Trimble (TRMB) 10-K risk factor changes: FY2020 vs FY2019
The 2021-01-01 10-K against the 2020-01-03 one, compared heading by heading and sentence by sentence.
Item 1A169 rewritten61 added175 removed176 unchanged
All filing items1,346 rewritten726 added924 removed757 unchanged
Summary
counted, not written
- Item 1A lists 28 risk factor headings: 2 new, 7 reworded and 19 unchanged since FY2019. 1 heading from FY2019 no longer appears.
- Sentence by sentence, 726 added, 924 removed, 1,346 rewritten and 757 unchanged across 18 items that differ.
New Item 1A headings (2)
- Our financial condition and results of operations have been and may continue to be adversely affected by the COVID-19 pandemic
- Future public health crises and epidemics could impact our international operations and sales
Removed Item 1A headings (1)
- Public health crises and epidemics, such as the novel coronavirus outbreak that is significantly affecting China, could impact our international operations and sales.
Reworded Item 1A headings (7)
- Changes in our software and subscription businesses may
[removed: negatively affect][added: adversely impact] our operations and financial results - Investing in and integrating new acquisitions could be costly, place a significant strain on our management systems and resources, or may fail to deliver the expected return on investment, which could
[removed: negatively][added: adversely] impact our[removed: operating]results [added: of operations] - We face substantial competition in our markets, which could decrease our revenue and growth rates or impair our
[removed: operating results and]financial condition [added: and results of operations] - We are dependent on limited source manufacturers and suppliers for certain of our products and critical
[removed: components, and][added: components;] a disruption in our supply chain could adversely affect our[removed: margins, revenue,][added: revenue] and[removed: operating]results [added: of operations] - We are dependent on the availability and unimpaired use of allocated bands within the radio frequency
[removed: spectrum, and][added: spectrum;] our products may be subject to harmful interference from new or modified spectrum uses - We are subject to evolving privacy laws in the United States and other
[removed: jurisdiction][added: jurisdictions] that are subject to potentially differing interpretations and which could adversely impact our business and require that we incur substantial costs[removed: and expenses] - Our annual and quarterly performance may fluctuate, which could
[removed: negatively][added: adversely] impact our operations, financial results, and stock price
A heading is new when no FY2019 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
22 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2020; struck-through words were in FY2019. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
169 rewritten, 61 added, 175 removed, 176 unchanged
Read the full itemFY2020 item · filed February 26, 2021FY2019 item · filed February 28, 2020
During fiscal [removed: 2019,] [added: 2020,] our stock price ranged from [removed: $30.93] [added: $21.32] to [removed: $45.94.][added: $66.77.]
[removed: | • |] [added: -] general conditions in the worldwide [removed: economy, |][added: economy;]
[removed: | • |] [added: -] quarterly fluctuations in our actual or anticipated operating results and order [removed: levels, |][added: levels;]
announcements and reports of developments related to our business, our major customers and partners, and the industries in which we [removed: compete] [added: compete,] or the industries in which our customers [removed: compete,][added: compete;]
[removed: | • |] [added: -] security [removed: breaches, |][added: breaches;]
[removed: | • |] [added: -] acquisition [removed: announcements, |][added: announcements;]
[removed: | • |] [added: -] new products or product enhancements announced or introduced by us or our [removed: competitors, |][added: competitors;]
[removed: | • |] [added: -] disputes with respect to developments in patents or other intellectual property [removed: rights, |][added: rights;]
[removed: | • |] [added: -] developments in our relationships with our partners, customers, and [removed: suppliers, |][added: suppliers;]
[removed: | • |] [added: -] the imposition of tariffs or other trade [removed: barriers, |][added: barriers;]
[removed: | • |] [added: -] political, [removed: economic] [added: economic,] or social [removed: uncertainty, and |][added: uncertainty;]
[removed: | • |] [added: -] acts of terrorism. [removed: |]
Any such fluctuations [removed: in the future] could adversely affect the market price of our common stock.
*Global or regional conditions may harm our financial results.* We have operations in many [removed: countries] [added: countries,] and a significant portion of our revenue is derived from countries outside of the United States.
As a result, our [removed: operations] [added: operations,] and our financial results, including our ability to design, develop, or sell products, may be adversely affected by a number of factors outside of our control, including:
[removed: | • |] [added: -] global and local economic [removed: conditions, |][added: conditions;]
[removed: | • |] [added: -] the demand and cost of commodities, such as corn and [removed: oil, |][added: oil;]
[removed: | • |] [added: -] the strength of the agricultural, engineering, and construction [removed: markets, |][added: markets;]
[removed: | • |] [added: -] inadequate infrastructure and other disruptions, such as supply chain interruptions and large-scale outages or unreliable provision of services from utilities, transportation, data hosting, or telecommunications [removed: providers, |][added: providers;]
[removed: | • |] [added: -] government restrictions on our operations in any country, or restrictions on our ability to repatriate earnings from a particular [removed: country, |][added: country;]
[removed: | • |] [added: -] differing employment practices and labor [removed: issues, |][added: issues;]
[removed: | • |] [added: -] formal or informal imposition of new or revised export and/or import and doing-business regulations, including trade sanctions, tariffs, and import or export licensing requirements, which could be changed without [removed: notice, |][added: notice;]
[removed: | • |] [added: -] ineffective legal protection of our IP rights in certain [removed: countries, |][added: countries;]
[removed: | • |] [added: -] uncertain economic and political conditions in countries where we do [removed: business, |][added: business;]
[removed: | • |] [added: -] local business and cultural factors that differ from our normal standards and [removed: practices, and |][added: practices;]
[removed: | • | increased] [added: -] uncertainty regarding social, political, immigration, and trade policies in the U.S. and abroad, [removed: such as recent U.S. government action and policies, and] [added: including] the [removed: continuing uncertainty regarding] [added: impact of] the United [removed: Kingdom's impending] [added: Kingdom’s recent] withdrawal from the European Union [removed: ("Brexit"). |][added: (“Brexit”).]
A significant trade disruption or the establishment or increase of any trade barrier in any area where we do [removed: business, including the Asia Pacific region,] [added: business] could increase the cost of our products, which could adversely impact the margin that we earn on [removed: sales;] [added: sales,] make our products more expensive for customers or create uncertainty around demand for certain types of products, which could make our products less competitive and reduce customer [removed: demand; or otherwise have a materially adverse impact on our future revenue and profits, our and our customers’ businesses, and our results of operations.][added: demand.]
Given the [removed: current] [added: change in] U.S. [removed: political climate] [added: presidential administration] and [removed: recent actions of] the [removed: administration,] [added: current political climate,] there is [removed: significant] uncertainty about the trade policies, treaties, government regulations, and tariffs that could apply to [removed: trade between the U.S. and China, as well as other nations, in the future.][added: trade.]
In addition, if there is [removed: significant] [added: continuing] deterioration in the global economy, the economies of the countries or regions where our customers are located or do business, or the industries that we or our customers serve, the demand for our products and services would likely [removed: decrease and our results of operations, financial position, and cash flows could be materially and adversely affected.][added: decrease.]
Changes in economic conditions and political uncertainty surrounding international trade also make it difficult to make financial [removed: forecasts, which could cause us to miss our financial guidance and adversely affect our stock price.][added: forecasts.]
[removed: *We face risks inherent in conducting business internationally, including compliance with international and U.S. laws and regulations that apply to our international operations.*] These laws and regulations include data privacy requirements, labor relations laws, tax laws, anti-competition regulations, import and trade restrictions, export control laws, and laws that prohibit corrupt payments to governmental officials or certain payments or remunerations to customers, including the U.S. Foreign Corrupt Practices Act [removed: ("FCPA"),] [added: (“FCPA”),] the U.K. Bribery Act, [removed: or] [added: and] other anti-corruption laws that have recently been the subject of a substantial increase in global enforcement.
[removed: In parallel, with the advent of] [added: For example,] the EU-U.S. Privacy [removed: Shield (the new framework agreement between the U.S. Department of Commerce and the European Commission] [added: Shield, a basis] for [removed: transferring personal] data [added: transfers] from the [removed: European Union] [added: EU] to the [removed: United States)] [added: U.S., was invalidated by the European Court of Justice,] and [removed: other national requirements,] we expect that the international transfer of personal data will present ongoing compliance challenges and complicate our business [removed: transactions.][added: transactions and operations.]
[removed: Countries outside the EU] [added: Some countries] are considering or have passed legislation that requires local storage and processing of data, [removed: which could increase the cost and complexity of delivering our services.][added: including geospatial data.]
[removed: *We may be affected by fluctuations in currency exchange rates.*] We are potentially exposed to adverse as well as beneficial movements in currency exchange rates.
Although [removed: most] [added: the majority] of our sales [removed: occur] [added: are transacted] in U.S. dollars, expenses may be paid in local currencies.
An increase in the value of the dollar could increase the real cost to our customers of our products in those markets outside the U.S. where we sell in dollars, and a weakened dollar could increase the cost of [removed: expenses such as payroll, utilities, tax, and marketing] [added: local operating] expenses, [removed: as well as] [added: procurement of raw materials from sources outside the United States, and] overseas capital expenditures.
Our [removed: hedging programs] [added: foreign exchange forward contracts] reduce, but do not eliminate, the impact of currency exchange rate movements; therefore, changes in exchange rates could harm our [added: financial condition and] results of [removed: operations and financial condition.][added: operations.]
[removed: *Catastrophic events or geopolitical conditions could disrupt our operations.*] Acts of war, acts of terrorism or civil unrest, natural disasters and other catastrophic events, especially any events that impact our larger markets or GNSS signals or systems, could have a material adverse impact on our [removed: business, operating results, and financial condition.][added: business.]
[added: Civil unrest, local conflicts, or other political instability] may adversely impact regional economies, cause work stoppages, or result in limitations on business transactions with the affected [removed: foreign] jurisdictions.
To the extent that such interruptions result in delays or the cancellation of orders, disruption of the manufacturing or shipment of our products, or reduced demand for our products, these interruptions could have a material adverse effect on our business, [added: financial condition, and] results of [removed: operations, and financial condition.][added: operations.]
Risks related to our business
Our financial condition and results of operations have been and may continue to be adversely affected by the COVID-19 pandemic
Our overall performance depends upon domestic and worldwide economic and political conditions.
The global spread of COVID-19 has created volatility, uncertainty, and economic disruption.
The pandemic has caused and may continue to cause a slowdown in worldwide economic activity, decreased demand for products and services, and disruptions to global supply chains and financial markets.
These effects have resulted and may result in additional lost or delayed revenue to us and have disrupted our business operations as we have transitioned to remote working environments, restricted employee travel, and significantly limited access to, and imposed social distancing requirements within, our facilities including research and development facilities.
Our dealer network, suppliers, and contract manufacturers have been similarly impacted by the COVID-19 pandemic.
In the event of continuing and significant disruptions, there is no guarantee that we would be able to find alternative sources of distribution, supply, or manufacturing, which could delay our ability to market, source, manufacture, and ship our products.
These distribution and supply chain effects may have an adverse effect on our ability to meet customer demand and could result in an increase in our costs of production and distribution.
The extent to which COVID-19 impacts our business, operations, and financial results will depend on numerous evolving factors that we are not able to accurately predict, including:
- the duration and scope of the pandemic, the availability of and timing for distributing vaccines and the efficacy of vaccines, including with respect to new strains of the virus, and the continuing economic impacts of the pandemic;
- governmental, business, and individuals’ actions that have been and continue to be taken in response to the pandemic;
- the effect on our customers and customer demand for and ability to pay for our products and services;
- restrictions or disruptions to transportation, including reduced availability of ground or air transport;
- disruption of the supply chain for our products;
- our ability to comply with financial covenants, including maintaining required leverage ratios, which could result in debt becoming due and payable prior to its stated maturity; and
- changes in our effective tax rate due to effects of COVID-19 on our geographic mix of earnings.
In addition, the impact of COVID-19 on macroeconomic conditions may impact the proper functioning of financial and capital markets, foreign currency exchange rates, commodity and energy prices, and interest rates.
Even after the COVID-19 pandemic has subsided, we may continue to experience adverse impacts to our business as a result of any economic recession that has occurred or may occur in the future.
In regions that fail to fully contain COVID-19 or suffer a COVID-19 relapse, those markets may not recover as quickly or at all, which could have a material adverse effect on our business, financial condition, and results of operations.
[Table](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [of](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [Contents](#ia0d8a155b89340f9948e24cf9f3ef66d_13)
- differing regional responses and restrictions related to global pandemics, like the COVID-19 pandemic; and
Any of these factors or any combination of these factors could cause us to miss our financial projections and adversely affect our business, financial condition, and results of operations.
Risks associated with engaging in international business include:
[Table](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [of](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [Contents](#ia0d8a155b89340f9948e24cf9f3ef66d_13)
These factors or a combination of these factors could have an adverse impact on our business, financial condition, and results of operations.
Evolution of our respective business strategies and diversification of product portfolios may lead to increased competition with our strategic allies, placing additional pressure on these relationships.
[Table](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [of](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [Contents](#ia0d8a155b89340f9948e24cf9f3ef66d_13)
and training, and those processes and procedures may become increasingly complex and difficult to manage.
In our software and subscription services businesses, we face competition from a group of large, well-established companies, particularly in the areas of design, enterprise resource planning (ERP), collaboration and project management solutions.
Our integrated hardware and software products may be subject to increasing competition from mass
[Table](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [of](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [Contents](#ia0d8a155b89340f9948e24cf9f3ef66d_13)
Risks related to our technology and products
The recent discovery of wide-scale cybersecurity intrusions into U.S. government and private company computer networks by alleged Russian state actors underscores the ongoing threat posed by sophisticated and foreign state-sponsored attacks.
[Table](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [of](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [Contents](#ia0d8a155b89340f9948e24cf9f3ef66d_13)
[Table](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [of](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [Contents](#ia0d8a155b89340f9948e24cf9f3ef66d_13)
[Table](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [of](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [Contents](#ia0d8a155b89340f9948e24cf9f3ef66d_13)
The company has opposed and continues to oppose this proposal, along with a wide range of participants in commercial and governmental sectors that rely on the use of GNSS in their critical activities.
