Workflow
Fortune Brands(FBIN)
icon
Search documents
Fortune Brands(FBIN) - 2022 Q2 - Quarterly Report
2022-07-27 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-35166 FORTUNE BRANDS HOME & SECURITY, INC. (Exact name of Registrant as specified in its charter) Delaware 62-1411546 (State or other jurisdic ...
Fortune Brands(FBIN) - 2022 Q1 - Quarterly Report
2022-05-02 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-35166 FORTUNE BRANDS HOME & SECURITY, INC. (Exact name of Registrant as specified in its charter) Delaware 62-1411546 (State or other jurisdi ...
Fortune Brands(FBIN) - 2022 Q1 - Earnings Call Transcript
2022-04-29 02:07
Fortune Brands Home & Security, Inc. (FBHS) Q1 2022 Earnings Conference Call April 28, 2022 4:30 PM ET Company Participants Dave Barry – Senior Vice President of Finance and Investor Relations Nick Fink – Chief Executive Officer Pat Hallinan – Chief Financial Officer Conference Call Participants Adam Baumgarten – Zelman Susan Maklari – Goldman Sachs Stephen Kim – Evercore ISI Phil Ng – Jefferies Truman Patterson – Wolfe Research Operator Good morning. My name is [indiscernible] I’ll be your operator for tod ...
Fortune Brands(FBIN) - 2021 Q4 - Annual Report
2022-02-27 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______ to_______ Commission file number 1-35166 Fortune Brands Home & Security, Inc. (Exact name of registrant as specified in its charter) Delaware 62-1411546 (State or Other J ...
Fortune Brands(FBIN) - 2021 Q4 - Earnings Call Transcript
2022-02-03 00:14
Financial Data and Key Metrics Changes - In Q4 2021, total sales increased by over 18%, with consolidated operating income rising by 7% and EPS growing by 6% [51][8][28] - For the full year 2021, sales reached $7.7 billion, up 26%, with operating income increasing by 30% to $1.1 billion [51][52] - The total company operating margin improved by 50 basis points to 14.6%, and EPS grew by 37% to $5.73 [52][51] Business Line Data and Key Metrics Changes - **Plumbing**: Q4 sales were $704 million, up 10%, with a full year growth of over 25%. Operating margin was 20.8% for Q4 and 22.9% for the full year [55][56][30] - **Outdoors & Security**: Q4 sales increased by 40% to $514 million, with full year sales at $2 billion, up 44%. Operating margin was 15.9% for Q4 and 14.9% for the full year [57][62][35] - **Cabinets**: Q4 sales rose by 14% to $745 million, with full year sales up 16% to $2.9 billion. Operating margin was 8.9% for Q4 and 10.1% for the full year [63][64] Market Data and Key Metrics Changes - Demand for home products remains strong, driven by demographic trends favoring new construction and repair and remodel activities [22][27] - The existing housing inventory in the U.S. is at an all-time low, contributing to rapid turnover and increased demand for home products [23][26] - The company expects continued strength in new construction and repair and remodel spending, supported by low interest rates and significant home equity wealth [26][27] Company Strategy and Development Direction - The company is focused on expanding its Fortune Brands Advantage capabilities, investing in innovation, and enhancing capacity to serve customers [7][10][17] - A digital transformation initiative is underway, with plans to develop a digital center of excellence to improve brand innovation and operational efficiency [17][19] - The acquisition of Solar Innovations aims to enhance the company's outdoor segment and integrate advanced door systems into its product offerings [37][112] Management Comments on Operating Environment and Future Outlook - Management expressed confidence in the company's ability to navigate challenges such as supply chain disruptions and inflation, while maintaining strong demand for products [10][16] - The outlook for 2022 includes expected sales growth of 5.5% to 7.5% and EPS in the range of $6.35 to $6.55, reflecting confidence in market strength [70][71] - Management anticipates that inflation will be offset by pricing actions, with margin improvements expected in the second half of 2022 [88][77] Other Important Information - The company has made significant investments in capacity expansions and returned over $590 million to shareholders in 2021 [9][51] - The company is committed to advancing its environmental, social, and governance (ESG) initiatives, including carbon emission reduction goals [12][15] Q&A Session Summary Question: Can you provide insights on the shape of the year and customer orders? - Management noted robust demand continuing into 2022, with POS dollars showing strength at or slightly above 21% [83][84] Question: How should we think about pricing and cost impacts on margins? - Management indicated that over 90% of pricing actions are in place, with expectations for margin improvement from Q2 onwards [86][88] Question: What is driving the increase in CapEx for 2022? - The increase in CapEx is driven by the need to accommodate immediate growth and long-term objectives, including investments in decking and plumbing facilities [90][91]
