Autoliv(ALV) - 2023 Q4 - Annual Report

PART I This part provides an overview of Autoliv's business operations, including its products, market position, quality management, and human capital, alongside a detailed analysis of various risk factors, cybersecurity measures, and legal disclosures Item 1. Business Autoliv is a global leader in passive automotive safety systems, including airbags and seatbelts, emphasizing quality management, R&D, and expansion into new mobility safety solutions - Autoliv is a leading global developer, manufacturer, and supplier of passive safety systems (airbags, seatbelts, steering wheels) to the automotive industry[10] 2023 Sales and Workforce Overview | Metric | Value | | :--------------------- | :------------------- | | Sales in 2023 | $10.5 billion | | Airbag & Steering Wheel Sales | ~67% of total sales | | Seatbelt Sales | ~33% of total sales | | Production Facilities | 63 in 23 countries | | Personnel Worldwide (Dec 31, 2023) | ~70,300 (11% temporary) | - The company is expanding its product offerings into Mobility Safety Solutions, including pedestrian protection, battery cut-off switches, connected safety services, and solutions for powered two-wheelers[10] - Autoliv maintains a 'zero-defect' proactive quality policy through its 'Q5' initiative, focusing on products, customers, growth, behavior, and suppliers, and has implemented a four-line defense system for quality issues[18] R,D&E Expenditures (2022-2023) | Metric | 2023 (Millions USD) | 2022 (Millions USD) | | :-------------------------- | :------------------ | :------------------ | | Gross R,D&E Expenditures | $618 million | $595 million | | Customer-funded Projects | $193 million | $205 million | | Net R,D&E Expenditures | $425 million | $390 million | Item 1A. Risk Factors The company faces diverse material risks, including geopolitical instability, automotive industry cyclicality, intense competition, operational challenges, and international regulatory and economic uncertainties - Geopolitical developments (e.g., war in Ukraine, Red Sea Conflict) exacerbate macro-economic uncertainty, leading to increased raw material, transportation, and energy costs, and supply chain disruptions[40][41] - The automotive industry's cyclical nature, driven by light vehicle production (LVP) and consumer demand, directly impacts Autoliv's sales and financial performance, with significant reductions in LVP having a material adverse effect[42] - Autoliv operates in a highly competitive market, where success depends on continuous innovation, product differentiation, quality, timely delivery, and cost-effective production. Failure to adapt to new technologies (e.g., EVs) or meet customer preferences could lead to a competitive disadvantage[44][45] - Product liability, warranty, and recall claims pose significant financial and reputational risks, with increasing regulatory scrutiny and potential for substantial costs not fully covered by insurance[49][51] - Dependence on a few large customers (top five accounted for ~48% of 2023 sales) creates a risk of material adverse effects if business is lost, contracts are cancelled, or customers face financial difficulties[60] - Cybersecurity incidents could disrupt business operations, lead to loss of critical data, intellectual property theft, reputational damage, and significant financial costs, despite comprehensive security measures[81] - International operations expose the company to risks from local economic conditions, political instability, regulatory changes, foreign currency fluctuations, and trade policies, particularly in growth markets[87] - Changes in automotive safety regulations or government priorities could adversely affect demand for Autoliv's products or increase compliance costs, as seen with stringent requirements like the Vehicle Safety Act and TREAD Act[106] Item 1B. Unresolved Staff Comments This section confirms the absence of any unresolved staff comments from the SEC regarding previous filings - Not applicable, indicating no unresolved staff comments[110] Item 1C. Cybersecurity Autoliv implements a comprehensive cybersecurity program aligned with NIST and ISO 21434 frameworks, overseen by the Audit and Risk Committee, with no material incidents reported - Autoliv's cybersecurity program is designed to identify, assess, manage, mitigate, and respond to threats, integrated into overall operations[111] - Cybersecurity risk management is undertaken through dedicated processes and within the Enterprise Risk Management program, overseen by the Audit and Risk Committee[112] - The company utilizes the NIST Cybersecurity Framework and pursues TISAX and ISO 21434 compliance to guide its risk management[112] - The Chief Information Security Officer (CISO) oversees cybersecurity practices, reporting to the CFO and the Digitalization and IT Management Board, with the Board of Directors providing ultimate oversight[114][118] - Autoliv has not experienced any cybersecurity incidents that have materially affected or are reasonably likely to materially affect the registrant[113] Item 2. Properties Autoliv maintains its principal executive offices in Stockholm, Sweden, and operates a global network of owned or leased production facilities, technical centers, and crash test tracks across 23 countries - Autoliv's principal executive offices are in Stockholm, Sweden[120] - The company operates a global network of production facilities and technical centers, producing