The FCC’s action is subject to further review as well as potential legislative action.
[Table](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [of](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [Contents](#ia0d8a155b89340f9948e24cf9f3ef66d_13)
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An excerpt. Shown here: 40 of 169 rewritten, 40 of 61 added and 40 of 175 removed. The counts are complete. For every sentence, read Item 1A. Risk Factors in the FY2020 filing and the FY2019 filing.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
254 rewritten, 202 added, 200 removed, 92 unchanged
Read the full itemFY2020 item · filed February 26, 2021FY2019 item · filed February 28, 2020
Factors that could cause or contribute to these differences include, but are not limited to, those discussed below and those listed under “Risks Factors.” This section of this Form 10-K generally discusses [removed: 2019] [added: 2020] and [removed: 2018] [added: 2019] items and year-to-year comparisons between [removed: 2019] [added: 2020] and [removed: 2018.][added: 2019.]
Discussions of [removed: 2017] [added: 2018] items and year-to-year comparisons between [removed: 2018] [added: 2019] and [removed: 2017] [added: 2018] that are not included in this Form 10-K can be found in [removed: "Management's] [added: “Management's] Discussion and Analysis of Financial Condition and Results of [removed: Operations"] [added: Operations”] in Part II, Item 7 of [removed: the Company's] [added: our] Annual Report on Form [removed: 10-K] [added: 10-K, as amended,] for the fiscal year ended [removed: December 28, 2018.*][added: January 3, 2020.*]
[removed: Trimble is] [added: We are] a leading provider of technology solutions that enable professionals and field mobile workers to improve or transform their work processes.
Our comprehensive work process solutions are used across a range of industries including [removed: agriculture,] architecture, [added: building construction,] civil engineering, [added: geospatial,] survey and [removed: land administration, construction, geospatial, government,] [added: mapping, agriculture,] natural resources, [added: utilities,] transportation, and [removed: utilities.][added: government.]
[removed: Representative Trimble] [added: Our representative] customers include [added: construction owners, contractors,] engineering and construction firms, [removed: contractors, owners,] surveying companies, farmers and agricultural companies, [removed: trucking companies, energy,] [added: energy and] utility companies, [added: trucking companies,] and state, federal, and municipal governments.
[removed: Trimble’s] [added: Our] focus on these growth drivers has led over time to growth in revenue and profitability [removed: as well as] [added: and] an increasingly diversified business model.
As our solutions have expanded, our go-to-market model has also [removed: evolved,] [added: evolved] with a balanced mix between direct, distribution, and OEM [removed: customers, and] [added: customers as well as] an increasing number of enterprise level customer relationships.
Our accounting policies are more fully described in Note [removed: 2] [added: 1] of our accompanying Notes to Consolidated Financial Statements included in Part II, Item 8, [removed: "Financial] [added: “Financial] Statements and Supplementary [removed: Data"] [added: Data”] of this Annual Report on Form 10-K.
[added: Changes in recognition] or measurement of our uncertain tax positions would result in the recognition of a tax benefit or an additional charge to the tax provision.
We evaluate goodwill [removed: at the reporting unit level in the fourth quarter of each fiscal year] [added: on an annual basis] or more frequently if indicators of potential impairment exist.
Changes in circumstances such as technological advances, changes to [removed: its] business [removed: model,] [added: models,] or changes in the capital strategy could result in a revised useful life.
The following table [removed: is] [added: shows revenue by category, gross margin and gross margin as] a [removed: summary] [added: percentage] of revenue, [removed: gross margin,] [added: operating income] and operating income [added: as a percentage of revenue, and diluted earnings per share] for the periods [removed: indicated and should be read in conjunction with the narrative descriptions below.][added: indicated:]
| Fiscal Years | [removed: 2019] | | [added: 2020] | | [removed: 2018] | | | | [removed: 2017] [added: 2019] | | | [added: | | | 2018 | | |]
| *(In millions)* | | | | | | | | | | | | [added: | | | | | |]
| Revenue: | | | | | | | | | | | | [added: | | | | | |]
| Product | [added: | |] $ | [removed: 1,934.8] [added: 1,828.0] | | | [added: | |] $ | [removed: 1,999.9] [added: 1,934.8] | | | [added: | |] $ | [removed: 1,763.8] [added: 1,999.9] | |
| Service | [removed: 686.2] | | [added: 644.8] | | [removed: 588.7] | | | | [removed: 475.4] [added: 686.2] | | | [added: | | | 588.7 | | |]
| Subscription | [removed: 643.3] | | [added: 674.9] | | [removed: 519.8] | | | | [removed: 407.3] [added: 643.3] | | | [added: | | | 519.8 | | |]
| Total revenue | [added: | |] $ | [removed: 3,264.3] [added: 3,147.7] | | | [added: | |] $ | [removed: 3,108.4] [added: 3,264.3] | | | [added: | |] $ | [removed: 2,646.5] [added: 3,108.4] | |
| Gross margin | [removed: 1,780.9] | | [added: 1,754.9] | | [removed: 1,681.0] | | | | [removed: 1,377.6] [added: 1,780.9] | | | [added: | | | 1,681.0 | | |]
| Gross margin % | [removed: 54.6] | | [added: 55.8 | |] % | | [removed: 54.1] | | [added: 54.6 | |] % | | [removed: 52.1] | | [added: 54.1 | |] % |
| Operating income | [removed: 375.9] | | [added: 419.8] | | [removed: 320.7] | | | | [removed: 235.7] [added: 375.9] | | | [added: | | | 320.7 | | |]
| Operating income as a % of revenue | [removed: 11.5] | | [added: 13.3 | |] % | | [removed: 10.3] | | [added: 11.5 | |] % | | [removed: 8.9] | | [added: 10.3 | |] % |
| Diluted earnings per share | [added: | |] $ | [removed: 2.03] [added: 1.55] | | | [added: | |] $ | [removed: 1.12] [added: 2.03] | | | [added: | |] $ | [removed: 0.46] [added: 1.12] | |
| Non-GAAP revenue [removed: *] [added: (1)] | [added: | |] $ | [removed: 3,271.3] [added: 3,152.0] | | | [added: | |] $ | [removed: 3,132.0] [added: 3,271.3] | | | [added: | |] $ | [removed: 2,649.3] [added: 3,132.0] | |
[removed: | Non-GAAP] [added: Non-GAAP] operating [removed: income * | 667.8 | | | | 643.9 | | | | 471.5 | | |][added: income]
| Non-GAAP operating income as a % of Non-GAAP [removed: Revenue*] [added: Revenue (1)] | [removed: 20.4] | | [added: 22.8 | |] % | | [added: | |] 20.6 | | % | | [removed: 17.8] | | [added: 20.5 | |] % |
| Non-GAAP diluted earnings per share [removed: *] [added: (1)] | [added: | |] $ | [removed: 1.99] [added: 2.23] | | | [added: | |] $ | [removed: 1.94] [added: 1.99] | | | [added: | |] $ | [removed: 1.45] [added: 1.94] | |
[removed: *See SUPPLEMENTAL DISCLOSURE OF NON-GAAP FINANCIAL MEASURES for a reconciliation] [added: (1) See Supplemental Disclosure] of [removed: our GAAP results to our non-GAAP measures.][added: Annualized Recurring Revenue and Non-GAAP Financial Measures for definition.]
We have a 52-53 week fiscal year, ending on the Friday nearest to December 31, which for fiscal [removed: 2019] [added: 2020] was January [removed: 3, 2020.][added: 1, 2021.]
Fiscal [removed: 2019 was a 53-week year,] [added: 2020] and 2018 [removed: and 2017] were [added: both] 52-week years.
[removed: Overall] [added: Subscription] revenue increased [added: primarily] due to [added: strong] organic growth in Buildings and [removed: Infrastructure] [added: Infrastructure,] and to a lesser extent, [removed: Transportation and] [added: acquisition revenue from] Resources and Utilities, partially offset by [removed: a decrease] [added: weakness] in [removed: Geospatial.][added: Transportation.]
By revenue category, overall product revenue decreased [removed: $65.1 million,] [added: $106.8 million] or [removed: 3%,] [added: 6%,] service revenue [removed: increased $97.5 million,] [added: decreased $41.4 million] or [removed: 17%,] [added: 6%,] and subscription revenue increased [removed: $123.5 million,] [added: $31.6 million] or [removed: 24%.][added: 5%.]
Product revenue decreased primarily due to [removed: ongoing] weakness in our [removed: Geospatial OEM] hardware sales [removed: and,] [added: in Transportation, and] to a lesser extent, [added: Buildings and Infrastructure, partially offset by growth in] Resources and [removed: Utilities agriculture OEM sales.][added: Utilities.]
During fiscal [removed: 2019,] [added: 2020,] sales to customers in North America represented [removed: 55%,] [added: 52%;] Europe represented [removed: 28%,] [added: 29%;] Asia Pacific represented [removed: 11%,] [added: 13%;] and the rest of world represented 6% of our total revenue.
No single customer accounted for 10% or more of our total revenue in fiscal [removed: 2019 or 2018.][added: 2020 and 2019.]
No single customer accounted for 10% or more of our accounts receivable [removed: as] [added: at the end] of fiscal [removed: years ended 2019] [added: 2020] and [removed: 2018.][added: 2019.]
[removed: Our gross] [added: Gross] margin varies due to [removed: a number of] [added: several] factors including product mix, pricing, distribution channel, production volumes, new product start-up costs, and foreign currency translations.
Operating income as a percentage of total revenue for fiscal [removed: 2019] [added: 2020] was [removed: 11.5% as] [added: 13.3%] compared to [removed: 10.3% for] [added: 11.5% in] fiscal [removed: 2018.][added: 2019.]
[removed: Research] [added: The following table shows research] and development [removed: (R&D),] [added: (“R&D”),] sales and marketing [removed: (S&M),] [added: (“S&M”),] and general and administrative [removed: (G&A)] [added: (“G&A”)] expense [removed: are summarized in] [added: along with these expenses as a percentage of revenue for] the [removed: following table:][added: periods indicated:]
Further information on our business is presented in Part I, [Item 1,](#ia0d8a155b89340f9948e24cf9f3ef66d_19) [“](#ia0d8a155b89340f9948e24cf9f3ef66d_19)[Business](#ia0d8a155b89340f9948e24cf9f3ef66d_19)[”](#ia0d8a155b89340f9948e24cf9f3ef66d_19)[.](#ia0d8a155b89340f9948e24cf9f3ef66d_19)
- Executing on our Connect and Scale 2025 strategy;
- Focus on attractive markets with significant growth and profitability potential;
- Domain knowledge and technological innovation that benefit a diverse customer base;
- Increasing focus on software and services;
- Geographic expansion with localization strategy;
- Optimized go-to-market strategies to best access our markets; and
- Strategic acquisitions
We continue to experience a shift in revenue towards a more significant mix of software, recurring revenue, and services, which represented 58% of total revenue for fiscal 2020, and is leading to improved visibility in our businesses.
Additionally, our success in driving annualized recurring revenue (“ARR”)(1) growth of 9% year-over-year for fiscal 2020 has positively impacted our revenue mix and growth over time.
COVID-19 UPDATE
In early March 2020, the World Health Organization characterized COVID-19 as a pandemic.
As the COVID-19 pandemic unfolded globally, we implemented protocols to safeguard our employees, customers, suppliers, third-party business partners and communities, and ensure business continuity.
The extent to which the COVID-19 pandemic impacts our business operations in future periods will depend on multiple uncertain factors outside of our control, such as its continued and future overall impact on the global economy and in the industries where we operate.
We experienced an overall revenue decline in fiscal 2020, due to economic disruptions related to COVID-19 that began in the last weeks of March, primarily in hardware and professional services for the first two quarters.
Overall revenue increased in the third and fourth quarters.
Despite the revenue shortfall, operating income increased due to improved mix of higher margin sales and reduced spending due to cost containment measures as well as natural reductions in spending resulting from COVID-19 restrictions.
As the COVID-19 pandemic is continually evolving, we are uncertain of its ultimate duration, and the nature and extent of its impact on our business, financial condition, and results of operations.
To the extent that regions where we do business or source our products experience additional closures or restrictions on business activity, our results of operations could be harmed.
See “1A.
Risk Factors” for further discussion of the possible impact of the COVID-19 pandemic on our business.
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| Annualized Recurring Revenue (“ARR”) (1) | | | $ | 1,295.8 | | | | | $ | 1,193.2 | | | | | $ | 1,106.7 | |
(1) See Supplemental Disclosure of Annualized Recurring Revenue and Non-GAAP Financial Measures for definitions.
Fiscal 2019 was a 53-week year.
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Fiscal Year 2020 Compared with Fiscal Year 2019
In fiscal 2020, total revenue decreased by $116.6 million or 4%.
Overall revenue decreased due to weakness in Transportation, and to a lesser extent, Buildings and Infrastructure and Geospatial, which were impacted in the first two quarters by COVID-19.
The decrease was partially offset by organic and acquisitions growth in Resources and Utilities, as well as recovery in Buildings and Infrastructure and Geospatial in the third and fourth quarters.
Geospatial was relatively flat.
The decrease in Geospatial hardware sales in the first two quarters was largely offset by increased hardware sales in the third and fourth quarters.
Service revenue decreased due to lower professional services associated with customer installations.
In fiscal 2020, gross margin decreased by $26.0 million or 1% primarily due to revenue declines as noted above, partially offset by improved product mix.
Gross margin as a percentage of total revenue was 55.8% in fiscal 2020 compared to 54.6% in fiscal 2019.
Trimble began operations in 1978 and was originally incorporated in California as Trimble Navigation Limited in 1981.
On October 1, 2016, Trimble Navigation Limited changed its name to Trimble Inc. and changed its state of incorporation from the State of California to the State of Delaware.
