex employee resources as needed to respond to changes in demand of our business. Our manufacturing, product development, warehouse and administrative employees are generally located in the same or adjacent facilities, which we believe contributes to our culture of strong manufacturing, engineering and customer service capabilities.
Health, Wellness & Safety
The personal health and safety of each of our employees is of primary importance. The prevention of occupationally-induced injuries and illnesses is given precedence over operating productivity. Our Health, Wellness and Safety program is designed to increase engagement, reduce absenteeism due to illness or injury, provide healthier lifestyle choices, and reduce health risk factors for our employees.
Total Rewards
Our reward programs connect all employees to the performance and success of the Company. As an employer of choice, we offer pay, benefits and a work environment that attracts and retains high-performing talent. We believe that an effective compensation program must be market competitive as well as fair and equitable. Our compensation program is designed to attract and retain top talent, drive and reward performance and
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YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
reduce absenteeism due to illness or injury, provide healthier lifestyle choices, and reduce health risk factors for our employees.
Total Rewards
Our reward programs connect all employees to the performance and success of the Company. As an employer of choice, we offer pay, benefits and a work environment that attracts and retains high-performing talent. We believe that an effective compensation program must be market competitive as well as fair and equitable. Our compensation program is designed to attract and retain top talent, drive and reward performance and enhance our reputation. Our total rewards program is comprised of various elements, including base pay, variable pay, equity-based compensation for all employees, and health, welfare and retirement benefits.
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Talent
To achieve our strategic objectives, it is imperative that we attract, develop and retain qualified personnel. We seek to develop talent from within our organization and supplement our workforce with external hires as necessary. This approach has helped create among our employees an in-depth understanding of our business, products, competition and customers, while also adding new employee ideas and perspectives in support of our continuous improvement initiatives.
As of December 30, 2022, our executive officers responsible for setting overall strategy average nearly 21 years of tenure with us. Tenure of all employees averages nearly 10
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YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
develop and retain qualified personnel. We seek to develop talent from within our organization and supplement our workforce with external hires as necessary. This approach has helped create among our employees an in-depth understanding of our business, products, competition and customers, while also adding new employee ideas and perspectives in support of our continuous improvement initiatives.
As of December 30, 2022, our executive officers responsible for setting overall strategy average nearly 21 years of tenure with us. Tenure of all employees averages nearly 10 years, reflective of our positive workplace culture. Our recruiting team uses internal and external resources to recruit highly skilled and talented workers, and we encourage and reward employee referrals for open positions.
We are committed to maintaining a culture of trust that recognizes the dignity and uniqueness of the individual. We provide equal opportunities for professional growth and advancement based on performance, qualifications, demonstrated skill and achievements. All employees are encouraged, under a continuous improvement program with financial incentives, to submit ideas to improve profitability, quality, safety and environmental practices. New employee orientation and regular ethics training are required for all employees. We complete a biennial survey of our employees to assess our culture, benchmark us against industry leaders, and to make improvements as necessary.
Community
We have a long history of giving back to the communities
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YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
provide equal opportunities for professional growth and advancement based on performance, qualifications, demonstrated skill and achievements. All employees are encouraged, under a continuous improvement program with financial incentives, to submit ideas to improve profitability, quality, safety and environmental practices. New employee orientation and regular ethics training are required for all employees. We complete a biennial survey of our employees to assess our culture, benchmark us against industry leaders, and to make improvements as necessary.
Community
We have a long history of giving back to the communities where we live and work through the volunteer efforts of our employees and the giving efforts of the Graco Foundation.
The Graco Foundation’s goal is
to help organizations grow their ability to serve community needs through grants focused on capital projects, specific programs and technology needs.
The Graco Foundation places emphasis on educational programs,
especially STEM (science, technology, engineering and math) programs; human service programs promoting workforce development; and youth development programs.
The Graco Foundation also supports several employee-based programs, including dollar-for-dollar gift matching, grants to support volunteerism, scholarships for children of employees, tutoring with a local middle school and an annual Paint-A-Thon that helps
low-income seniors and people with permanent disabilities continue to live independently in their own homes
Item 1A.
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YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
Foundation places emphasis on educational programs,
especially STEM (science, technology, engineering and math) programs; human service programs promoting workforce development; and youth development programs.