seatbelts, airbags, steering wheels, and related components[121][125][126][127][128][129] - Properties are located in 23 countries, including major regions like China, India, Japan, Mexico, Europe, and the USA[121][123][125][126][127][128][129] - All production facilities and offices are either owned or leased by operating subsidiaries or joint ventures[120] Item 3. Legal Proceedings The company is involved in various legal proceedings in the ordinary course of business, with further details referenced in Note 17 of the Consolidated Financial Statements - The Company is subject to legal proceedings in the ordinary course of business[130] - Further details on ongoing legal proceedings are provided in Note 17, Contingent Liabilities, to the Consolidated Financial Statements[130] Item 4. Mine Safety Disclosures Mine safety disclosures are not applicable to the Company's operations - Mine Safety Disclosures are not applicable to the Company[130] PART II This part details Autoliv's common equity market, stock performance, and share repurchase programs, along with a comprehensive management discussion and analysis of financial condition, results of operations, and market risk disclosures Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Autoliv's common stock trades on the NYSE and NASDAQ Stockholm, with details on shares outstanding, dividend policy, and an active stock repurchase program - Autoliv's common stock trades on the NYSE (ALV) and Swedish Depositary Receipts (SDRs) on NASDAQ Stockholm (ALIV SDB)[132] Shares Outstanding and Repurchases (2022-2023) | Metric | Dec 31, 2023 | Dec 31, 2022 | | :-------------------------------- | :----------- | :----------- | | Shares Outstanding (net of treasury) | 82.6 million | 86.2 million | | Shares Retired (2023) | 3.7 million | N/A | | Weighted Average Shares Outstanding (2023) | 85.0 million | 87.1 million | | Treasury Shares (Dec 31, 2023) | 4.9 million | N/A | - Autoliv has a history of paying quarterly cash dividends, with the Board of Directors revisiting dividends quarterly[137] - A stock repurchase program authorized up to $1.5 billion or 17 million shares between January 2022 and the end of 2024[139] Stock Repurchases (Q4 2023) | Period | Total Shares Purchased | Average Price per Share (USD) | | :---------------- | :--------------------- | :---------------------------- | | October 1-31, 2023 | 258,925 | $94.07 | | November 1-30, 2023 | 859,965 | $99.14 | | December 1-31, 2023 | 393,043 | $102.76 | Item 6. [Reserved] This item is reserved and contains no information Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations This section analyzes Autoliv's 2023 financial performance, highlighting significant net sales growth, improved operating cash flow, strategic cost reduction initiatives, and the 2024 financial outlook - Global Light Vehicle Production (LVP) grew by 9.4% in 2023, exceeding initial expectations, with significant growth in Europe (13%) and China (9.1%)[144][146][147] Key Financial Highlights (2023 vs. 2022) | Metric | 2023 (Millions USD, except EPS) | 2022 (Millions USD, except EPS) | Change (%) | | :------------------------------------ | :------------------------------ | :------------------------------ | :--------- | | Consolidated Net Sales | $10,475 | $8,842 | 18% | | Operating Income | $690 | $659 | 4.7% | | Operating Margin | 6.6% | 7.5% | (0.9) pp | | Net Income Attributable to Controlling Interest | $488 | $423 | 15% | | Earnings Per Share (Diluted) | $5.72 | $4.85 | 18% | | Net Cash Provided by Operating Activities | $982 | $713 | 38% | | Return on Capital Employed | 17.7% | 17.5% | 0.2 pp | - Cost pressures from labor, logistics, and utilities negatively impacted profitability in 2023, largely offset by customer price and other compensations. Raw material price changes had a negligible impact[144] - Autoliv's order intake in 2023 was strong, with estimated life-time sales of $11.8 billion, including high win rates for new EV platforms (45% of total order intake) and with new automakers (25% of total order intake)[149] - The company initiated a structural cost reduction framework in June 2023, aiming to reduce indirect headcount by up to 2,000 and improve direct labor productivity, expecting annual savings of $130 million when fully implemented[150] 2024 Financial Outlook | Financial Measure | Full Year Indication | | :------------------------ | :------------------- | | Organic Sales Growth | Around 5% | | Foreign Currency Impact on Net Sales | Around 0% | | Adjusted Operating Margin | Around 10.5% | | Tax Rate | Around 28% | | Operating Cash Flow | Around $1.2 billion | | Capital Expenditures, net % of sales | Around 5.5% | Item 7A. Quantitative and Qualitative Disclosures about Market Risk Autoliv manages various market risks, including currency, interest rate, financing, and credit risks, through diversified strategies and aims to maintain a strong investment grade credit rating - Autoliv is exposed to currency, interest rate, financing, capital structure, credit rating, and impairment risks[229] - The company's net currency transaction exposure in 2023 was approximately $1.8 billion, with the largest exposures in USD against Mexican Peso, Romanian Lei against Euro, USD against Korean Won, and USD against Japanese Yen[230] - Autoliv's policy is not to hedge translation exposure, estimating a 1% increase in USD value against European currencies would decrease 2024 reported net sales by $31 million and