Trimble focuses on integrating its broad technological and application capabilities to create vertically-focused, system-level solutions that transform how work is done within the industries we serve.
The integration of sensors, software, connectivity, and information in our portfolio gives us the unique ability to provide an information model specific to the customer’s workflow.
For example, in construction, our strategy is centered on the concept of a “constructible model” that is at the center of our “Connected Construction” solutions, which provides real-time, connected, and cohesive information environments for the design, build, and operational phases of construction projects.
In agriculture, we continue to develop “Connected Farm” solutions to optimize operations across the agriculture workflow.
In long haul trucking, our “Connected Fleet” solutions provide transportation companies with tools to enhance fuel efficiency, safety, and transparency through connected vehicles and fleets across the enterprise.
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| • | *Focus on attractive markets with significant growth and profitability potential* \- We focus on large markets historically underserved by technology that offer significant potential for long-term revenue growth, profitability, and market leadership. Our core industries such as construction, agriculture, and transportation markets are each multi-trillion dollar global industries that operate in increasingly demanding environments with technology adoption in the early phases relative to other industries. With the emergence of mobile computing capabilities, the increasing technological know-how of end users and the compelling return on investment to our customers, we believe many of our markets are attractive for substituting Trimble’s technology and solutions in place of traditional operating methods. |
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| • | *Domain knowledge and technological innovation that benefit a diverse customer base* - We have redefined our technological focus from hardware-driven point solutions to integrated work process solutions by developing domain expertise and heavily reinvesting in R&D and acquisitions. We have been spending approximately 14% of revenue over the past two years on R&D and currently have over 1,200 unique patents. We intend to continue to take advantage of our technology portfolio and deep domain knowledge to quickly and cost-effectively deliver specific, targeted solutions to each of the vertical markets we serve. We look for opportunities where the potential for technological change is high and that have a requirement for the integration of multiple technologies into complete vertical solutions. |
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| • | *Increasing focus on software and subscription offerings* - Software and subscription services are increasingly important elements of our solutions and are core to our growth strategy. Trimble has an open application programming interface philosophy and open vendor environment, which leads to increased adoption of our software and subscription offerings. We believe that increased recurring revenue from these solutions will provide us with enhanced business visibility over time. Professional services constitute an additional growth channel that helps our customers integrate and optimize the use of our offerings in their environment. |
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| • | *Geographic expansion with localization strategy -* We view international expansion as an important element of our strategy, and we continue to position ourselves in geographic markets that will serve as important sources of future growth. We currently have a physical presence in over 40 countries and distribution channels over 85 countries. |
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| • | *Optimized go-to-market strategies to best access our markets* - We utilize vertically focused distribution channels that leverage domain expertise to best serve the needs of individual markets both domestically and abroad. These channel capabilities include independent dealers, joint ventures, original equipment manufacturers ("OEM"), and sales and distribution alliances with key partners, such as CNH Global, Caterpillar, and Nikon, as well as direct sales to end-users. This provides us with broad market reach and localization capabilities to effectively serve our markets. |
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| • | *Strategic acquisitions* \- Organic growth continues to be our primary focus, while acquisitions serve to enhance our market position. We acquire businesses that bring domain expertise, technology, products, or distribution capabilities that augment our portfolio and allow us to penetrate existing markets more effectively, or to establish a market beachhead. Our success in targeting and effectively integrating acquisitions is an important aspect of our growth strategy. |
Software and subscription growth is driving increased recurring revenue, leading to improved visibility in some of our businesses.
During fiscal 2019, the Company acquired four businesses with total purchase consideration of $247.0 million.
The largest acquisition was Cityworks, which we acquired in the fourth quarter of 2019.
Cityworks is a provider of enterprise asset management (EAM) software for utilities and local government.
During fiscal 2018, we acquired six businesses with total cash consideration of $1.8 billion.
The largest acquisition was Viewpoint, which we acquired in the third quarter of 2018 with total cash consideration of $1.2 billion.
Viewpoint is a provider of construction management software, which integrates a contractor’s financial and resource management to their project operations in the field.
The acquisition is highly complementary to our construction technology portfolio and positions us to further our strategy to lead the industry's transformation.
With Viewpoint, we offer customers a central workflow platform for delivering integrated end-to-end construction management, while further enabling connectivity across the complete construction life cycle.
In January 2020, a novel strain of coronavirus was identified in China, resulting in shutdowns of manufacturing and commerce, as well as global travel restrictions to contain the virus.
The impact has extended to other regions.
We have suppliers and employees in China, and the region represents an end market for our products.
Our customers and suppliers within China and other impacted countries are also affected by the coronavirus related restrictions and closures.
The coronavirus is expected to have a negative effect on our financial results for fiscal 2020.
The full extent and duration are uncertain and could be material.
An excerpt. Shown here: 40 of 254 rewritten, 40 of 202 added and 40 of 200 removed. The counts are complete. For every sentence, read Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in the FY2020 filing and the FY2019 filing.
Item 7A. Quantitative and Qualitative Disclosure about Market Risk
21 rewritten, 10 added, 16 removed, 23 unchanged
Read the full itemFY2020 item · filed February 26, 2021FY2019 item · filed February 28, 2020
Our 2018 Credit Facility [removed: is comprised of] [added: includes] a five-year revolving loan facility with a maturity date of May [removed: 2023 and a three-year term loan facility with a maturity date of May 2021.][added: 2023.]
We also have [removed: three unsecured] [added: four unsecured,] uncommitted revolving credit facilities that are callable by the bank at any time.
We may borrow funds under the 2018 Credit Facility in U.S. [removed: Dollars in the case of the Term Loan and U.S.] Dollars, Euros or in certain other agreed currencies [removed: in the case of the Revolving Credit Facility] as described [removed: under] [added: in] Note [removed: 7] [added: 6] of Notes to the Consolidated Financial Statements.
A hypothetical [removed: 10%] [added: 1%] increase in our borrowing rates at the end of fiscal [removed: 2019] [added: 2020] could result in approximately [removed: $5.6] [added: $2.6] million annual increase in interest expense on these existing principal balances.
Historically, the majority of our revenue contracts are denominated in U.S. Dollars, with the most significant exception being Europe, where we invoice primarily in [removed: Euros.][added: Euro.]
In fiscal [removed: 2019,] [added: 2020,] revenue and operating income were [removed: unfavorably] [added: favorably] impacted by foreign currency exchange rates by [removed: $43.8] [added: $3.2] million and [removed: $2.1] [added: $4.3] million, respectively.
We enter into foreign currency forward contracts to minimize the short-term impact of foreign currency exchange rate fluctuations on cash, debt, and certain trade and inter-company receivables and payables, primarily denominated in [removed: Euros, British pound,] New Zealand [removed: dollars, Australian dollars,] [added: Dollars,] Brazilian Real, [removed: and] Canadian [removed: dollars.][added: Dollars, Norwegian Krone, and Euro.]
Foreign currency forward contracts outstanding at the end of fiscal [removed: 2019] [added: 2020] and [removed: 2018] [added: 2019] are summarized as follows:
| | [added: | |] At the End of Fiscal [removed: 2019] [added: 2020] | | | | | | | | [added: | | | |] At the End of Fiscal [removed: 2018] [added: 2019] | | | | | | | [added: | |]
| | [removed: Nominal Amount] | | [added: Nominal Amount] | | [removed: Fair Value] | | | | [added: Fair Value | | | | | |] Nominal Amount | | | | [added: | |] Fair Value | | |
| *(In millions)* | | | | | | | | | | | | | | | | [added: | | | | | | | |]
| Forward contracts: | | | | | | | | | | | | | | | | [added: | | | | | | | |]
| Purchased | [added: | |] $ | [removed: (84.3] [added: (99.4)] | [removed: )] | | [added: | |] $ | [removed: 0.3] [added: 0.9] | | | [added: | |] $ | [removed: (65.8] [added: (84.3)] | [removed: )] | | [added: | |] $ | [removed: —] [added: 0.3] | |
| Sold | [added: | |] $ | [removed: 159.2] [added: 52.0] | | | [added: | |] $ | [removed: (1.0] [added: (0.5)] | [removed: )] | | [added: | |] $ | [removed: 144.2] [added: 159.2] | | | [added: | |] $ | [removed: 0.4] [added: (1.0)] | |
| [Consolidated Balance [removed: Sheets](#s9720C0F283A154128AAE1AFD54FD502E)] [added: Sheets](#ia0d8a155b89340f9948e24cf9f3ef66d_58)] | [removed: [49](#s9720C0F283A154128AAE1AFD54FD502E)] | [added: | [52](#ia0d8a155b89340f9948e24cf9f3ef66d_58) | | |]
| [Consolidated Statements of [removed: Income](#sA1DC4C914997522583CBE536528F4993)] [added: Income](#ia0d8a155b89340f9948e24cf9f3ef66d_64)] | [removed: [50](#sA1DC4C914997522583CBE536528F4993)] | [added: | [53](#ia0d8a155b89340f9948e24cf9f3ef66d_64) | | |]
| [Consolidated Statements of Comprehensive [removed: Income](#s2923BE01DD86581CBC61EE01A3068888)] [added: Income](#ia0d8a155b89340f9948e24cf9f3ef66d_67)] | [removed: [51](#s2923BE01DD86581CBC61EE01A3068888)] | [added: | [54](#ia0d8a155b89340f9948e24cf9f3ef66d_67) | | |]
| [Consolidated Statements of Stockholders’ [removed: Equity](#s022E334BACF45C34951AF8D3B1B418AB)] [added: Equity](#ia0d8a155b89340f9948e24cf9f3ef66d_73)] | [removed: [52](#s022E334BACF45C34951AF8D3B1B418AB)] | [added: | [55](#ia0d8a155b89340f9948e24cf9f3ef66d_73) | | |]
| [Consolidated Statements of Cash [removed: Flows](#sE5298608055F57B583E81F0034D90774)] [added: Flows](#ia0d8a155b89340f9948e24cf9f3ef66d_76)] | [removed: [53](#sE5298608055F57B583E81F0034D90774)] | [added: | [56](#ia0d8a155b89340f9948e24cf9f3ef66d_76) | | |]
| [Notes to Consolidated Financial [removed: Statements](#s1FB82E64BCDE5F19B51DF773D71B59C2)] [added: Statements](#ia0d8a155b89340f9948e24cf9f3ef66d_79)] | [removed: [54](#s1FB82E64BCDE5F19B51DF773D71B59C2)] | [added: | [57](#ia0d8a155b89340f9948e24cf9f3ef66d_79) | | |]
| [Reports of Independent Registered Public Accounting [removed: Firm](#s04C6266B83555ADF9CCE250D18288206)] [added: Firm](#ia0d8a155b89340f9948e24cf9f3ef66d_160)] | [removed: [81](#s04C6266B83555ADF9CCE250D18288206)] | [added: | [81](#ia0d8a155b89340f9948e24cf9f3ef66d_160) | | |]
At the end of fiscal 2020, we had one £55.0 million, two $75.0 million, and one €100.0 million revolving credit facilities, which are uncommitted.
In addition, volatile market conditions arising from the COVID-19 pandemic could result in changes in exchange rates.
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At the end of fiscal 2019, we had outstanding a term loan facility of $225.0 million and a revolver credit facility of $110.0 million under the 2018 Credit Facility and three revolving credit facilities of $218.7 million under the Uncommitted Facilities.
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Item 1. Business
87 rewritten, 101 added, 74 removed, 151 unchanged
Read the full itemFY2020 item · filed February 26, 2021FY2019 item · filed February 28, 2020
Trimble [removed: Inc., a Delaware corporation,] [added: Inc. (“Trimble” or “the Company” or “we” or “our” or “us”)] is a leading provider of technology solutions that enable professionals and field mobile workers to improve or transform their work processes.
Our comprehensive work process solutions are used across a range of industries including [removed: agriculture,] architecture, [added: building construction,] civil engineering, [removed: survey, construction,] geospatial, [removed: government,] [added: survey and mapping, agriculture,] natural resources, [added: utilities,] transportation, and [removed: utilities.][added: government.]
[removed: Representative Trimble] [added: Our representative] customers include [added: construction owners, contractors,] engineering and construction firms, [removed: contractors, owners,] surveying companies, farmers and agricultural companies, [removed: trucking companies, energy,] [added: energy and] utility companies, [added: trucking companies,] and state, federal, and municipal governments.
[removed: Representative] [added: Our representative] products include equipment that automates and enables increased precision within large industrial equipment such as tractors and bulldozers; integrated systems that track and manage fleets of vehicles and workers and provide real-time information and analytics to the back-office; data collection systems that enable the management of large amounts of geo-referenced information; software solutions that connect all aspects of a construction site or a farm; and building information modeling [removed: ("BIM")] [added: ( “BIM”)] software that is used throughout the design, build, and operation of buildings.
In long haul trucking, our “Connected [removed: Fleet”] [added: Supply Chain”] solutions provide transportation companies with tools to enhance fuel efficiency, safety, and transparency through connected vehicles and fleets across the enterprise.
Our software capabilities include extensive [removed: 3-D] [added: three-dimensional (“3D”)] modeling, analysis and design solutions, design and data preparation software, BIM software, enterprise resource planning and project management solutions, cloud-based collaboration solutions, applications for advanced [removed: surveying and geospatial] [added: surveying,] data collection and analysis, farm productivity solutions, fleet management solutions for transportation, as well as a large suite of domain-specific software applications used across a host of industries including agriculture, construction, utilities, and transportation.
Our software is sold as [removed: a] perpetual [removed: license] or [added: term licenses or] as a subscription and can be delivered for on-premise installation or in a hosted environment as Software as a Service [removed: ("SaaS").][added: (“SaaS”).]
Our software products allow our customers to optimize their work processes for targeted outcomes, improve their productivity, and gain insight into their projects and operations to enhance their [removed: decision making] [added: decision-making] and to gain maximum benefit from a broad range of other Trimble products and systems.