The Graco Foundation also supports several employee-based programs, including dollar-for-dollar gift matching, grants to support volunteerism, scholarships for children of employees, tutoring with a local middle school and an annual Paint-A-Thon that helps
low-income seniors and people with permanent disabilities continue to live independently in their own homes
Item 1A. Risk Factors
As a global manufacturer of systems and equipment designed to move, measure, control, dispense and spray fluid and powder materials, our business is subject to various risks and uncertainties. Below are risk factors that could materially and adversely affect our business, financial condition and results of operations.
Economic, Financial and Political Risks
Economic Environment - Demand for our products depends on the level of commercial and industrial activity worldwide.
An economic downturn, recession, depression, sustained inflationary pressures or financial market turmoil may depress demand for our equipment in all major geographies and markets. Economic uncertainty and volatility in various geographies and industries in which we conduct business may adversely affect our net sales and earnings. If our distributors and original equipment manufacturers are unable to purchase our products because of unavailable
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YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
operations.
Economic, Financial and Political Risks
Economic Environment - Demand for our products depends on the level of commercial and industrial activity worldwide.
An economic downturn, recession, depression, sustained inflationary pressures or financial market turmoil may depress demand for our equipment in all major geographies and markets. Economic uncertainty and volatility in various geographies and industries in which we conduct business may adversely affect our net sales and earnings. If our distributors and original equipment manufacturers are unable to purchase our products because of unavailable credit
or unfavorable credit terms, depressed end-user demand, or are simply unwilling to purchase our products, our net sales and earnings will be adversely affected. An economic downturn may have an adverse effect on our results of operations and financial condition and affect our ability to satisfy the financial covenants in the terms of our financing arrangements.
Currency - Changes in currency translation rates could adversely impact our revenue, earnings and the valuation of assets denominated in foreign currencies.
A significant number of routine transactions are conducted in foreign currencies. Changes in exchange rates have impacted, and in the future may impact, our reported sales and earnings and the valuation of assets denominated in foreign currencies. A majority of our manufacturing and cost structure is based in the U.S. In addition, decreased value of local currency
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YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
ovenants in the terms of our financing arrangements.
Currency - Changes in currency translation rates could adversely impact our revenue, earnings and the valuation of assets denominated in foreign currencies.
A significant number of routine transactions are conducted in foreign currencies. Changes in exchange rates have impacted, and in the future may impact, our reported sales and earnings and the valuation of assets denominated in foreign currencies. A majority of our manufacturing and cost structure is based in the U.S. In addition, decreased value of local currency may make it difficult for some of our distributors and end users to purchase products.
Russian Invasion of Ukraine – Russia’s invasion of Ukraine, and the sanctions and actions taken against Russia and Belarus in response to the invasion, could adversely impact our business.
While our sales into Russia and Belarus were not material to our overall business, and we did not have any physical operations in Russia or Belarus or source raw materials or components directly from either country, the Russian invasion
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of Ukraine and the resulting sanctions and actions taken against Russia and Belarus by the United States, the United Kingdom, the European Union, Switzerland and others considerably restricted our ability to sell certain products in Russia and Belarus. As a result, in April 2022 we suspended sales into Russia and Belarus indefinitely. We
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YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
were not material to our overall business, and we did not have any physical operations in Russia or Belarus or source raw materials or components directly from either country, the Russian invasion
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of Ukraine and the resulting sanctions and actions taken against Russia and Belarus by the United States, the United Kingdom, the European Union, Switzerland and others considerably restricted our ability to sell certain products in Russia and Belarus. As a result, in April 2022 we suspended sales into Russia and Belarus indefinitely. We expect our ability to sell certain products in Russia and Belarus to continue to be restricted for the foreseeable future. A significant escalation or expansion of the conflict beyond its current geographic, political and economic scope and scale could have a material adverse effect on our
business, results of operations and financial condition, and could exacerbate other risks discussed in this report. Such risks include, but are not limited to: an increase in the frequency and severity of cybersecurity threats against us and the parties with whom we do business; unfavorable changes in exchange rates;
further shortages, delivery
delays and price inflation in a wide variety of raw materials and components; widespread reductions in
end-user demand; and increased
logistical challenges.
Political Instability - Uncertainty surrounding political leadership may limit our growth opportunities
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YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
condition, and could exacerbate other risks discussed in this report. Such risks include, but are not limited to: an increase in the frequency and severity of cybersecurity threats against us and the parties with whom we do business; unfavorable changes in exchange rates;
further shortages, delivery
delays and price inflation in a wide variety of raw materials and components; widespread reductions in
end-user demand; and increased
logistical challenges.
Political Instability - Uncertainty surrounding political leadership may limit our growth opportunities.