Fortune Brands(FBIN) - 2021 Q3 - Earnings Call Transcript
2021-10-27 01:47
Financial Data and Key Metrics Changes - Company sales increased by 20% in total and 14% organically, reaching nearly $2 billion, marking an all-time record in quarterly sales [10][63] - Operating income rose by 20%, and earnings per share increased by 25%, reflecting strong performance despite external challenges [10][63] - The company expects full-year EPS in the range of $5.63 to $5.73, indicating a growth of 36% over the previous record year [80] Business Line Data and Key Metrics Changes - **Plumbing**: Sales grew by 26% to $741 million, with operating income increasing by 36% to $168 million and an operating margin of 22.6% [64] - **Outdoors & Security**: Sales increased by 30% to $528 million, with operating income of $82 million, up 24%, and an operating margin of 15.6% [65][68] - **Cabinets**: Sales grew over 9% to $717 million, but operating income decreased by 13% to $69 million, with an operating margin of 9.7% [69][70] Market Data and Key Metrics Changes - Demand for products remains strong, with expectations for U.S. housing market growth of 12% to 13% and new construction growth of 11% to 12% [78] - The company anticipates a cash conversion rate of 80% to 85% for the year, with free cash flow expected to be approximately $625 million to $675 million [82] Company Strategy and Development Direction - The company is focused on long-term growth and margin improvement, with significant investments in digital initiatives, brand innovation, and capacity expansion [14][15] - The strategic agenda includes leveraging Fortune Brands advantage capabilities to enhance operational efficiency and reduce complexity [34][35] - The company is committed to returning capital to shareholders, having repurchased over $380 million in shares year-to-date [18][77] Management's Comments on Operating Environment and Future Outlook - Management highlighted strong demand for products and a favorable long-term outlook for the housing market, despite ongoing supply chain challenges [25][26] - The company is addressing labor shortages and material availability issues through strategic investments and operational improvements [33][72] - Management remains optimistic about achieving exceptional growth and margin improvement in 2021, despite external pressures [14][80] Other Important Information - The company celebrated its 10-year anniversary since its spin-off and public listing, with cumulative capital returned to shareholders surpassing $2.5 billion [19] - Recent advancements in ESG initiatives were noted, including partnerships with affordable housing organizations [21][20] Q&A Session Summary Question: Operating margin improvement in fiscal '22 - Management confirmed that the 75 basis points of operating margin improvement would come from a combination of cost mix improvements, volume incrementals, and structural cost changes [88][91] Question: Demand categories with sustained momentum - Management indicated that demand remains solid across all categories, with particular strength in pro-oriented projects and premium offerings [93][94] Question: Price cost timing and inflation offset - Management clarified that they expect to fully offset inflation in the first quarter of 2022 through cost improvement and pricing actions, with a focus on maintaining margins [100][102] Question: Inflation dynamics and impact on Cabinets - Management noted that inflation has significantly impacted costs, particularly in materials and freight, affecting margins in the Cabinets segment [118][120]
Fortune Brands(FBIN) - 2021 Q3 - Quarterly Report
2021-10-26 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-35166 FORTUNE BRANDS HOME & SECURITY, INC. (Exact name of Registrant as specified in its charter) Delaware 62-1411546 (State or other jur ...