Our global operations include major development, manufacturing, or logistics operations in the United States, [removed: Sweden, Finland,] [added: the Netherlands, India, China,] Germany, [removed: New Zealand, Canada,] the United Kingdom, [removed: the Netherlands, China,] [added: Finland, Canada,] and [removed: India.][added: New Zealand.]
Products are sold in more than [removed: 100] [added: 150] countries, through dealers, representatives, joint ventures, and other channels throughout the world, as well as direct sales to end-users.
[removed: Sales] [added: We currently have distribution channels in over 85 countries, and sales] are supported by our own offices located in over 40 countries around the world.
[removed: | • | *Focus on attractive markets with significant growth and profitability potential* \- We focus on large markets historically underserved by technology that offer significant potential for long-term revenue growth, profitability, and market leadership. Our core industries such as construction, agriculture, and transportation are each multi-trillion dollar global industries that operate in demanding environments with technology adoption in the early phases relative to other industries.] With the emergence of mobile [added: and cloud] computing capabilities, the increasing technological know-how of end users, and compelling return on investment, we believe many of our markets are attractive for substituting Trimble’s technology and solutions in place of traditional operating methods. [removed: |]
[removed: | • |] [added: -] *Domain knowledge and technological innovation that benefit a diverse customer base* - We have over time redefined our technological focus from hardware-driven point solutions to integrated work process solutions by developing domain expertise and heavily reinvesting in [removed: R&D and acquisitions. We currently have over 1,200 unique patents. We intend to continue to take advantage of our technology portfolio and deep domain knowledge to quickly] [added: research] and [removed: cost-effectively deliver specific, targeted solutions to each of the vertical markets we serve. We look for opportunities where the opportunity for technological change is high] [added: development (“R&D”)] and [removed: that have a requirement for the integration of multiple technologies into complete vertical solutions. |][added: acquisitions.]
[removed: | • | *Increasing focus on software and services* - Software and services targeted for the needs of vertical end markets are increasingly important elements of our solutions and are core to our growth strategy. Trimble generally has an open application programming interface philosophy and open vendor environment, which leads to increased adoption of our software and analytics offerings.] These software and services solutions integrate and optimize additional workflows for our customers, thereby improving their work productivity, and in the case of subscription, maintenance, and support services, also provide us with enhanced business visibility over time. [removed: Professional services constitute an additional customer offering that helps our customers integrate and optimize the use of our offerings in their environment. |]
[removed: | • | *Geographic] [added: *•Geographic] expansion with localization strategy -* We view international expansion as an important element of our [removed: strategy] [added: strategy,] and we continue to position ourselves in geographic markets that will serve as important sources of future growth. [removed: We currently have a physical presence in over 40 countries and distribution channels over 85 countries. |]
[removed: | • | *Optimized go-to-market strategies to best access our markets* - We utilize vertically focused go-to-market strategies that leverage domain expertise to best serve the needs of individual markets both domestically and abroad.] These go-to-market capabilities include independent dealers, joint ventures, original equipment manufacturers [removed: ("OEM"),] [added: (“OEM”),] and distribution alliances with key partners, such as CNH Global, Caterpillar, and Nikon, as well as direct sales to end-users, which [removed: provides] [added: provide] us with broad market reach and localization capabilities to effectively serve our markets. [removed: |]
[removed: | • | *Strategic acquisitions* \- Organic growth continues to be our primary focus, while acquisitions serve to enhance our market position.] We acquire businesses that bring domain expertise, technology, products, [removed: or] [added: and] distribution capabilities that augment our portfolio and allow us to penetrate existing markets more effectively, or to establish a market beachhead. [removed: Our success in targeting and effectively integrating acquisitions is an important aspect of our growth strategy. |]
For further financial information about our segments, see Note [removed: 6] [added: 5] to the Consolidated Financial Statements.
*Building Construction.* [removed: The Trimble] [added: Our] building construction portfolio of solutions for the [removed: commercial] [added: residential, commercial,] and industrial building industry spans the entire life cycle of a building and is used by [added: construction] owners, architects, designers, general contractors, sub-contractors, engineers, and facility owners or lessees.
The suite of technologies and solutions we provide to the building industry includes program management solutions for [added: construction] owners, software for 3D conceptual design and modeling, BIM software that is used in design, engineering, and construction, enterprise resource planning and project management and project collaboration for general contractors, advanced integrated site layout and measurement systems, cost estimating, scheduling, and project controls solutions for contractors.
The suite also includes applications for sub-contractors and construction trades such as steel, concrete and mechanical, electrical and plumbing, [removed: and an integrated workplace management services ("IWMS") software suite for real estate management,] project coordination, and capital program planning and management.
[removed: Trimble’s] [added: In addition, our Trimble] Connect collaboration platform streamlines customer workflows and enables interoperability between Trimble’s and other providers' solutions.
Our solutions provide customer benefits such as reduced costs, reduced waste and re-work, increased worker safety and efficiencies, faster project completion times, improved information flow, better decision making, [removed: and] enhanced quality [removed: control] [added: control,] and sustainability.
[removed: Trimble provides] [added: We provide] the civil engineering and construction industry with a continuum of field solutions, software solutions, and services at every stage of the project - from planning and design, to construction, operation, and maintenance.
Our suite of integrated solutions and technologies in this area includes field and office software for optimized route selection and [removed: design,] [added: design;] systems to automatically guide and control construction equipment such as excavators, bulldozers, wheel loaders, motor graders, and paving [removed: equipment,] [added: equipment;] systems to monitor, track, and manage assets, equipment, and [removed: workers,] [added: workers;] and software to facilitate the sharing and communication of data in real time.
By leveraging [removed: the Trimble] [added: our] technology, contractors gain greater insight into their [removed: operations,] [added: operations] helping them to lower costs and improve productivity, worker safety, and asset utilization.
[removed: A] [added: We maintain a] joint venture with Caterpillar, Caterpillar-Trimble Control Technologies [removed: ("CTCT"), was formed in 2002] [added: (“CTCT”),] to develop the next generation of advanced electronic guidance and control products for [removed: earthmoving] [added: earth-moving] machines.
Caterpillar generally offers joint venture products as a factory-installed option, while [removed: Trimble focuses] [added: we focus] on the aftermarket with products for mixed fleets of [removed: earthmoving] [added: earth-moving] machines from Caterpillar and other equipment manufacturers to allow improved management of construction sites and projects.
BuildingPoint is an initiative to form a global network of specialized distribution partners to serve the needs of the building construction industry by supporting customers in the adoption of [removed: the Trimble] [added: our] Buildings solutions.
We [added: also] sell many of our software solutions through our own direct salesforce.
As [removed: the Company extends its] [added: we extend our] software and services offerings to cover the full set of construction life cycle management solutions used by [added: construction] owners, designers, and construction companies, we increasingly compete with large established companies that offer similar systems across all [removed: industries, such as Oracle.][added: industries.]
*Surveying and [removed: Geospatial*.] [added: Geospatial.*] Through our surveying [removed: and geospatial] product portfolio, professional surveyors and engineers provide services to the construction, engineering, mining, oil and gas, energy and utilities, government, and land management sectors.
Our survey [removed: and geospatial] solutions replace less productive conventional methods of surveying, mapping, 2D or 3D modeling, measurement, reporting, and analysis.
[added: Our field-based] technologies are used in handheld, land mobile, and airborne applications and incorporate technologies such as mobile application software, high precision GNSS, robotic measurement systems, inertial positioning, 3D laser scanning, digital imaging, and optical or laser measurement.
Our precision agriculture products and services consist of guidance and positioning systems, [added: including autonomous steering systems,] automated and variable-rate application and technology systems, and information management solutions that enable farmers and their partners to improve crop performance, profitability, and environmental quality.
[removed: Trimble] [added: Our] precision agriculture solutions can assist farmers throughout every step of their farming process, beginning with land preparation and continuing through the planting, nutrient, [removed: and] pest management, and harvesting phases of a crop cycle.
The benefits to the farmer include faster machine operation, higher yields, and lower consumption of fuel and chemicals than [removed: conventional equipment.]
[removed: Trimble] [added: Our] agricultural software is used by farmers to help integrate all of the information on the farm, and is also used by advisors, suppliers, and purchasers to share information to help improve efficiencies.
[removed: Trimble] [added: Our] agricultural software enables farmers to make more informed decisions leading to higher yields, better quality crops, increased profitability, and reduced environmental impact.
For many of [removed: Trimble's] [added: our] end market applications and customer needs, the positional accuracy that can be derived from GNSS satellite signals alone is insufficient.
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*•Executing on our Connect & Scale 2025 strategy* – We continue to focus on executing our Connect & Scale 2025 strategy.
This strategy contains two elements.
The first element, Connect, aims to connect more customer workflows, industry lifecycles, and solution offerings, so that we can continue to transform the way our customers work.
This includes integrating more of our customers’ data through cloud offerings, and making more of our solutions available over time on a cloud basis and subscription basis.
The second element, Scale, aims to invest in the people, processes, and technologies that are necessary for us to continue to grow our business efficiently and effectively for many years into the future.
*•Focus on attractive markets with significant growth and profitability potential* \- We focus on large markets historically underserved by technology that offer significant potential for long-term revenue growth, profitability, and market leadership.
Our core industries such as construction, agriculture, and transportation are each multi-trillion dollar global industries that operate in demanding environments with technology adoption in the early phases relative to other industries.
We currently have over 1,000 unique patents.
We intend to continue to take advantage of our technology portfolio and deep domain knowledge to quickly and cost-effectively deliver specific, targeted solutions to each of the vertical markets we serve.
We look for opportunities where the opportunity for technological change is high and that have a requirement for the integration of multiple technologies into complete vertical solutions.
- *Increasing focus on software and services* - Software and services targeted for the needs of vertical end markets are increasingly important elements of our solutions and are core to our growth strategy.
We generally have an open application programming interface philosophy and open vendor environment, which leads to increased adoption of our software and analytics offerings.
Professional services constitute an additional customer offering that helps our customers integrate and optimize the use of our offerings in their environment.
- *Optimized go-to-market strategies to best access our markets* - We utilize vertically focused go-to-market strategies that leverage domain expertise to best serve the needs of individual markets both domestically and abroad.
- *Strategic acquisitions* \- Organic growth continues to be our primary focus, while acquisitions serve to enhance our market position.
Our success in targeting and effectively integrating acquisitions is an important aspect of our growth strategy.
Our focus on these growth drivers has led over time to growth in revenue and profitability as well as an increasingly diversified business model.
Software and subscription growth is driving increased recurring revenue and is leading to improved visibility in some of our businesses.
As our solutions have expanded, our go-to-market model has also evolved, with a balanced mix between direct, distribution, and OEM customers, and an increasing number of enterprise level customer relationships.
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The Buildings and Infrastructure segment primarily serves customers working in architecture, engineering, construction, and operations and maintenance.
During 2020, we announced advances in several of our software packages and solutions, including: (i) the launch of PreDesign, a service that enables architects and designers to test design strategies and understand how a site’s climate and environment will impact design proposals, and (ii) the announcement of new integrations for Microsoft 365 and BIMcollab with the Trimble® Connect cloud-based collaboration platform.
During 2020, we announced a number of developments, including: (i) the launch of the Trimble® Platform as a Service, an offering that gives contractors the ability to purchase select civil construction hardware and software solutions and continually upgrade those solutions with the latest innovations from Trimble and (ii) the release of WorksOS, which integrates design data from the office with machine control data from Trimble to deliver real-time progress and productivity updates for the entire jobsite.
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During 2020, we announced the release of a new GNSS receiver, the Trimble R12i, which incorporates Inertial Measurement Unit (IMU)-based tilt compensation, which enables points to be measured or staked out while the survey rod is tilted, empowering land surveyors to focus on the job at hand and complete work faster and more accurately.
Major competitors in this segment are typically survey instrument companies that provide software driven, 3D measurement and imaging solutions.
We compete principally on the basis of innovation, differentiated products, domain expertise, service, quality, and geographic reach.
[Table](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [of](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [Contents](#ia0d8a155b89340f9948e24cf9f3ef66d_13)
conventional equipment.
Competitors in this segment are typically companies that provide fleet mobility services, transportation management software, and digital freight matching.
[Table](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [of](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [Contents](#ia0d8a155b89340f9948e24cf9f3ef66d_13)
Our investments enable us to push the state-of-the-art in key technology areas and to connect other leading technologies to solve customer problems in new and unique ways.
We hold over 1,000 unique issued and enforceable patents covering key technology areas, including precision GNSS, optical and inertial positioning solutions, artificial intelligence and machine learning, IoT, cloud computing, laser scanning, 3D modeling, point cloud processing, augmented reality, and many others.
Human Capital
Trimble’s culture reflects our guiding principles at work and is fundamental to sustaining our success.
A company’s culture describes how people behave in the work environment and is closely tied to leadership.
At Trimble, people inspire purpose and vision, engage to draw out the best from each other, and strive to achieve meaningful results.
This mindset shapes how we treat one another and how we serve our customers, colleagues, and stockholders.
These attributes serve as a common foundation across the global organization and also adapt locally to diverse geographic and operational business models.
We began operations in 1978 and were originally incorporated in California as Trimble Navigation Limited in 1981.
On October 1, 2016, Trimble Navigation Limited changed its name to Trimble Inc. and changed its state of incorporation from the State of California to the State of Delaware.
Our common stock has been publicly traded on NASDAQ since 1990 under the symbol TRMB.
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The Buildings and Infrastructure segment primarily serves architects, engineers, contractors, owners, and operators.
In addition,
During 2019, we announced advances in several of our software packages and solutions.
During 2019, we announced a number of developments, including the launch of an e-commerce platform for pre-owned Trimble products, and new collaborations with multiple OEMs intended to improve the interoperability of technologies and data for civil engineering and construction projects.
Our principal competitors are Topcon Corporation, Hexagon AB, and Autodesk.
Our field-based
During 2019, we announced the release of a new GNSS receiver, the launch of a new 3D laser scanning system, and the launch of a new high-performance field computer for our Mapping and Geographic Information Systems (GIS) portfolio.