Domestic political instability, including government shut downs, may limit our ability to grow our business. International political instability (including tensions between the U.S. and the countries in which we conduct business, threats of war, terrorism and other hostilities, and governmental instability) may prevent us or our customers from expanding our business into certain geographies and may also limit our ability to grow our business. Civil disturbances may harm our business.
Pension Plan – Declines in interest rates, asset values and investment returns could significantly increase our pension costs and required pension contributions.
GRACO INC sponsors a qualified defined benefit pension plan for certain U.S. employees and retirees of the Company. The pension plan is funded with trust assets invested in a diversified portfolio of equity, fixed income and other investments. Decl
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YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
us or our customers from expanding our business into certain geographies and may also limit our ability to grow our business. Civil disturbances may harm our business.
Pension Plan – Declines in interest rates, asset values and investment returns could significantly increase our pension costs and required pension contributions.
GRACO INC sponsors a qualified defined benefit pension plan for certain U.S. employees and retirees of the Company. The pension plan is funded with trust assets invested in a diversified portfolio of equity, fixed income and other investments. Declines in interest rates, the market value of plan assets, and investment returns could significantly increase our net periodic pension costs and our future pension contribution requirements and adversely affect our results of operations and financial condition.
Operational Risks
Global Sourcing - Risks associated with foreign sourcing, supply interruption, delays in raw material or component delivery, supply shortages and counterfeit components may adversely affect our production or profitability.
We source certain of our materials and components from suppliers outside the U.S., and from suppliers within the U.S. who engage in foreign sourcing. Long lead times or supply interruptions associated with a global supply base may reduce our flexibility and make it more difficult to respond promptly to fluctuations in demand or respond quickly to product quality problems. Changes in exchange rates between the U.S. dollar and
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YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
supply interruption, delays in raw material or component delivery, supply shortages and counterfeit components may adversely affect our production or profitability.
We source certain of our materials and components from suppliers outside the U.S., and from suppliers within the U.S. who engage in foreign sourcing. Long lead times or supply interruptions associated with a global supply base may reduce our flexibility and make it more difficult to respond promptly to fluctuations in demand or respond quickly to product quality problems. Changes in exchange rates between the U.S. dollar and other currencies and fluctuations in the price of raw materials and components have impacted and may continue to impact the manufacturing costs of our products and affect our profitability. Protective tariffs, unpredictable changes in duty rates, and changes in trade policies, agreements, relations and regulations have made and may continue to make certain foreign-sourced parts no longer competitively priced. Long supply chains may be disrupted by environmental events, public health crises (such as the COVID-19 pandemic), political or other factors. Raw materials may become limited in availability from certain regions. Port labor issues may delay shipments. We source a large volume and a variety of electronic components, which exposes us to an increased risk of counterfeit components entering our supply chain. If counterfeit components unknowingly become part of our products, we may need to stop
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YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
make certain foreign-sourced parts no longer competitively priced. Long supply chains may be disrupted by environmental events, public health crises (such as the COVID-19 pandemic), political or other factors. Raw materials may become limited in availability from certain regions. Port labor issues may delay shipments. We source a large volume and a variety of electronic components, which exposes us to an increased risk of counterfeit components entering our supply chain. If counterfeit components unknowingly become part of our products, we may need to stop delivery and rework our products. We may be subject to warranty claims and may need to recall products. Shortages, delivery delays and price inflation in a wide variety of raw materials and components (including but not limited to electronic components, castings, engines and motors) and logistical challenges (including but not limited to increased freight costs, shipping container shortages, trucking shortages, ocean, railway and air freight capacity constraints, labor shortages and port delays) have adversely affected production and profitability and may continue to adversely affect production and profitability.
Information Systems - Interruption of or intrusion into information systems may impact our business.
We rely on information systems and networks, including the internet, to conduct and support our business. Some of these systems and networks are managed, hosted and provided by third
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YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
challenges (including but not limited to increased freight costs, shipping container shortages, trucking shortages, ocean, railway and air freight capacity constraints, labor shortages and port delays) have adversely affected production and profitability and may continue to adversely affect production and profitability.
Information Systems - Interruption of or intrusion into information systems may impact our business.