Fortune Brands(FBIN) - 2021 Q2 - Earnings Call Transcript
2021-07-29 03:45
Financial Data and Key Metrics Changes - Company sales increased by 41% in total and 32% organically, with operating margin rising by 110 basis points to 15.4% and earnings per share increasing by 66% [7][27][34] - Consolidated operating income for the quarter was $298 million, up 51% compared to the same quarter last year [27] Business Line Data and Key Metrics Changes - Plumbing sales for the second quarter were $695 million, up 38%, with an operating margin of 24.3% [28] - Outdoors and security sales increased by over 60%, with an operating margin of 14.7% [20][29] - Cabinet sales for the second quarter were $706 million, an increase of 31%, with an operating margin of 10.9% [31] Market Data and Key Metrics Changes - The U.S. housing market is expected to grow by 11% to 13%, with new construction growth projected at 11% to 14% [34] - Full-year organic sales growth is expected to be in the high teens as favorable demand trends persist [8][34] Company Strategy and Development Direction - The company is focused on accelerating margin improvement and growth initiatives through its Fortune Brands Advantage capabilities while investing for future growth [8][15] - The company aims to outperform the market, leveraging its strong positioning across all channels, including wholesale and dealer channels [10][12] Management's Comments on Operating Environment and Future Outlook - Management noted that current demand for products remains robust despite headwinds from inflation and supply chain constraints [7][15] - The long-term fundamentals for U.S. housing and home products remain favorable, with significant needs for housing and home products driven by demographic trends [10][12] Other Important Information - The company has a strong balance sheet with cash of $460 million and net debt of $2.1 billion, allowing for continued investment in growth [33] - The company has announced an additional authorization to repurchase up to $400 million of common stock [33] Q&A Session Questions and Answers Question: Can you provide more color on the back half margin outlook? - Management indicated that they are pursuing incremental actions to offset inflation, balancing cost savings with price increases, and expect to offset all inflationary headwinds this year [40][41][45] Question: What is the opportunity set for M&A across different segments? - Management stated that the pipeline for M&A is robust, focusing on areas like doors and security, and they are looking for opportunities that can create brand value and structural advantages [47][49][50] Question: Can you discuss the sustainability of plumbing margins? - Management noted that the plumbing segment had a strong second quarter, driven by FX benefits and increased brand investment, but expects margins to normalize in the back half of the year [54][55]
Fortune Brands(FBIN) - 2021 Q2 - Quarterly Report
2021-07-28 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-35166 FORTUNE BRANDS HOME & SECURITY, INC. (Exact name of Registrant as specified in its charter) Delaware 62-1411546 (State or other jurisdic ...
Fortune Brands(FBIN) - 2019 Q4 - Annual Report
2020-02-26 21:32
```markdown Part I [Business](index=3&type=section&id=Item%201.%20Business) Fortune Brands Home & Security is a leading home and security products company operating in three segments, focusing on brand leverage and innovation 2019 Net Sales by Business Segment | Segment | 2019 Net Sales (in millions) | Percentage of Total 2019 Net Sales | Key Brands | | :--- | :--- | :--- | :--- | | Cabinets | $2,388.5 | 41.4% | Diamond, Aristokraft, Omega, Decora, Mantra | | Plumbing | $2,027.2 | 35.2% | Moen, Riobel, ROHL, Victoria + Albert | | Doors & Security | $1,348.9 | 23.4% | Therma-Tru, Master Lock, Fiberon, SentrySafe | - The company's strategy emphasizes building on **market-leading brands**, developing **innovative products** like the Flo by Moen Smart Water Shut Off and Mantra value-priced cabinets, expanding in international markets (**16%** of 2019 net sales), leveraging **global supply chains**, and deploying cash to **high-return opportunities**[10](index=10&type=chunk)[11](index=11&type=chunk)[13](index=13&type=chunk) - A **substantial majority** of the U.S. home products market and about two-thirds of the company's U.S. home products sales in 2019 were from **repair-and-remodel activity**, providing a balance to new home construction[22](index=22&type=chunk) - Sales to the company's top ten customers represented **less than half** of total sales in 2019 Sales to all U.S. home centers were approximately **29%** of net sales[23](index=23&type=chunk)[26](index=26&type=chunk) [Risk Factors](index=7&type=section&id=Item%201A.