Competitors in this segment are typically survey instrument companies utilizing GNSS technology such as Topcon Corporation and Hexagon AB.
We compete principally on the basis of robust performance, ease of use, price, interoperability, and interconnectedness.
In 2019, we announced the launch of Farmer Core, a new entry-level software subscription that enables farmers to connect all aspects of their farm operation.
During the third quarter of 2019, we completed the acquisition of 3LOG Systems, Inc., a supplier of timber management software solutions.
The acquisition complements Trimble's forestry business software portfolio and further expands the Trimble Connected Forest™ solutions, which offer a complete end-to-end ecosystem for forest management, traceability, and timber processing.
During the fourth quarter of 2019, we completed the acquisition of privately-held Azteca Systems LLC (dba "Cityworks"), a provider of enterprise asset management (EAM) software for utilities and local government.
Cityworks' solutions address the global challenges associated with maintaining and replacing aging utility, transportation, and public assets and infrastructure.
Additionally, during the fourth quarter of 2019, we announced the acquisitions of Cansel Survey Equipment's Can-Net and AllTerra New Zealand's iBase networks.
The acquisitions significantly increase the global footprint of Trimble-owned Virtual Reference Station (VRS) networks by adding geographies in Canada and New Zealand.
Subscription-based VRS correction services are now accessible to more customers around the world who rely on high-accuracy corrections to increase productivity and reduce operational costs.
Our forestry and utilities portfolios use a mix of direct sales and indirect distribution.
Our enterprise strategy focuses on sales to large enterprise accounts.
Key competitors in this segment include Omnitracs and McLeod, among others.
We hold over 1,200 unique issued and enforceable patents, the majority of which cover GNSS based technologies and other applications such as optical and laser technology.
Competition
Our markets are highly competitive, and we expect that both direct and indirect competition will increase in the future.
Within our markets, we encounter direct competition from other GNSS, software, optical, and laser suppliers such as Hexagon and Topcon, and competition may intensify from various larger U.S. and non-U.S. competitors.
Our hardware products are increasingly subject to competition from existing and new entrants from emerging markets such as China, which compete aggressively on price at the lower-priced end of the market as well as on economic nationalism.
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Item 3. Legal Proceedings
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From time to time, we are involved in litigation arising [removed: out of] [added: in] the ordinary course of our business.
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Cover and table of contents
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[removed: FORM 10-K][added: FORM 10-K]
| ☒ | [added: | |] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 | [added: | |]
For the fiscal year [removed: ended January 3, 2020][added: ended January 1, 2021]
| ☐ | [added: | |] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 | [added: | |]
Commission File [removed: Number: 001-14845][added: Number: 001-14845]
| Delaware | | [added: | | | |] 94-2802192 | [added: | |]
| (State or other jurisdiction [removed: of incorporation] [added: of incorporation] or organization) | | [added: | | | |] (I.R.S. [removed: Employer Identification] [added: Employer Identification] No.) | [added: | |]
935 Stewart [removed: Drive, Sunnyvale, CA][added: Drive, Sunnyvale, CA]
Registrant’s telephone number, including area code: [removed: (408) 481-8000][added: (408) 481-8000]
| Title of each class | [added: | |] Trading Symbol(s) | [added: | |] Name of each exchange on which registered | [added: | |]
| Common Stock, $0.001 par value | [added: | |] TRMB | [added: | |] NASDAQ Global Select Market | [added: | |]
| (Title of Class) | | | [added: | | | | | |]
| Large Accelerated Filer | [added: | |] ☒ | | [added: | | | |] Accelerated Filer | | [added: | | | |] ☐ | [added: | |]
| Non-accelerated Filer | [added: | |] ☐ | | [added: | | | |] Smaller Reporting Company | | [added: | | | |] ☐ | [added: | |]
| Emerging Growth Company | [added: | |] ☐ | | | | | [added: | | | | | | | | | |]
As of [removed: June 28, 2019,] [added: July 3, 2020,] the aggregate market value of the common stock held by non-affiliates of the registrant was approximately [removed: $11.4] [added: $10.8] billion based on the closing price as reported on the NASDAQ Global Select Market.
| Class | | [added: | | | |] Outstanding at February [removed: 26, 2020] [added: 24, 2021] | | [added: | | | |]
| Common stock, $0.001 par value | | [removed: 250,166,168] | [added: | | | 250,974,620 | | |] shares | [added: | |]
Certain parts of Trimble Inc. Proxy Statement relating to the annual meeting of stockholders to be held on May [removed: 27, 2020] [added: 12, 2021] (the “Proxy Statement”) are incorporated by reference into Part III of this Annual Report on Form 10-K.
[removed: | • |] [added: -] the portion of our revenue expected to come from sales to customers located in countries outside of the U.S.; [removed: |]
[removed: | • |] [added: -] seasonal fluctuations in our [removed: construction equipment] [added: hardware] revenue, sales to U.S. governmental agencies, [removed: agricultural equipment business revenue, global macroeconomic conditions,] and expectations that we [removed: may] [added: will] experience less seasonality in the future; [removed: |]
[removed: | • |] [added: -] our plans to continue to invest in research and development to actively develop and introduce new products and to deliver targeted solutions to the markets we serve; [removed: |]
[removed: | • |] [added: -] a continued shift in revenue towards a more significant mix of [removed: software,] [added: software and] recurring revenue, [added: including subscription, maintenance] and [added: support revenues, and] services; [removed: |]
[removed: | • |] [added: -] our belief that increases in recurring [removed: revenue] [added: revenue, including] from our software and subscription [removed: solutions] [added: solutions,] will provide us with enhanced business visibility over time; [removed: |]
[removed: | • |] [added: -] our belief that our cash and cash equivalents, together with borrowings under the commitments for our credit facilities and senior notes, will be sufficient to meet our anticipated operating cash needs, debt service, and planned capital expenditures for at least the next twelve months; [removed: |]
[removed: | • |] [added: -] any anticipated benefits to us from our acquisitions and our ability to successfully integrate the acquired businesses; [removed: |]
[removed: | • |] [added: -] fluctuations in interest rates and foreign currency exchange rates; [removed: |]
[removed: | • |] [added: -] our belief that our gross unrecognized tax benefits will not materially change in the next twelve months; and [removed: |]
[removed: | • |] [added: -] our growth strategy, including our focus on historically underserved large markets, the relative importance of organic growth versus strategic acquisitions, and the reasons that we acquire businesses. [removed: |]
The forward-looking statements regarding future events and the future results of Trimble Inc. (“Trimble” or “the Company” or “we” or “our” or “us”) are based on current expectations, estimates, forecasts, and projections about the industries in which Trimble operates, Trimble's current tax structure, including where Trimble's assets are deemed to reside for tax purposes, and the beliefs and assumptions of [removed: the management of Trimble.][added: Trimble management.]
[removed: 2019 FORM] [added: 2020 FORM] 10-K ANNUAL REPORT
| | [added: | |] PART I | | [added: | | | |]
| Item 1 | [removed: [Business](#sEC8EBFCD60325183AE54D6EFA64D42DD)] | [removed: [6](#sEC8EBFCD60325183AE54D6EFA64D42DD)] | [added: [Business](#ia0d8a155b89340f9948e24cf9f3ef66d_19) | | | [6](#ia0d8a155b89340f9948e24cf9f3ef66d_19) | | |]
| Item 1A | [added: | |] [Risk [removed: Factors](#sEF9FCC92236B5D18A253807E7C063975)] [added: Factors](#ia0d8a155b89340f9948e24cf9f3ef66d_22)] | [removed: [15](#sEF9FCC92236B5D18A253807E7C063975)] | [added: | [16](#ia0d8a155b89340f9948e24cf9f3ef66d_22) | | |]
| Item 1B | [added: | |] [Unresolved Staff [removed: Comments](#s0CF188A6DBB4578EA51E6B1CA66C675C)] [added: Comments](#ia0d8a155b89340f9948e24cf9f3ef66d_25)] | [removed: [26](#s0CF188A6DBB4578EA51E6B1CA66C675C)] | [added: | [28](#ia0d8a155b89340f9948e24cf9f3ef66d_25) | | |]
| Item 2 | [removed: [Properties](#s5F5309AA3EAA50BD8D53A85E8733B56D)] | [removed: [26](#s5F5309AA3EAA50BD8D53A85E8733B56D)] | [added: [Properties](#ia0d8a155b89340f9948e24cf9f3ef66d_28) | | | [28](#ia0d8a155b89340f9948e24cf9f3ef66d_28) | | |]
| Item 3 | [added: | |] [Legal [removed: Proceedings](#sBAB16BB14404544B86C8B5EF7FF36BFC)] [added: Proceedings](#ia0d8a155b89340f9948e24cf9f3ef66d_31)] | [removed: [26](#sBAB16BB14404544B86C8B5EF7FF36BFC)] | [added: | [29](#ia0d8a155b89340f9948e24cf9f3ef66d_31) | | |]
| Item 4 | [added: | |] [Mine Safety [removed: Disclosures](#sD8D8F1CD259659ECA5990B237AF1B773)] [added: Disclosures](#ia0d8a155b89340f9948e24cf9f3ef66d_34)] | [removed: [27](#sD8D8F1CD259659ECA5990B237AF1B773)] | [added: | [29](#ia0d8a155b89340f9948e24cf9f3ef66d_34) | | |]
| | [added: | |] PART II | | [added: | | | |]
| Item 5 | [added: | |] [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#sBB4C55EAE3815C61AF0B288B72958AF8)] [added: Securities](#ia0d8a155b89340f9948e24cf9f3ef66d_40)] | [removed: [28](#sBB4C55EAE3815C61AF0B288B72958AF8)] | [added: | [30](#ia0d8a155b89340f9948e24cf9f3ef66d_40) | | |]
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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.
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- impact of the COVID-19 pandemic, including upon global or local macroeconomic conditions, our results of operations, and estimates or judgments;
- changes in global macroeconomic conditions;
[Table](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [of](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [Contents](#ia0d8a155b89340f9948e24cf9f3ef66d_13)
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| | | | [Signatures](#ia0d8a155b89340f9948e24cf9f3ef66d_199) | | | [88](#ia0d8a155b89340f9948e24cf9f3ef66d_199) | | |
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An excerpt. Shown here: 40 of 56 rewritten, all 25 added and 40 of 47 removed. The counts are complete. For every sentence, read Cover and table of contents in the FY2020 filing and the FY2019 filing.
Item 1B. Unresolved Staff Comments
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Item 2. Properties
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For financial information regarding leases, see Note [removed: 8] [added: 7] to the Consolidated Financial Statements.
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Item 4. Mine Safety Disclosures
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Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
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Read the full itemFY2020 item · filed February 26, 2021FY2019 item · filed February 28, 2020
Our common stock [removed: is traded] [added: trades] on [removed: the] NASDAQ under the symbol “TRMB.” The following graph compares the cumulative five-year total return provided stockholders on [removed: Trimble Inc.] [added: our] common stock relative to the cumulative total returns of the NASDAQ Composite Index and the S&P 500 Information Technology Index.
An investment of $100 (with reinvestment of all dividends) is assumed to have been made in our common stock and in each of the indexes on December 31, [removed: 2014,] [added: 2015,] and its relative performance is tracked through December 31, [removed: 2019.][added: 2020.]
[removed: ][added: ]
In November 2017, our Board of Directors approved a stock repurchase program [removed: ("2017] [added: (“2017] Stock Repurchase [removed: Program"),] [added: Program”),] authorizing us to repurchase up to $600.0 million of [removed: Trimble’s] [added: our] common stock.
The [removed: stock repurchase authorization] [added: 2017 Stock Repurchase Program] does not have an expiration [removed: date and replaces the 2015 Stock Repurchase Program, which was completed.][added: date.]
The timing and amount of repurchase transactions is determined by our management based on [removed: its] [added: the] evaluation of market conditions, share price, legal requirements, and other factors.
During fiscal [removed: 2019,] [added: 2020,] we repurchased approximately [removed: 4.7] [added: 1.9] million shares of common stock in open market purchases under the 2017 Stock Repurchase [removed: Programs,] [added: Program,] at an average price of [removed: $38.51] [added: $43.40] per share, for a total of [removed: $179.8] [added: $81.6] million.
At the end of fiscal [removed: 2019,] [added: 2020,] the 2017 Stock Repurchase Program had remaining authorized funds of [removed: $172.4] [added: $90.7] million.
As of February [removed: 26, 2020,] [added: 24, 2021,] there were approximately [removed: 552] [added: 536] holders of record of our common stock.
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The following table provides information relating to our purchase of equity securities for the fourth quarter of fiscal 2020:
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| | | | | | | Total Number of Shares Purchased | | | | | | Average Price Paid per Share | | | | | | Total Number of Shares Purchased as Part of Publicly Announced Program | | | | | | Maximum Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program | | | | | |
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| October 3, 2020 – November 6, 2020 | | | | | | 41,818 | | | | | | $ | 47.83 | | | | | 41,818 | | | | | | $ | 92,361,073 | | | | |
| November 7, 2020 – December 4, 2020 | | | | | | 4,700 | | | | | | $ | 61.77 | | | | | 4,700 | | | | | | $ | 92,070,742 | | | | |
| December 5, 2020 – January 1, 2021 | | | | | | 21,666 | | | | | | $ | 61.97 | | | | | 21,666 | | | | | | $ | 90,728,167 | | | | |
| Total | | | | | | 68,184 | | | | | | | | | | | | 68,184 | | | | | | | | | | | |
The Company did not repurchase any common stock during the fourth quarter of 2019.
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Item 6. Selected Financial Data
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Read the full itemFY2020 item · filed February 26, 2021FY2019 item · filed February 28, 2020
Not applicable.
Financial information related to fiscal 2017 and 2016 may be found in Part II, Item 6.
Selected Financial Data in our fiscal 2019 Form 10-K filed with the SEC on February 28, 2020.