We rely on information systems and networks, including the internet, to conduct and support our business. Some of these systems and networks are managed, hosted and provided by third parties. We use these systems and networks to record, process, summarize, transmit and store electronic information, and to manage or support our business processes and activities. We have implemented measures intended to secure our information systems and networks and prevent unauthorized access to or loss of sensitive data. However, these measures may not be effective against all eventualities, and our information systems and networks and those of our third party service providers may be vulnerable to hacking, human error, fraud or other misconduct, system error, faulty password management or other irregularities. Cybersecurity threats are increasing in frequency, sophistication and severity. We have experienced and expect to continue to
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experience cybersecurity threats and attacks on our systems and networks and those of our third party service providers. To date,
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YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
, these measures may not be effective against all eventualities, and our information systems and networks and those of our third party service providers may be vulnerable to hacking, human error, fraud or other misconduct, system error, faulty password management or other irregularities. Cybersecurity threats are increasing in frequency, sophistication and severity. We have experienced and expect to continue to
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experience cybersecurity threats and attacks on our systems and networks and those of our third party service providers. To date, none of the cybersecurity threats and attacks we have experienced have had a material adverse impact on our operations, business or financial condition. Security breaches or intrusion into our information systems or networks or the information systems or networks of the third parties with whom we do business pose a risk to the confidentiality, availability and integrity of our data, and could lead to any one or more of the following: the compromising of confidential information; manipulation, unauthorized use, theft or destruction of data; product defects or malfunctions; production downtimes and operations disruptions; litigation; regulatory action; fines; and other costs and adverse consequences. The occurrence of a security breach or an intrusion into an information system or a network, or the breakdown, interruption in or inadequate upgrading or maintenance of our information processing software, hardware or
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YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
, availability and integrity of our data, and could lead to any one or more of the following: the compromising of confidential information; manipulation, unauthorized use, theft or destruction of data; product defects or malfunctions; production downtimes and operations disruptions; litigation; regulatory action; fines; and other costs and adverse consequences. The occurrence of a security breach or an intrusion into an information system or a network, or the breakdown, interruption in or inadequate upgrading or maintenance of our information processing software, hardware or networks or the internet, may adversely affect our business, reputation, results of operations and financial condition.
Intellectual Property - Demand for our products may be affected by new entrants who copy our products or infringe on our intellectual property. Competitors may allege that our products infringe the intellectual property of others.
From time to time, we have been faced with instances where competitors have infringed or unfairly used our intellectual property or taken advantage of our design and development efforts. The ability to protect and enforce intellectual property rights varies across jurisdictions. Competitors who copy our products are prevalent in Asia. If we are unable to effectively meet these challenges, they could adversely affect our revenues and profits and hamper our ability to grow. Competitors and others may also initiate litigation to challenge the validity
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YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
the intellectual property of others.
From time to time, we have been faced with instances where competitors have infringed or unfairly used our intellectual property or taken advantage of our design and development efforts. The ability to protect and enforce intellectual property rights varies across jurisdictions. Competitors who copy our products are prevalent in Asia. If we are unable to effectively meet these challenges, they could adversely affect our revenues and profits and hamper our ability to grow. Competitors and others may also initiate litigation to challenge the validity of our intellectual property or allege that we infringe their intellectual property. We may be required to pay substantial damages if it is determined our products infringe their intellectual property. We may also be required to develop an alternative, non-infringing product that could be costly and time-consuming, or acquire a license (if available) on terms that are not favorable to us. Regardless of whether infringement claims against us are successful, defending against such claims could significantly increase our costs, divert management’s time and attention away from other business matters, and otherwise adversely affect our results of operations and financial condition.
Foreign Operations - Conducting business internationally exposes our Company to risks that could harm our business.
In 2022, approximately 48 percent of our sales were generated by customers located outside the U
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YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
, or acquire a license (if available) on terms that are not favorable to us. Regardless of whether infringement claims against us are successful, defending against such claims could significantly increase our costs, divert management’s time and attention away from other business matters, and otherwise adversely affect our results of operations and financial condition.
Foreign Operations - Conducting business internationally exposes our Company to risks that could harm our business.
In 2022, approximately 48 percent of our sales were generated by customers located outside the U.S. Operating and selling outside of the U.S. exposes us to certain risks that could adversely impact our sales volume, rate of growth or profitability. These risks include: complying with foreign legal and regulatory requirements; international trade factors (export controls, customs clearance, trade policy, trade sanctions, trade agreements, duties, tariff barriers and other restrictions); protection of our proprietary technology in certain countries; potentially burdensome taxes; potential difficulties staffing and managing local operations; and changes in exchange rates.
Catastrophic Events - Our operations are at risk of damage, destruction or disruption by natural disasters and other unexpected events.