%20Risk%20Factors) The company faces risks from housing market reliance, competition, commodity prices, international trade, and asset impairment - The business is **highly reliant** on North American home improvement, repair/remodel, and new construction activity, which are sensitive to economic factors like employment, consumer confidence, and interest rates[41](index=41&type=chunk)[42](index=42&type=chunk) - The company faces risks from **global commodity and energy price volatility** for materials like brass, zinc, steel, and wood **Import tariffs** could also increase raw material and component prices[46](index=46&type=chunk)[48](index=48&type=chunk)[49](index=49&type=chunk) - International operations (U.S., Canada, China, Europe, Mexico) expose the company to risks from political/economic changes, trade regulations, tariffs, and currency fluctuations[50](index=50&type=chunk)[51](index=51&type=chunk) - Future events, such as **lower-than-forecasted revenues** or a **decline in the housing market**, could lead to **impairment charges** on goodwill and other intangible assets **Impairment charges** of **$41.5 million** and **$62.6 million** were recorded in 2019 and 2018, respectively[68](index=68&type=chunk) [Unresolved Staff Comments](index=13&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments - None[79](index=79&type=chunk) [Properties](index=13&type=section&id=Item%202.%20Properties) As of year-end 2019, the company operates 50 manufacturing facilities and 51 distribution centers globally, suitable for current needs Property Overview as of Dec 31, 2019 | Segment | Manufacturing Facilities (Owned/Leased) | Distribution Centers (Owned/Leased) | | :--- | :--- | :--- | | Cabinets | 21 / 3 | 3 / 15 | | Plumbing | 7 / 6 | 7 / 15 | | Doors & Security | 11 / 2 | 1 / 10 | | **Totals** | **39 / 11** | **11 / 40** | [Legal Proceedings](index=14&type=section&id=Item%203.%20Legal%20Proceedings) The company is involved in routine litigation, with management believing the likelihood of material loss is remote - The Company is a defendant in ordinary routine litigation matters incidental to its businesses and believes the likelihood of **material loss is remote**[83](index=83&type=chunk) [Information about our Executive Officers](index=14&type=section&id=Information%20about%20our%20Executive%20Officers) This section lists the company's executive officers, highlighting key leadership changes including the new CEO and Executive Chairman - **Effective January 2020**, Nicholas I Fink became **Chief Executive Officer**, succeeding Christopher J Klein, who transitioned to **Executive Chairman of the Board**[87](index=87&type=chunk)[88](index=88&type=chunk) Part II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=15&type=section&id=Item%205.%20Market%20for%20Registrant's%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's common stock trades on the NYSE, with a dividend increase in 2019 and remaining share repurchase authorization - The quarterly cash dividend was increased by **9%** to **$0.24 per share** in December 2019[101](index=101&type=chunk) - No shares of common stock were repurchased during the three months ended December 31, 2019 The remaining authorization under the program was approximately **$313.7 million**[103](index=103&type=chunk) [Selected Financial Data](index=17&type=section&id=Item%206.%20Selected%20Financial%20Data) This section summarizes key consolidated financial data, reporting 2019 net sales of $5.76 billion and operating income of $698.5 million Selected Financial Data (2019 vs. 2018) | (In millions, except per share amounts) | 2019 | 2018 | | :--- | :--- | :--- | | Net sales | $5,764.6 | $5,485.1 | | Operating income | $698.5 | $595.2 | | Income from continuing operations, net of tax | $431.3 | $390.0 | | Diluted earnings per share – continuing operations | $3.06 | $2.66 | | Total assets (at year end) | $6,291.3 | $5,964.6 | | Total third party debt (at year end) | $2,184.3 | $2,334.0 | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=18&type=section&id=Item%207.