Please refer to the consolidated financial statements included herein in Part II-[Item 8](#ia0d8a155b89340f9948e24cf9f3ef66d_55) [Financial Statements and Supplementary Data](#ia0d8a155b89340f9948e24cf9f3ef66d_55) for fiscal year 2020, 2019 and 2018 information.
[Table](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [of](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [Contents](#ia0d8a155b89340f9948e24cf9f3ef66d_13)
The following selected consolidated financial data should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our Consolidated Financial Statements and related notes appearing elsewhere in this annual report.
Historical results are not necessarily indicative of future results.
In particular, because the results of operations and financial condition related to our acquisitions are included in our Consolidated Statements of Income and Consolidated Balance Sheets data commencing on those respective acquisition dates; comparisons of our results of operations and financial condition for periods prior to and subsequent to those acquisitions are not indicative of future results.
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| Fiscal Years | 2019 | | | | 2018 | | | | 2017 | | | | 2016 | | | | 2015 | | |
| *(In millions, except per share data)* | | | | | | | | | | | | | | | | | | | |
| Revenue | $ | 3,264.3 | | | $ | 3,108.4 | | | $ | 2,646.5 | | | $ | 2,362.1 | | | $ | 2,290.4 | |
| Gross margin | $ | 1,780.9 | | | $ | 1,681.0 | | | $ | 1,377.6 | | | $ | 1,234.5 | | | $ | 1,202.2 | |
| Gross margin percentage | 54.6 | | % | | 54.1 | | % | | 52.1 | | % | | 52.3 | | % | | 52.5 | | % |
| Net income attributable to Trimble Inc. | $ | 514.3 | | | $ | 282.8 | | | $ | 118.4 | | | $ | 132.4 | | | $ | 121.1 | |
| Net income | $ | 514.5 | | | $ | 283.3 | | | $ | 118.5 | | | $ | 132.2 | | | $ | 120.7 | |
| Earnings per share | | | | | | | | | | | | | | | | | | | |
| —Basic | $ | 2.05 | | | $ | 1.13 | | | $ | 0.47 | | | $ | 0.53 | | | $ | 0.47 | |
| —Diluted | $ | 2.03 | | | $ | 1.12 | | | $ | 0.46 | | | $ | 0.52 | | | $ | 0.47 | |
| Shares used in calculating basic earnings per share | 250.8 | | | | 250.0 | | | | 252.1 | | | | 250.5 | | | | 255.8 | | |
| Shares used in calculating diluted earnings per share | 252.9 | | | | 253.4 | | | | 256.7 | | | | 253.9 | | | | 258.5 | | |
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| At the End of Fiscal Year | 2019 | | | | 2018 | | | | 2017 | | | | 2016 | | | | 2015 | | |
| *(In millions)* | | | | | | | | | | | | | | | | | | | |
| Total assets | $ | 6,640.7 | | | $ | 5,776.4 | | | $ | 4,316.3 | | | $ | 3,692.2 | | | $ | 3,680.7 | |
| Long-term debt and other non-current liabilities | $ | 1,777.1 | | | $ | 1,862.5 | | | $ | 947.5 | | | $ | 603.4 | | | $ | 717.9 | |
Item 8. Financial Statements and Supplementary Data
660 rewritten, 266 added, 314 removed, 224 unchanged
Read the full itemFY2020 item · filed February 26, 2021FY2019 item · filed February 28, 2020
| At the End of Fiscal Year | [removed: 2019] | | [added: 2020] | | [removed: 2018] | | | [added: | 2019 | | |]
| *(In millions, except par values)* | | | | | | | | [added: | | | |]
| ASSETS | | | | | | | | [added: | | | |]
| Current assets*:* | | | | | | | | [added: | | | |]
| Cash and cash equivalents | [added: | |] $ | [removed: 189.2] [added: 237.7] | | | [added: | |] $ | [removed: 172.5] [added: 189.2] | |
| Accounts receivable, net | [removed: 608.2] | | [added: 620.5] | | [removed: 512.6] | | | [added: | 608.2 | | |]
| Inventories | [removed: 312.1] | | [added: 301.7] | | [removed: 298.0] | | | [added: | 312.1 | | |]
| Other current assets | [removed: 102.3] | | [added: 121.5] | | [removed: 106.0] | | | [added: | 102.3 | | |]
| Total current assets | [removed: 1,211.8] | | [added: 1,281.4] | | [removed: 1,089.1] | | | [added: | 1,211.8 | | |]
| Property and equipment, net | [removed: 241.4] | | [added: 251.8] | | [removed: 212.9] | | | [added: | 241.4 | | |]
| Operating lease right-of-use assets | [removed: 140.3] | | [added: 128.9] | | [removed: —] | | | [added: | 140.3 | | |]
| Goodwill | [removed: 3,680.6] | | [added: 3,876.5] | | [removed: 3,540.0] | | | [added: | 3,680.6 | | |]
| Other purchased intangible assets, net | [removed: 678.7] | | [added: 580.1] | | [removed: 744.3] | | | [added: | 678.7 | | |]
| Deferred income tax assets | [removed: 475.5] | | [added: 510.2] | | [removed: 12.2] | | | [added: | 475.5 | | |]
| Other non-current assets | [removed: 212.4] | | [added: 248.0] | | [removed: 177.9] | | | [added: | 212.4 | | |]
| Total assets | [added: | |] $ | [removed: 6,640.7] [added: 6,876.9] | | | [added: | |] $ | [removed: 5,776.4] [added: 6,640.7] | |
| LIABILITIES AND STOCKHOLDERS' EQUITY | | | | | | | | [added: | | | |]
| Current liabilities: | | | | | | | | [added: | | | |]
| Short-term debt | [added: | |] $ | [removed: 219.0] [added: 255.8] | | | [added: | |] $ | [removed: 256.2] [added: 219.0] | |
| Accounts payable | [removed: 159.3] | | [added: 143.2] | | [removed: 147.6] | | | [added: | 159.3 | | |]
| Accrued compensation and benefits | [removed: 123.5] | | [added: 166.8] | | [removed: 169.2] | | | [added: | 123.5 | | |]
| Deferred revenue | [removed: 490.4] | | [added: 560.5] | | [removed: 348.4] | | | [added: | 490.4 | | |]
| Other current liabilities | [removed: 198.1] | | [added: 185.0] | | [removed: 133.8] | | | [added: | 198.1 | | |]
| Total current liabilities | [removed: 1,190.3] | | [added: 1,311.3] | | [removed: 1,055.2] | | | [added: | 1,190.3 | | |]
| Long-term debt | [removed: 1,624.2] | | [added: 1,291.4] | | [removed: 1,712.3] | | | [added: | 1,624.2 | | |]
| Deferred revenue, non-current | [removed: 51.5] | | [added: 53.3] | | [removed: 38.8] | | | [added: | 51.5 | | |]
| Deferred income tax liabilities | [removed: 318.2] | | [added: 300.3] | | [removed: 73.8] | | | [added: | 318.2 | | |]
| Income taxes payable | [removed: 69.1] | | [added: 62.2] | | [removed: 71.3] | | | [added: | 69.1 | | |]
| Operating lease liabilities | [removed: 114.1] | | [added: 109.2] | | [removed: —] | | | [added: | 114.1 | | |]
| Other non-current liabilities | [removed: 152.9] | | [added: 150.6] | | [removed: 150.2] | | | [added: | 152.9 | | |]
| Total liabilities | [removed: 3,520.3] | | [added: 3,278.3] | | [removed: 3,101.6] | | | [added: | 3,520.3 | | |]
| Commitments and contingencies (Note [removed: 9)] [added: 8)] | | | | | | | | [added: | | | |]
| Stockholders’ equity: | | | | | | | | [added: | | | |]
| Preferred stock, $0.001 par value; 3.0 shares authorized; none issued and outstanding | [added: | |] — | | | | [added: | |] — | | |
| Common stock, $0.001 par value; 360.0 shares authorized; [removed: 249.9] [added: 250.8] and [removed: 250.9] [added: 249.9] shares issued and outstanding at the end of fiscal [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] respectively | [removed: 0.2] | | [added: 0.3] | | [removed: 0.3] | | | [added: | 0.2 | | |]
| Additional paid-in-capital | [removed: 1,692.8] | | [added: 1,801.7] | | [removed: 1,591.9] | | | [added: | 1,692.8 | | |]
| Retained earnings | [removed: 1,602.8] | | [added: 1,893.4] | | [removed: 1,268.3] | | | [added: | 1,602.8 | | |]
| Accumulated other comprehensive loss | [removed: (176.8] | | [removed: )] [added: (98.5)] | | [removed: (186.1] | | [removed: )] | [added: | (176.8) | | |]
| Total Trimble Inc. stockholders’ equity | [removed: 3,119.0] | | [added: 3,596.9] | | [removed: 2,674.4] | | | [added: | 3,119.0 | | |]
| Noncontrolling interests | [removed: 1.4] | | [added: 1.7] | | [removed: 0.4] | | | [added: | 1.4 | | |]
[Table](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [of](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [Contents](#ia0d8a155b89340f9948e24cf9f3ef66d_13)
[Table](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [of](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [Contents](#ia0d8a155b89340f9948e24cf9f3ef66d_13)
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| Earnings per share attributable to Trimble Inc.: | | | | | | | | | | | | | | | | | |
| Basic | | | $ | 1.56 | | | | | $ | 2.05 | | | | | $ | 1.13 | |
| Diluted | | | $ | 1.55 | | | | | $ | 2.03 | | | | | $ | 1.12 | |
| Basic | | | 250.5 | | | | | | 250.8 | | | | | | 250.0 | | |
| Diluted | | | 252.3 | | | | | | 252.9 | | | | | | 253.4 | | |
[Table](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [of](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [Contents](#ia0d8a155b89340f9948e24cf9f3ef66d_13)
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| Net income | | | | | | | | | | | | | | | | | | | | | 389.9 | | | | | | | | | | | | 389.9 | | | | | | 0.7 | | | | | | 390.6 | | |
| Comprehensive income | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 468.2 | | | | | | | | | | | | 468.9 | | |
| Stock repurchases | | | (1.9) | | | | | | — | | | | | | (13.0) | | | | | | (68.6) | | | | | | — | | | | | | (81.6) | | | | | | — | | | | | | (81.6) | | |
| Noncontrolling interest investments | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (0.4) | | | | | | (0.4) | | |
| Balance at the end of fiscal 2020 | | | 250.8 | | | | | | $ | 0.3 | | | | | $ | 1,801.7 | | | | | $ | 1,893.4 | | | | | $ | (98.5) | | | | | $ | 3,596.9 | | | | | $ | 1.7 | | | | | $ | 3,598.6 | |
[Table](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [of](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [Contents](#ia0d8a155b89340f9948e24cf9f3ef66d_13)
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| Provision for credit losses | | | 7.1 | | | | | | 6.5 | | | | | | 3.4 | | |
| Non-cash restructuring expense | | | 11.4 | | | | | | 2.1 | | | | | | 0.5 | | |
| Provision for excess and obsolete inventories | | | 16.2 | | | | | | 7.3 | | | | | | 7.2 | | |
| Other, net | | | 16.5 | | | | | | (10.4) | | | | | | 10.2 | | |
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Trimble Inc., (“we” or “our” or “us”) is incorporated in the State of Delaware since October 2016.
We generate revenue primarily through the sale of our hardware, software, maintenance and support, professional services, and subscriptions.
We base our estimates on historical experience and various other assumptions we believe to be reasonable and inputs into our estimates consider the economic implications of COVID-19.
Actual results that we experience may differ materially from our estimates.
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| Balance at the end of fiscal 2016 | 251.3 | | | $ | 0.3 | | | $ | 1,348.3 | | | $ | 1,228.5 | | | $ | (221.8 | ) | | $ | 2,355.3 | | | $ | (0.1 | ) | | $ | 2,355.2 | |
| Net income | — | | | — | | | | — | | | | 118.4 | | | | — | | | | 118.4 | | | | 0.1 | | | | 118.5 | | |
| Comprehensive income | | | | | | | | | | | | | | | | | | | | 208.8 | | | | | | | | 208.9 | | |
| Stock repurchases | (7.4 | ) | | (0.1 | | ) | | (42.2 | | ) | | (246.0 | | ) | | — | | | | (288.3 | | ) | | — | | | | (288.3 | | ) |
| Tax benefit on new accounting guidance adoption | | | | | | | | | | | | 3.6 | | | | | | | | 3.6 | | | | | | | | 3.6 | | |
| Other, net | 5.5 | | | | 21.3 | | | | 5.5 | | |
Trimble began operations in 1978 and was originally incorporated in California as Trimble Navigation Limited in 1981.
On October 1, 2016, Trimble Navigation Limited changed its name to Trimble Inc. ("Trimble" or the "Company") and changed its state of incorporation from the State of California to the State of Delaware.
Our comprehensive work process solutions are used across a range of industries including agriculture, architecture, civil engineering, survey and land administration, construction, geospatial, government, natural resources, transportation, and utilities.
Representative Trimble customers include engineering and construction firms, contractors, owners, surveying companies, farmers and agricultural companies, trucking companies, energy, utility companies, and state, federal, and municipal governments.
Core technologies used in positioning, modeling, connectivity, and data analytics enable customers to improve productivity, quality, safety, and sustainability.
Products are sold based on return on investment and provide benefits such as lower operational costs, higher productivity, improved quality, enhanced safety and regulatory compliance, and reduced environmental impact.
Representative products include equipment that automates and enables increased precision within large industrial equipment such as tractors and bulldozers; integrated systems that track fleets of vehicles and workers and provide real-time information and analytics to the back-office; data collection systems that enable the management of large amounts of geo-referenced information; software solutions that connect all aspects of a construction site or a farm; and building information modeling ("BIM") software that is used throughout the design, build, and operation of buildings.
NOTE 2: ACCOUNTING POLICIES
Management bases its estimates on historical experience and various other assumptions believed to be reasonable.
Actual results and outcomes may differ from management's estimates and assumptions.