The loss of, or substantial damage to, one of our facilities, our information system infrastructure or the facilities of our suppliers could make it difficult to manufacture product, fulfill customer
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YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
sanctions, trade agreements, duties, tariff barriers and other restrictions); protection of our proprietary technology in certain countries; potentially burdensome taxes; potential difficulties staffing and managing local operations; and changes in exchange rates.
Catastrophic Events - Our operations are at risk of damage, destruction or disruption by natural disasters and other unexpected events.
The loss of, or substantial damage to, one of our facilities, our information system infrastructure or the facilities of our suppliers could make it difficult to manufacture product, fulfill customer orders and provide our employees with work. Flooding, tornadoes, hurricanes, unusually heavy precipitation or other severe weather events, earthquakes, tsunamis, fires, explosions, acts of war, terrorism, civil unrest or outbreaks, epidemics or pandemics of infectious diseases (such as the COVID-19 pandemic) could adversely impact our operations.
Personnel - Our success may be affected if we are not able to attract, develop and retain qualified personnel.
Our success depends in large part on our ability to identify, recruit, develop and retain qualified personnel. If we are unable to successfully identify, recruit, develop and retain qualified personnel or adapt to changing worker expectations and working arrangements, it may be difficult for us to meet our strategic objectives and grow our business, which could adversely
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YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
such as the COVID-19 pandemic) could adversely impact our operations.
Personnel - Our success may be affected if we are not able to attract, develop and retain qualified personnel.
Our success depends in large part on our ability to identify, recruit, develop and retain qualified personnel. If we are unable to successfully identify, recruit, develop and retain qualified personnel or adapt to changing worker expectations and working arrangements, it may be difficult for us to meet our strategic objectives and grow our business, which could adversely affect our results of operations and financial condition.
Pandemic Risks
A pandemic, including the COVID-19 pandemic, could have a material and adverse effect on our business, results of operations and financial condition.
The COVID-19 pandemic and related governmental, business and societal responses to the pandemic had an adverse effect on our operations, employees, supply chains, distribution channels, and end-user customers. These effects included: employees being infected by, or exposed to, the virus; adverse impacts on
the efficiency and productivity of our workforce and our operations; adverse impacts on our ability
to manufacture products and provide related services in a
11
Table of Contents
timely manner; supply chain disruptions, including increased costs of raw materials and components, and delays, shortages and difficulties
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
to the pandemic had an adverse effect on our operations, employees, supply chains, distribution channels, and end-user customers. These effects included: employees being infected by, or exposed to, the virus; adverse impacts on
the efficiency and productivity of our workforce and our operations; adverse impacts on our ability
to manufacture products and provide related services in a
11
Table of Contents
timely manner; supply chain disruptions, including increased costs of raw materials and components, and delays, shortages and difficulties in sourcing raw materials and components; volatility in demand for certain of our products; inability to meet end-user customer demand; distribution and logistics challenges, including increased freight costs, reduced freight capacity, and shipping delays; restrictions on our employees’ ability to meet customers in person and the cancellation, postponement and reformatting of trade shows, industry events and product demonstrations, which impacted our selling activities and our ability to convert those activities into actual sales;
and a significant investment of time, energy and resources by management in mitigating the effects of the pandemic on our employees and our business and complying with existing, new or modified governmental rules, regulations, standards and mandates. We may experience similar or additional adverse impacts to our business, results of operations and financial condition in the future as a result
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
, postponement and reformatting of trade shows, industry events and product demonstrations, which impacted our selling activities and our ability to convert those activities into actual sales;
and a significant investment of time, energy and resources by management in mitigating the effects of the pandemic on our employees and our business and complying with existing, new or modified governmental rules, regulations, standards and mandates. We may experience similar or additional adverse impacts to our business, results of operations and financial condition in the future as a result of a pandemic, including the COVID-19 pandemic.