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses 2019 financial performance, highlighting increased net sales and operating income, liquidity, capital resources, and critical accounting policies [Results of Operations](index=19&type=section&id=Results%20of%20Operations) In 2019, total net sales increased 5.1% and operating income grew 17.4%, reflecting varied segment performance and productivity gains Net Sales & Operating Income by Segment (2019 vs. 2018) | (In millions) | Net Sales 2019 | Net Sales 2018 | % Change | Operating Income 2019 | Operating Income 2018 | % Change | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Cabinets | $2,388.5 | $2,418.6 | (1.2)% | $178.3 | $143.5 | 24.3% | | Plumbing | $2,027.2 | $1,883.3 | 7.6% | $427.6 | $375.3 | 13.9% | | Doors & Security | $1,348.9 | $1,183.2 | 14.0% | $172.3 | $155.6 | 10.7% | | **Total** | **$5,764.6** | **$5,485.1** | **5.1%** | **$698.5** | **$595.2** | **17.4%** | - 2019 results included asset **impairment charges** of **$41.5 million** in the Cabinets segment and an unfavorable foreign exchange impact of approximately **$29 million** on net sales[132](index=132&type=chunk) - The Doors & Security segment's sales increase was primarily due to the full-year benefit from the 2018 Fiberon acquisition, which contributed **$139 million**[152](index=152&type=chunk) [Liquidity and Capital Resources](index=22&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains strong liquidity through cash, operating cash flow, and an undrawn credit facility, with debt reduction and capital allocation Cash Flow Summary (2019 vs. 2018) | (In millions) | 2019 | 2018 | | :--- | :--- | :--- | | Net cash provided by operating activities | $637.2 | $604.0 | | Net cash used in investing activities | $(127.6) | $(634.3) | | Net cash used in financing activities | $(389.7) | $(6.8) | - In September 2019, the company issued **$700 million** of **3.25%** senior notes due in 2029 and used the proceeds to repay its **$350 million** term loan and pay down its revolving credit facility[121](index=121&type=chunk)[158](index=158&type=chunk) - In 2019, the company repurchased **2.0 million** shares for **$100.0 million** and paid **$123.0 million** in dividends[168](index=168&type=chunk)[169](index=169&type=chunk) Contractual Obligations as of Dec 31, 2019 | (In millions) | Total | Less than 1 year | 1-3 years | 4-5 years | After 5 years | | :--- | :--- | :--- | :--- | :--- | :--- | | Short-term and long-term debt | $2,200.0 | $400.0 | $— | $600.0 | $1,200.0 | | Interest payments on long-term debt | $439.5 | $72.8 | $133.5 | $109.5 | $123.7 | | Operating leases | $202.2 | $39.1 | $60.2 | $41.5 | $61.4 | | Purchase obligations | $408.5 | $373.9 | $24.5 | $10.0 | $0.1 | [Critical Accounting Policies and Estimates](index=26&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) Management identifies critical accounting policies for goodwill, intangibles, and defined benefit plans, noting 2019 impairment charges and future risks - Goodwill and indefinite-lived intangible assets are tested for **impairment** annually A quantitative test is performed if qualitative factors suggest impairment is more likely than not[193](index=193&type=chunk)[194](index=194&type=chunk) - In 2019, the company recognized **impairment charges** totaling **$41.5 million** on two indefinite-lived tradenames in the Cabinets segment This was driven by a consumer shift from custom/semi-custom to value-priced cabinetry, leading to lower sales forecasts[198](index=198&type=chunk)[199](index=199&type=chunk) - As of December 31, 2019, the estimated fair values of three tradenames in the Cabinets segment exceeded their carrying values by less than **10%**, increasing the **risk of future impairments**[199](index=199&type=chunk)[200](index=200&type=chunk)[317](index=317&type=chunk) - Defined benefit plan accounting is subject to **volatility from actuarial gains and losses**, primarily due to changes in discount rates and asset returns The company recognized pre-tax actuarial losses of **$34.7 million** in 2019[204](index=204&type=chunk) [Quantitative and Qualitative Disclosures about Market Risk](index=32&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) The company manages market risks from interest rates, foreign currency, and commodity prices through hedging, with a VAR of $0.6 million for currency - The company uses forward foreign exchange contracts to hedge currency fluctuations, principally for the Canadian dollar, British pound, Mexican peso, and Chinese yuan[222](index=222&type=chunk)[184](index=184&type=chunk) - A Value-at-Risk (VAR) analysis estimated the maximum potential one-day loss from adverse changes in foreign exchange rates for its contracts to be **$0.6 million** at December 31, 2019, at a **95%** confidence level[224](index=224&type=chunk) [Financial Statements and Supplementary Data](index=33&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section presents audited consolidated financial statements and the auditor's unqualified opinion, noting tradename impairment as a critical audit