Ferguson Enterprises (FERG) risk factors: FY2025 10-K

1. Weakness in the economy, market trends, uncertainty and other conditions in the markets in which we operate, particularly in the U.S., have in the past and may in the future adversely affect the profitability and financial stability of some of our customers and vendors, and, in turn, negatively impact our business, financial condition and results of operations.reworded
2. We have in the past and may in the future be adversely impacted by declines in the residential and non-residential markets.reworded
3. The industries in which we operate are highly competitive, and changes in competition could result in decreased demand for our products and related service offerings and could have a material adverse effect on our sales and profitability.
4. Fluctuating product prices have in the past and may in the future adversely affect our business, financial condition and results of operations.reworded
5. We have funding risks related to our defined benefit pension plans.
6. Changes in our credit ratings and outlook may reduce access to capital and increase borrowing costs.
7. We may not be able to access the capital and credit markets on terms that are favorable to us.
8. Potential regional or global barriers to trade or a global trade war could increase the cost of our products, which could have a material adverse impact on the competitiveness of our products and our business, financial condition and results of operations.rewordedTariffs
9. Our strategy could be materially adversely affected by our indebtedness.
10. Fluctuations in foreign currency may have an adverse effect on reported results of operations.

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1. If our domestic or international supply chain or our fulfillment network for our products is ineffective or disrupted for any reason, including the loss of key suppliers, our business, financial condition and results of operations could be materially adversely affected.reworded
2. Execution of our operational strategies could prove unsuccessful, which could have a material adverse effect on our business, financial condition and results of operations.
3. We may not rapidly identify or effectively respond to direct and/or end customers’ wants, expectations or trends, which could adversely affect our relationship with customers, our reputation, the demand for our products and our market share.
4. Acquisitions, partnerships, joint ventures and other business combinations or strategic transactions involve a number of risks, any of which could result in the benefits anticipated not being realized and could have an adverse effect on our business, financial condition and results of operations.reworded
5. If we fail to qualify for supplier rebates or are unable to maintain or adequately renegotiate our rebate arrangements, our results of operations could be materially adversely affected.
6. If we are unable to protect our sensitive data and information systems against data corruption, cybersecurity incidents or network security breaches, or if we are unable to provide adequate security in the electronic transmission of sensitive data, it could materially adversely affect our business, financial condition and results of operations.rewordedCybersecurity
7. We are required to maintain the privacy and security of personal information in compliance with U.S. and certain international privacy and data protection regulations. Failure to meet the requirements could harm our business and damage our reputation with customers, suppliers, and associates.
8. A failure of a key information technology system or process could materially adversely affect the operations of our business.reworded
9. We are subject to payment-related risks that could increase our selling, general and administrative expenses, expose us to fraud or theft, subject us to potential liability, and potentially disrupt our business.

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1. In order to compete, we must attract, retain and motivate key associates, and the failure to do so could have an adverse effect on our business, financial condition and results of operations.
2. Failure to achieve and maintain a high level of product and service quality and comply with responsible sourcing standards could damage our reputation and negatively impact our business, financial condition and results of operations.
3. The nature of our operations may expose our associates, contractors, customers, suppliers and other individuals to health and safety risks and we may incur property, casualty or other losses not covered by our insurance policies and damage to our reputation.
4. We occupy most of our facilities under non-cancelable leases with terms of 10 years or less. We may be unable to renew leases on favorable terms or at all. Also, when we close a facility, we may remain obligated under the applicable lease.
5. We have risks related to the management and protection of our facilities and inventory, including risks of personal injury to customers, suppliers or associates.

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1. Changes in tax law or interpretations thereof could have a material adverse effect on our business, financial condition, results of operations and cash flows.
2. We are and may continue to be involved in legal proceedings in the ordinary course of our business, and while we cannot predict the outcomes of those proceedings and other contingencies with certainty, some of these outcomes may adversely impact our business, financial condition, results of operations and cash flows.reworded
3. Changes in accounting standards and subjective assumptions, estimates and judgments by management related to complex accounting matters could significantly affect our financial condition or results of operations.reworded
4. We are subject to various risks related to the local and international nature of our business, including domestic and foreign laws, regulations and standards. Failure to comply with such laws and regulations or the occurrence of unforeseen developments such as litigation, investigations, governmental proceedings or enforcement actions could adversely affect our business.
5. Corporate responsibility, specifically related to sustainability matters, may impose additional costs and expose us to new risks.reworded
6. The obligations associated with being a public company require significant resources and management attention and result in significant legal and financial compliance costs, and changing laws, regulations and standards are creating uncertainty for public companies.
7. Ownership of shares of our common stock
8. Our ability to pay dividends or effect other returns of capital in the future depends, among other things, on our financial performance.
9. We cannot guarantee that our share repurchase program will be fully consummated or that our share repurchase program will enhance long-term shareholder value, and share repurchases could increase the volatility of the price of our common stock and could diminish our liquidity.
10. The Company is a holding company with no business operations of its own and depends on its subsidiaries for cash, including in order to pay dividends.
11. The price of our common stock may be subject to market price volatility and its market price may decline disproportionately in response to developments that are unrelated to our operating performance.
12. The Amended and Restated Certificate of Incorporation of Ferguson Enterprises Inc. (the “Certificate of Incorporation”) provides that the Court of Chancery of the State of Delaware (the “Court of Chancery”) will be the exclusive forum for substantially all disputes between the Company and its stockholders, which could limit its stockholders’ ability to obtain a favorable judicial forum for disputes with the Company or its directors, officers, employees, agents or stockholders.

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Headings in the FY2024 10-K with no match this year.

1. A public health crisis could have a material adverse impact on our business and results of operations.