The extent to which a pandemic, including the COVID-19 pandemic, impacts us will depend on numerous factors and future developments that are uncertain and that we are not able to predict, including: the severity of the virus and new variants of the virus; the duration and scope of the pandemic; the efficacy, distribution and adoption rate of vaccines and therapeutic treatments; infection rates in the areas in which we or our suppliers, distributors or end-user customers operate; governmental, business, societal, individual and other actions taken in response to the pandemic; the effect on our suppliers and distributors, and disruptions to the global supply chain; the impact on economic activity; the effect on our end-user customers and their demand and buying patterns for our products
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
variants of the virus; the duration and scope of the pandemic; the efficacy, distribution and adoption rate of vaccines and therapeutic treatments; infection rates in the areas in which we or our suppliers, distributors or end-user customers operate; governmental, business, societal, individual and other actions taken in response to the pandemic; the effect on our suppliers and distributors, and disruptions to the global supply chain; the impact on economic activity; the effect on our end-user customers and their demand and buying patterns for our products and services; the effect of any closures or other changes in operations of our and our suppliers’, distributors’ and end-user customers’ facilities; the health of and the effect on our employees and our ability to meet staffing needs; our ability to sell our products and services and provide product support; restrictions or disruptions to transportation, including reduced availability of ground, sea or air transport; and the effect on our ability to access capital on favorable terms and continue to meet our liquidity needs, all of which are highly uncertain and cannot be predicted. Even after the pandemic subsides, we may continue to experience adverse effects to our business as a result of ongoing or new economic impacts. A pandemic, including the COVID-19 pandemic, could also exacerbate or trigger other risks discussed in this report,
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
support; restrictions or disruptions to transportation, including reduced availability of ground, sea or air transport; and the effect on our ability to access capital on favorable terms and continue to meet our liquidity needs, all of which are highly uncertain and cannot be predicted. Even after the pandemic subsides, we may continue to experience adverse effects to our business as a result of ongoing or new economic impacts. A pandemic, including the COVID-19 pandemic, could also exacerbate or trigger other risks discussed in this report, any of which could have a material and adverse effect on our business, results of operations and financial condition.
Strategic Risks
Growth Strategies and Acquisitions - Our growth strategies may not provide the return on investment desired if we are not successful in implementation of these strategies.
Making acquisitions, investing in new products, expanding geographically and targeting new industries are among our growth strategies. We may not obtain the return on investment desired if we are not successful in implementing these growth strategies. The success of our acquisition strategy depends on our ability to successfully identify and properly value suitable acquisition candidates, negotiate appropriate acquisition terms, obtain financing at a reasonable cost, prevail against competing acquirers, complete the acquisitions and integrate or add the acquired businesses into our existing businesses or corporate structure. Once successfully integrated
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
acquisitions, investing in new products, expanding geographically and targeting new industries are among our growth strategies. We may not obtain the return on investment desired if we are not successful in implementing these growth strategies. The success of our acquisition strategy depends on our ability to successfully identify and properly value suitable acquisition candidates, negotiate appropriate acquisition terms, obtain financing at a reasonable cost, prevail against competing acquirers, complete the acquisitions and integrate or add the acquired businesses into our existing businesses or corporate structure. Once successfully integrated into our existing businesses or added to our corporate structure, the acquired businesses may not perform as planned, be accretive to earnings, generate positive cash flows, provide an acceptable return on investment or otherwise be beneficial to us. We may not realize projected efficiencies and cost-savings from the businesses we acquire. We cannot predict how customers, competitors, suppliers, distributors and employees will react to the acquisitions that we make. Acquisitions may result in the assumption of undisclosed or contingent liabilities, the incurrence of increased indebtedness and expenses, and the diversion of management’s time and attention away from other business matters, any of which may have an adverse effect on our business, results of operations and financial condition. We make significant investments in developing products that have innovative features and differentiated technology in their
|
YOU are a financial analyst. You are reading a report of a company.
The report is about the company's financial status.
Source:
cik:42888
ticker:GGG
name:GRACO INC
exchange:NYSE
filing_type:10-K
Text:
the businesses we acquire. We cannot predict how customers, competitors, suppliers, distributors and employees will react to the acquisitions that we make. Acquisitions may result in the assumption of undisclosed or contingent liabilities, the incurrence of increased indebtedness and expenses, and the diversion of management’s time and attention away from other business matters, any of which may have an adverse effect on our business, results of operations and financial condition. We make significant investments in developing products that have innovative features and differentiated technology in their industries and in niche markets. We are adding to the geographies in which we do business with third-party distributors. We cannot predict whether and when we will be able to realize the expected financial results and accretive effect of the acquisitions that we close, the new products that we develop and the channel expansions that we make.
Competition - Our success depends upon our ability to develop, market and sell new products that meet our customers’ needs and desires, and anticipate industry changes.
Our profitability will be affected if we do not develop new products and technologies that meet our customers’ needs and desires. Our ability to develop, market and sell products that meet our customers’ needs and desires depends upon a number of factors, including anticipating the features and products that our customers will need or want
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