matter Consolidated Statement of Income Highlights (2019 vs. 2018) | (In millions) | 2019 | 2018 | | :--- | :--- | :--- | | NET SALES | $5,764.6 | $5,485.1 | | OPERATING INCOME | $698.5 | $595.2 | | NET INCOME ATTRIBUTABLE TO FORTUNE BRANDS | $431.9 | $389.6 | Consolidated Balance Sheet Highlights (As of Dec 31) | (In millions) | 2019 | 2018 | | :--- | :--- | :--- | | TOTAL CURRENT ASSETS | $1,898.2 | $1,686.1 | | TOTAL ASSETS | $6,291.3 | $5,964.6 | | TOTAL CURRENT LIABILITIES | $1,409.3 | $1,492.1 | | TOTAL LIABILITIES | $3,863.5 | $3,784.6 | | TOTAL EQUITY | $2,427.8 | $2,180.0 | - The Report of Independent Registered Public Accounting Firm issued an **unqualified opinion** and identified the **impairment assessment** for certain tradenames in the Cabinets segment as a **Critical Audit Matter** due to **significant management judgment** involved[439](index=439&type=chunk)[448](index=448&type=chunk)[449](index=449&type=chunk) [Changes in and Disagreements With Accountants on Accounting and Financial Disclosure](index=74&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20With%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reports no disagreements with its accountants on accounting principles or financial disclosure - None[454](index=454&type=chunk) [Controls and Procedures](index=74&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and internal control over financial reporting were effective as of December 31, 2019 - Based on their evaluation, the **Chief Executive Officer** and **Chief Financial Officer** concluded that the Company's disclosure controls and procedures were **effective** as of December 31, 2019[457](index=457&type=chunk) - Management concluded that the company's internal control over financial reporting was **effective** as of December 31, 2019[459](index=459&type=chunk) [Other Information](index=74&type=section&id=Item%209B.%20Other%20Information) The company reports no other information for this item - None[463](index=463&type=chunk) Part III [Directors, Executive Officers and Corporate Governance](index=75&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) Information on directors, executive officers, and corporate governance is incorporated by reference from the company's 2020 Proxy Statement - Required information for this item is incorporated by reference from the registrant's 2020 Proxy Statement[465](index=465&type=chunk) [Executive Compensation](index=75&type=section&id=Item%2011.%20Executive%20Compensation) Information on director and executive compensation is incorporated by reference from the company's 2020 Proxy Statement - Required information for this item is incorporated by reference from the registrant's 2020 Proxy Statement[467](index=467&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=75&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) Information on security ownership and equity compensation plans is incorporated by reference from the company's 2020 Proxy Statement - Required information for this item is incorporated by reference from the registrant's 2020 Proxy Statement[468](index=468&type=chunk) [Certain Relationships and Related Transactions, and Director Independence](index=75&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) Information on certain relationships, related party transactions, and director independence is incorporated by reference from the 2020 Proxy Statement - Required information for this item is incorporated by reference from the registrant's 2020 Proxy Statement[469](index=469&type=chunk) [Principal Accountant Fees and Services](index=75&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) Information on principal accountant fees and services is incorporated by reference from the company's 2020 Proxy Statement - Required information for this item is incorporated by reference from the registrant's 2020 Proxy Statement[470](index=470&type=chunk) Part IV [Exhibits and Financial Statement Schedules](index=76&type=section&id=Item%2015.%20Exhibits%20and%20Financial%20Statement%20Schedules) This section lists all financial statements, schedules, and exhibits filed with the annual report, including various material contracts and certifications - This section lists all financial statements, schedules, and exhibits filed with the annual report, including the Consolidated Financial Statements, Report of Independent Registered Public Accounting Firm, and various material contracts and certifications[472](index=472&type=chunk) [Form 10-K Summary](index=78&type=section&id=Item%2016.%20Form%2010-K%20Summary) The company reports no Form 10-K summary - None[476](index=476&type=chunk) ```