Product revenue includes hardware and software.
Services, including software maintenance, extended warranty, and subscriptions, are performance obligations generally recognized over time.
A small amount of revenue is derived from the licensing of software to OEM customers.
Royalty revenue is recognized as and when the sales or usage occurs, which generally is at the time the OEM ships products incorporating the Company’s software.
The allowance for doubtful accounts was $5.9 million and $4.6 million at the end of the fiscal 2019 and 2018, respectively.
The excess of the fair value of purchase consideration over the fair value of these assets acquired, liabilities assumed, and non-controlling interests in the acquiree is recorded as goodwill.
The annual goodwill impairment test is performed at the reporting unit level in the fourth fiscal quarter of each year.
excluded liabilities.
The Company attributes the fair value of stock options and restricted stock units ("RSUs") to expense using the straight-line method.
The fair value for RSUs with service conditions and performance-based conditions is measured at the grant date using the fair value of Trimble’s common stock.
Total expense for performance-based RSUs is based upon the probable expected achievement of the underlying performance goals as adjusted in future periods for changes in expectations and actual achievement.
The grant date fair value for stock options and rights to purchase shares under the Company's Employee Stock Purchase Plan ("ESPP") is estimated using the Black-Scholes option pricing model.
The Company estimates forfeitures at the date of grant and revises those estimates in subsequent periods if actual forfeitures differ from those estimates.
The Company uses historical and current information to estimate forfeitures.
Valuation allowance adjustments associated with an acquisition after the measurement period are recorded through income tax expense.
The tax benefits recognized in the financial statements from such positions are then measured based on the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement.
An excerpt. Shown here: 40 of 660 rewritten, 40 of 266 added and 40 of 314 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data in the FY2020 filing and the FY2019 filing.
Item 9A. Controls and Procedures
9 rewritten, 0 added, 0 removed, 7 unchanged
Read the full itemFY2020 item · filed February 26, 2021FY2019 item · filed February 28, 2020
[removed: The Company's] [added: Our] management, with the participation of our Chief Executive Officer [added: (“CEO”)] and Chief Financial [removed: Officer,] [added: Officer (“CFO”),] has evaluated the effectiveness of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of the end of the period covered by this report.
Based on such evaluation, our [removed: Chief Executive Officer] [added: CEO] and [removed: Chief Financial Officer] [added: CFO] have concluded that, as of the end of such period, our disclosure controls and procedures are effective.
[removed: The Company’s] [added: Our] management, including the CEO and CFO, does not expect that our internal control over financial reporting will prevent or detect all error and all fraud.
[removed: The Company’s] [added: Our] management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f).
[removed: The Company’s] [added: Our] management, including the CEO and CFO, conducted an evaluation of the effectiveness of [removed: its] [added: our] internal control over financial reporting based on the Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework).
[removed: The Company has] [added: We have] excluded from [removed: its] [added: our] evaluation the internal control over financial reporting of all current year acquisitions, which are included in the January [removed: 3, 2020] [added: 1, 2021] consolidated financial statements and constituted less than 1% of tangible assets and net assets, respectively, as of January [removed: 3, 2020,] [added: 1, 2021,] and less than 1% of revenue and net income, respectively, for the year then ended.
Based on the results of this evaluation, [removed: the Company’s] [added: our] management concluded that [removed: its] [added: our] internal control over financial reporting was effective at the end of fiscal [removed: 2019.][added: 2020.]
The effectiveness of our internal control over financial reporting at the end of fiscal [removed: 2019] [added: 2020] has been audited by Ernst & Young LLP, an independent registered public accounting firm, as stated in their report which is included elsewhere herein.
During the fourth quarter of fiscal [removed: 2019,] [added: 2020,] there were no changes in [removed: the Company’s] [added: our] internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, [removed: the Company’s] [added: our] internal control over financial reporting.
Item 9B. Other Information
0 rewritten, 1 added, 0 removed, 2 unchanged
Read the full itemFY2020 item · filed February 26, 2021FY2019 item · filed February 28, 2020
[Table](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [of](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [Contents](#ia0d8a155b89340f9948e24cf9f3ef66d_13)
Item 10. Directors, Executive Officers and Corporate Governance
4 rewritten, 0 added, 1 removed, 3 unchanged
Read the full itemFY2020 item · filed February 26, 2021FY2019 item · filed February 28, 2020
The information required by this item relating to executive officers is set forth above in [removed: Item] [added: [Item] 1 [removed: Business] [added: Business](#ia0d8a155b89340f9948e24cf9f3ef66d_19)] Overview under the caption “Executive Officers.”
[removed: The Company’s] [added: Our] Business Ethics and Conduct Policy applies to, among others, [removed: the Company’s] [added: our] Chief Executive Officer, Chief Financial Officer, Chief Accounting Officer, and other finance organization employees.
[removed: The] [added: We make available our] Business Ethics and Conduct Policy [removed: is available on the Company’s] [added: free of charge through our] website at www.trimble.com under the heading “Corporate Governance - Governance Documents” on the Investor Relations [removed: page of our website.][added: page.]
If any substantive amendments to the Business Ethics and Conduct Policy are made or any waivers are granted, including any implicit waiver, from a provision of the Business Ethics and Conduct Policy, to its Chief Executive Officer, Chief Financial Officer, [added: or] Chief Accounting [removed: Officer, or Corporate Controller, the Company] [added: Officer we] will disclose the nature of such amendment or waiver on [removed: the Company’s] [added: our] website at www.trimble.com or in a report on Form 8-K.
A copy will be provided, without charge, to any stockholder who requests one by written request addressed to General Counsel, Trimble Inc., 935 Stewart Drive, Sunnyvale, CA 94085.
Item 14. Principal Accounting Fees and Services
0 rewritten, 1 added, 0 removed, 2 unchanged
Read the full itemFY2020 item · filed February 26, 2021FY2019 item · filed February 28, 2020
[Table](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [of](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [Contents](#ia0d8a155b89340f9948e24cf9f3ef66d_13)
Item 15. Exhibits and Financial Statement Schedules.
9 rewritten, 2 added, 15 removed, 5 unchanged
Read the full itemFY2020 item · filed February 26, 2021FY2019 item · filed February 28, 2020
| | [added: | |] Page in [removed: this Annual Report on] [added: this Annual Report on] Form 10-K | [added: | |]
| [Consolidated Balance [removed: Sheets](#s9720C0F283A154128AAE1AFD54FD502E)] [added: Sheets](#ia0d8a155b89340f9948e24cf9f3ef66d_58)] | [removed: [49](#s9720C0F283A154128AAE1AFD54FD502E)] | [added: | [52](#ia0d8a155b89340f9948e24cf9f3ef66d_58) | | |]
| [Consolidated Statements of [removed: Income](#sA1DC4C914997522583CBE536528F4993)] [added: Income](#ia0d8a155b89340f9948e24cf9f3ef66d_64)] | [removed: [50](#sA1DC4C914997522583CBE536528F4993)] | [added: | [53](#ia0d8a155b89340f9948e24cf9f3ef66d_64) | | |]
| [Consolidated Statements of Comprehensive [removed: Income](#s2923BE01DD86581CBC61EE01A3068888)] [added: Income](#ia0d8a155b89340f9948e24cf9f3ef66d_67)] | [removed: [51](#s2923BE01DD86581CBC61EE01A3068888)] | [added: | [54](#ia0d8a155b89340f9948e24cf9f3ef66d_67) | | |]
| [Consolidated Statements of Stockholders’ [removed: Equity](#s022E334BACF45C34951AF8D3B1B418AB)] [added: Equity](#ia0d8a155b89340f9948e24cf9f3ef66d_73)] | [removed: [52](#s022E334BACF45C34951AF8D3B1B418AB)] | [added: | [55](#ia0d8a155b89340f9948e24cf9f3ef66d_73) | | |]
| [Consolidated Statements of Cash [removed: Flows](#sE5298608055F57B583E81F0034D90774)] [added: Flows](#ia0d8a155b89340f9948e24cf9f3ef66d_76)] | [removed: [53](#sE5298608055F57B583E81F0034D90774)] | [added: | [56](#ia0d8a155b89340f9948e24cf9f3ef66d_76) | | |]
| [Notes to Consolidated Financial [removed: Statements](#s1FB82E64BCDE5F19B51DF773D71B59C2)] [added: Statements](#ia0d8a155b89340f9948e24cf9f3ef66d_79)] | [removed: [54](#s1FB82E64BCDE5F19B51DF773D71B59C2)] | [added: | [57](#ia0d8a155b89340f9948e24cf9f3ef66d_79) | | |]
| [Reports of Independent Registered Public Accounting [removed: Firm](#s04C6266B83555ADF9CCE250D18288206)] [added: Firm](#ia0d8a155b89340f9948e24cf9f3ef66d_160)] | [removed: [81](#s04C6266B83555ADF9CCE250D18288206)] | [added: | [81](#ia0d8a155b89340f9948e24cf9f3ef66d_160) | | |]
All [removed: other] [added: financial statement] schedules have been [removed: omitted as they are either not] [added: omitted, since the] required [added: information is not applicable] or [added: is] not [removed: applicable,] [added: present in amounts sufficient to require submission of the schedule,] or [added: because] the [removed: required] information [added: required] is included in the consolidated financial statements [removed: or the] [added: and accompanying] notes [removed: thereto.][added: included in this Form 10-K.]
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The following financial statement schedule is filed as part of this report:
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| | Page in this Annual Report on Form 10-K |
| [Schedule II—Valuation and Qualifying Accounts](#sDF8759EFE1F45D7890165A53BF3445C5) | [92](#sDF8759EFE1F45D7890165A53BF3445C5) |
Item 16. Form 10-K Summary.
66 rewritten, 31 added, 47 removed, 9 unchanged
Read the full itemFY2020 item · filed February 26, 2021FY2019 item · filed February 28, 2020
| Exh. No. | [added: | |] Description of Exhibit | [added: | |] Filed herewith or incorporated by reference to: | [added: | |]
| 2.1 | [added: | |] [Agreement and Plan of Merger dated September 30, 2016 between Trimble Inc. and Trimble Navigation Limited](http://www.sec.gov/Archives/edgar/data/864749/000134100416001666/ex2-1.htm) | [added: | |] Exhibit 2.1 to Form 8-K filed October 3, 2016 | [added: | |]
| 2.2 | [added: | |] [Stock Purchase Agreement dated as of February 2, 2018 by and among Trimble Inc., e‑Builder, Inc. and the stockholders of e-Builder named therein](http://www.sec.gov/Archives/edgar/data/864749/000119312518030157/d501075dex21.htm) | [added: | |] Exhibit 2.1 to Form 8-K filed February 2, 2018 | [added: | |]
| 2.3 | [added: | |] [Agreement and Plan of Merger dated April 23, 2018, regarding the acquisition of Viewpoint, Inc.](http://www.sec.gov/Archives/edgar/data/864749/000119312518127126/d573173dex21.htm) | [added: | |] Exhibit 2.1 to Form 8-K filed April 24, 2018 | [added: | |]
| 3.1 | [added: | |] [Certificate of Incorporation of Trimble Inc.](http://www.sec.gov/Archives/edgar/data/864749/000134100416001666/ex3-1.htm) | [added: | |] Exhibit 3.1 to Form 8-K filed October 3, 2016 | [added: | |]
| 3.2 | [removed: [By-Laws] [added: | | [Amended and Restated By-Laws] of Trimble [removed: Inc., effective as of January 4, 2020](http://www.sec.gov/Archives/edgar/data/864749/000119312519293532/d836295dex31.htm)] [added: Inc. (effective October 1, 2020)](https://www.sec.gov/Archives/edgar/data/864749/000086474920000134/bylaws2020-09x29.htm)] | [added: | |] Exhibit 3.1 to Form 8-K filed [removed: November 15, 2019] [added: September 30, 2020] | [added: | |]
| 4.1 | [added: | |] [Form of Common Stock Certificate of Trimble Inc.](http://www.sec.gov/Archives/edgar/data/864749/000134100416001666/ex4-1.htm) | [added: | |] Exhibit 4.1 to Form 8-K filed October 3, 2016 | [added: | |]
| 4.2 | [added: | |] [Description of Securities of Trimble Inc.](https://www.sec.gov/Archives/edgar/data/864749/000086474920000029/ex42descriptionofsecur.htm) | [removed: Filed herewith] | [added: | Exhibit 4.2 to Form 10-K filed February 28, 2020 | | |]
| 4.3(A) | [added: | |] [Indenture, dated as of October 30, 2014, between the Company and U.S. Bank National Association](http://www.sec.gov/Archives/edgar/data/864749/000119312514389638/d808160dex42.htm) | [added: | |] Exhibit 4.2 to Form S-3 filed October 30, 2014 | [added: | |]
| 4.3(B) | [added: | |] [First Supplemental Indenture, dated November 24, 2014, between the Company and U.S. Bank National Association (which includes Form of 4.750% Senior Note due 2024)](http://www.sec.gov/Archives/edgar/data/864749/000119312514423565/d826171dex41.htm) | [added: | |] Exhibit 4.1 to Form 8-K filed November 24, 2014 | [added: | |]
| 4.3(C) | [added: | |] [Second Supplemental Indenture, dated October 1, 2016, between Trimble Inc., Trimble Navigation Limited and U.S. Bank National Association](http://www.sec.gov/Archives/edgar/data/864749/000134100416001666/ex4-2.htm) | [added: | |] Exhibit 4.2 to Form 8-K filed October 3, 2016 | [added: | |]
| 4.3(D) | [added: | |] [Third Supplemental Indenture, dated June 15, 2018, between Trimble Inc. and U.S. Bank National Association (which includes Form of 4.150% Senior Note due 2023 and Form of 4.900% Senior Note due 2028)](http://www.sec.gov/Archives/edgar/data/864749/000119312518194378/d757275dex41.htm) | [added: | |] Exhibit 4.1 to Form 8-K filed June 15, 2018 | [added: | |]
| 10.1(A) | [added: | |] [Lease dated May 11, 2005 between Carr America Realty Operating Partnership, L.P. and the Company](http://www.sec.gov/Archives/edgar/data/864749/000086474906000016/ex1017.htm) | [added: | |] Exhibit 10.17 to Form 10-K filed March 10, 2006 | [added: | |]
| 10.1(B) | [added: | |] [First Amendment to Lease between Carr NP Properties, LLC and the Company](http://www.sec.gov/Archives/edgar/data/864749/000119312511050403/dex1023.htm) | [added: | |] Exhibit 10.23 to Form 10-K filed March 1, 2011 | [added: | |]
| 10.1(C) | [added: | |] [Second Amendment to Lease between the Company and Wilson Oakmead West, LLC (successor in interest to Carr NP Properties, LLC)](http://www.sec.gov/Archives/edgar/data/864749/000086474917000066/sunnyvaleleaseterm945ste.htm) | [added: | |] Exhibit 10.6 to Form 10-Q filed August 8, 2017 | [added: | |]
| [removed: 10.2] [added: 10.2(A)] | [added: | |] [Credit Agreement dated as of May 15, 2018 by and among Trimble Inc., the borrowing subsidiaries party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A.](http://www.sec.gov/Archives/edgar/data/864749/000119312518165239/d589349dex101.htm) | [added: | |] Exhibit 10.1 to Form 8-K filed May 16, 2018 | [added: | |]
| 10.3+ | [added: | |] [Form of Indemnification Agreement between the Company and its officers and directors](http://www.sec.gov/Archives/edgar/data/864749/000119312517344178/d487192dex101.htm) | [added: | |] Exhibit 10.1 to Form 8-K filed November 15, 2017 | [added: | |]
| 10.4+ | [added: | |] [Board of Directors Compensation [removed: Policy, effective] [added: Policy] as [removed: of May 7, 2015](http://www.sec.gov/Archives/edgar/data/864749/000119312515182326/d924338dex101.htm)] [added: amended August 24, 2020](https://www.sec.gov/Archives/edgar/data/864749/000086474920000148/ex101directorcomppolicy.htm)] | [added: | |] Exhibit 10.1 to Form [removed: 8-K] [added: 10-Q] filed [removed: May 11, 2015] [added: November 6, 2020] | [added: | |]
| 10.5+ | [added: | |] [Incentive Compensation Recoupment Policy](http://www.sec.gov/Archives/edgar/data/864749/000134100417000306/ex99_1.htm) | [added: | |] Exhibit 99.1 to Form 8-K filed May 8, 2017 | [added: | |]
| [removed: 10.6+] [added: 10.9(A)+] | [removed: [Deferred Compensation] [added: | | [2002 Stock] Plan, as amended [removed: December 31, 2018](http://www.sec.gov/Archives/edgar/data/864749/000086474915000061/a107deferred_compensationx.htm)] [added: January 1, 2019](http://www.sec.gov/Archives/edgar/data/864749/000086474919000069/trimble2002stockplanasamen.htm)] | [added: | |] Exhibit 10.1 to Form 10-Q filed May 7, 2019 | [added: | |]
| 10.7+ | [added: | |] [Age and Service Equity Vesting Program](http://www.sec.gov/Archives/edgar/data/864749/000086474917000066/a103ageandserviceequityves.htm) | [added: | |] Exhibit 10.3 to Form 10-Q filed August 8, 2017 | [added: | |]
| 10.8(A)+ | [added: | |] [Employee Stock Purchase Plan, as amended March 13, 2017](http://www.sec.gov/Archives/edgar/data/864749/000119312517093828/d362824ddef14a.htm) | [added: | |] Appendix B of Form DEF 14A filed March 23, 2017 | [added: | |]
| 10.8(B)+ | [added: | |] [Employee Stock Purchase Plan - Form of global subscription agreement](http://www.sec.gov/Archives/edgar/data/864749/000086474915000061/a1052015espp.htm) | [added: | |] Exhibit 10.5 to Form 10-Q filed November 10, 2015 | [added: | |]
| [removed: 10.9(A)+] [added: 10.9(D)+] | [added: | |] [2002 Stock [removed: Plan, as amended January 1, 2019](http://www.sec.gov/Archives/edgar/data/864749/000086474919000069/trimble2002stockplanasamen.htm)] [added: Plan - Form of global stock option agreement (officers)](http://www.sec.gov/Archives/edgar/data/864749/000086474915000061/a1012015option.htm)] | [added: | |] Exhibit 10.1 to Form 10-Q filed [removed: May 7, 2019] [added: November 10, 2015] | [added: | |]
| 10.9(B)+ | [added: | |] [2002 Stock Plan - Form of stock option agreement (U.S. directors)](http://www.sec.gov/Archives/edgar/data/864749/000086474914000100/a102formofusdirectorstocko.htm) | [added: | |] Exhibit 10.2 to Form 10-Q filed November 7, 2014 | [added: | |]
| 10.9(C)+ | [added: | |] [2002 Stock Plan - Form of stock option agreement (non-U.S. directors)](http://www.sec.gov/Archives/edgar/data/864749/000086474914000100/a103formofnon-usdirectorst.htm) | [added: | |] Exhibit 10.3 to Form 10-Q filed November 7, 2014 | [added: | |]
| [removed: 10.9(D)+] [added: 10.9(E)+] | [added: | |] [2002 Stock Plan - Form of global [added: restricted] stock [removed: option agreement (officers)](http://www.sec.gov/Archives/edgar/data/864749/000086474915000061/a1012015option.htm)] [added: unit award agreement](http://www.sec.gov/Archives/edgar/data/864749/000086474915000061/a1022015rsu.htm)] | [added: | |] Exhibit [removed: 10.1] [added: 10.2] to Form 10-Q filed November 10, 2015 | [added: | |]
| [removed: 10.9(E)+] [added: 10.9(F)+] | [added: | |] [2002 Stock Plan - Form of global [added: performance] restricted stock unit award [removed: agreement](http://www.sec.gov/Archives/edgar/data/864749/000086474915000061/a1022015rsu.htm)] [added: agreement](http://www.sec.gov/Archives/edgar/data/864749/000086474915000061/a1062015prsu.htm)] | [added: | |] Exhibit [removed: 10.2] [added: 10.6] to Form 10-Q filed November 10, 2015 | [added: | |]
| [removed: 10.9(F)+] [added: 10.9(G)+] | [added: | |] [2002 Stock Plan - Form of global [removed: performance] restricted stock unit award [removed: agreement](http://www.sec.gov/Archives/edgar/data/864749/000086474915000061/a1062015prsu.htm)] [added: agreement (officers)](http://www.sec.gov/Archives/edgar/data/864749/000086474916000092/ex1030201510k.htm)] | [added: | |] Exhibit [removed: 10.6] [added: 10.30] to Form [removed: 10-Q] [added: 10-K] filed [removed: November 10, 2015] [added: February 24, 2017] | [added: | |]
| [removed: 10.9(G)+] [added: 10.9(J)+] | [added: | |] [2002 Stock Plan - Form of global [removed: restricted] [added: performance] stock unit award agreement [removed: (officers)](http://www.sec.gov/Archives/edgar/data/864749/000086474916000092/ex1030201510k.htm)] [added: (officers)](http://www.sec.gov/Archives/edgar/data/864749/000086474919000132/trmb-2ndq2019xex101glo.htm)] | [added: | |] Exhibit [removed: 10.30] [added: 10.1] to Form [removed: 10-K] [added: 10-Q] filed [removed: February 24, 2017] [added: August 2, 2019] | [added: | |]
| 10.9(H)+ | [added: | |] [2002 Stock Plan - Form of global performance stock unit award agreement (Operating Income/Revenue)](http://www.sec.gov/Archives/edgar/data/864749/000086474917000066/a104trimble-performanceres.htm) | [added: | |] Exhibit 10.4 to Form 10-Q filed August 8, 2017 | [added: | |]
| 10.9(I)+ | [added: | |] [2002 Stock Plan - Form of global performance stock unit award agreement (Total Stockholder Return)](http://www.sec.gov/Archives/edgar/data/864749/000086474917000066/a105trimble-performanceres.htm) | [added: | |] Exhibit 10.5 to Form 10-Q filed August 8, 2017 | [added: | |]
| [removed: 10.9(J)+] [added: 10.9(L)+] | [added: | |] [2002 Stock Plan - Form of [removed: global] performance stock unit award agreement [removed: (officers)](http://www.sec.gov/Archives/edgar/data/864749/000086474919000132/trmb-2ndq2019xex101glo.htm)] [added: (officers, TSR-based)](https://www.sec.gov/Archives/edgar/data/864749/000086474920000118/ex102formprsuofficers2.htm)] | [added: | |] Exhibit [removed: 10.1] [added: 10.2] to Form 10-Q filed August [removed: 2, 2019] [added: 7, 2020] | [added: | |]
| 10.9(K)+ | [added: | |] [2002 Stock Plan - Performance stock option agreement between the Company and Rob Painter issued January 4, 2020](https://www.sec.gov/Archives/edgar/data/864749/000086474920000029/ex109kpainterperfstock.htm) | [removed: Filed herewith] | [added: | Exhibit 10.9(K) to Form 10-K filed February 28, 2020 | | |]
| 10.10+ | [added: | |] [Annual Management Incentive Plan Description](http://www.sec.gov/Archives/edgar/data/864749/000086474917000038/trimblemipdescriptionmay20.htm) | [added: | |] Exhibit 10.1 to Form 10-Q filed May 8, 2017 | [added: | |]
| 10.11+ | [added: | |] [Form of Change in Control Severance Agreement between the Company and certain Company officers, together with a schedule identifying material differences in the agreements entered into with specific officers](http://www.sec.gov/Archives/edgar/data/864749/000086474917000066/a101trimble-changeinctrlse.htm) | [added: | |] Exhibit 10.1 to Form 10-Q filed August 8, 2017 | [added: | |]
| 10.12+ | [added: | |] [Form of Executive Severance Agreement between the Company and certain Company officers, together with a schedule identifying material differences in the agreements entered into with specific officers](http://www.sec.gov/Archives/edgar/data/864749/000086474917000066/a102trimble-executivesever.htm) | [added: | |] Exhibit 10.2 to Form 10-Q filed August 8, 2017 | [added: | |]
| 10.13+ | [added: | |] [Change in Control Severance Agreement between the Company and Steven W. Berglund dated February 20, 2019](http://www.sec.gov/Archives/edgar/data/864749/000086474919000006/a101trimble-changeinctrlse.htm) | [added: | |] Exhibit 10.1 to Form 10-K filed February 22, 2019 | [added: | |]
| 10.14+ | [added: | |] [Executive Severance Agreement between the Company and Steven W. Berglund dated February 20, 2019](http://www.sec.gov/Archives/edgar/data/864749/000086474919000006/a102trimble-executivesever.htm) | [added: | |] Exhibit 10.2 to Form 10-K filed February 22, 2019 | [added: | |]
| 10.16+ | [removed: [Severance] [added: | | [Executive Severance] Agreement between the Company and [removed: Rosalind Buick executed December 6, 2019](https://www.sec.gov/Archives/edgar/data/864749/000086474920000029/ex1016execsevagmtbuick.htm)] [added: Robert G. Painter dated January 4, 2020](https://www.sec.gov/Archives/edgar/data/864749/000086474921000029/ex1016painterexecsev.htm)] | [added: | |] Filed herewith | [added: | |]
[Table](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [of](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [Contents](#ia0d8a155b89340f9948e24cf9f3ef66d_13)
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| 10.2(B) | | | [Extension and Amendment Agreement, dated May 4, 2020, amending Credit Agreement dated May 15, 2018, by and among Trimble Inc., the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent.](https://www.sec.gov/Archives/edgar/data/864749/000086474920000048/ex101creditagreementam.htm) | | | Exhibit 10.1 to Form 8-K filed May 6, 2020 | | |
| 10.6+ | | | [Deferred Compensation Plan, as amended August 26, 2020](https://www.sec.gov/Archives/edgar/data/864749/000086474920000148/ex102deferredcompplan.htm) | | | Exhibit 10.2 to Form 10-Q filed November 6, 2020 | | |
[Table](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [of](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [Contents](#ia0d8a155b89340f9948e24cf9f3ef66d_13)
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| 10.15+ | | | [Change in Control Severance Agreement between the Company and Robert G. Painter dated January 4, 2020](https://www.sec.gov/Archives/edgar/data/864749/000086474921000029/ex1015paintercic.htm) | | | Filed herewith | | |
| 10.17+ | | | [Severance Agreement between the Company and Michael D. Bank dated October 16, 2020](https://www.sec.gov/Archives/edgar/data/864749/000086474921000029/ex1017mikebank.htm) | | | Filed herewith | | |
[Table](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [of](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [Contents](#ia0d8a155b89340f9948e24cf9f3ef66d_13)
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February 26, 2021
[Table](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [of](#ia0d8a155b89340f9948e24cf9f3ef66d_13) [Contents](#ia0d8a155b89340f9948e24cf9f3ef66d_13)
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| /s/ JAMES C. DALTON James C. Dalton | | | | | | Director | | | | | | February 26, 2021 | | |
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| 10.15+ | [Offer Letter between the Company and David Barnes (in his capacity as CFO) dated November 8, 2019](http://www.sec.gov/Archives/edgar/data/864749/000119312519294822/d837031dex101.htm) | Exhibit 10.1 to Form 8-K filed November 18, 2019 |
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| | Portions of this document have been omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment under Rule 24b-2. |
TRIMBLE INC.
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February 28, 2020
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SCHEDULE II
VALUATION AND QUALIFYING ACCOUNTS
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| Fiscal Years | 2019 | | | | 2018 | | | | 2017 | | |
An excerpt. Shown here: 40 of 66 rewritten, all 31 added and 40 of 47 removed. The counts are complete. For every sentence, read Item 16. Form 10-K Summary. in the FY2020 filing and the FY2019 filing.