operating income by $3 million[231] - The average interest rate fixing period for outstanding debt was 2.1 years at December 31, 2023, and a one-percentage point interest rate increase would decrease net interest expense by approximately $0.4 million annually[232] - Autoliv aims to maintain a 'strong investment grade credit rating' (BBB from S&P Global Ratings) and a long-term leverage ratio target of 1.0x (range 0.5x to 1.5x), with the current ratio at 1.2x[234] - Goodwill impairment risk is assessed annually, with no impairments recognized from 2021 through 2023[237][286] Item 8. Financial Statements and Supplementary Data This section presents Autoliv's audited consolidated financial statements for 2021-2023, with an unqualified opinion from Ernst & Young AB on both financial statements and internal controls, highlighting critical audit matters like revenue recognition and product recall liabilities - The consolidated financial statements for 2023, 2022, and 2021 are presented, including balance sheets, income statements, comprehensive income, cash flows, and total equity[238][256][257][259][261][263] - Ernst & Young AB issued an unqualified opinion on the consolidated financial statements for the period ended December 31, 2023, in conformity with U.S. GAAP[241] - Ernst & Young AB also issued an unqualified opinion on the effectiveness of Autoliv's internal control over financial reporting as of December 31, 2023[250] - Critical audit matters include revenue recognition related to variable consideration (price concessions) and product recall liabilities, both involving significant management judgment and estimation due to inherent uncertainties[240][244][245] Consolidated Net Sales (2021-2023) | Year | Net Sales (Millions USD) | | :--- | :----------------------- | | 2023 | $10,475 | | 2022 | $8,842 | | 2021 | $8,230 | Consolidated Net Income Attributable to Controlling Interest (2021-2023) | Year | Net Income (Millions USD) | | :--- | :------------------------ | | 2023 | $488 | | 2022 | $423 | | 2021 | $435 | Consolidated Cash and Cash Equivalents (2022-2023) | Date | Cash and Cash Equivalents (Millions USD) | | :--- | :--------------------------------------- | | Dec 31, 2023 | $498 | | Dec 31, 2022 | $594 | PART III This part provides information on Autoliv's corporate governance, executive compensation, security ownership, related party transactions, and principal accountant fees, primarily by reference to the 2024 Proxy Statement Item 10. Directors, Executive Officers and Corporate Governance This section incorporates by reference information from the 2024 Proxy Statement regarding executive officers, directors, corporate governance, and related matters - Information on executive officers, directors, corporate governance, audit committee, code of ethics, and Section 16(A) compliance is incorporated by reference from the 2024 Proxy Statement[403] Item 11. Executive Compensation This section incorporates by reference information from the 2024 Proxy Statement concerning executive compensation for 2023 and the Leadership Development and Compensation Committee - Information on executive compensation for 2023 and the Leadership Development and Compensation Committee is incorporated by reference from the 2024 Proxy Statement[404] Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters This section incorporates by reference information on beneficial ownership from the 2024 Proxy Statement and details securities authorized for issuance under the 1997 Stock Incentive Plan - Information on beneficial ownership of common stock is incorporated by reference from the 2024 Proxy Statement[405] Securities Authorized for Issuance Under 1997 Stock Incentive Plan (Dec 31, 2023) | Category | Number of Securities to be Issued upon Exercise | Weighted-Average Exercise Price | Number of Securities Remaining Available for Future Issuance | | :----------------------------------------- | :-------------------------------------------- | :------------------------------ | :----------------------------------------------------------- | | Equity compensation plans approved by security holders | 316,936 | $76.97 | 2,557,274 | | Equity compensation plans not approved by security holders | — | — | — | | Total | 316,936 | $76.97 | 2,557,274 | Item 13. Certain Relationships and Related Transactions, and Director Independence This section incorporates by reference information from the 2024 Proxy Statement regarding policies for related party transactions and director independence - Information on related person transactions and director independence is incorporated by reference from the 2024 Proxy Statement[408] Item 14. Principal Accountant Fees and Services This section incorporates by reference information from the 2024 Proxy Statement regarding principal accounting fees and the pre-approval process for services - Information on principal accounting fees and the pre-approval process for accounting services is incorporated by reference from the 2024 Proxy Statement[409] PART IV This part details all documents filed as part of the report, including financial statements, schedules, and a comprehensive list of exhibits, with many incorporated by reference Item 15. Exhibit and Financial Statement Schedules This section lists all documents filed as part of the report, including consolidated financial statements, schedules, and a comprehensive list of exhibits, some incorporated by reference - This section lists all documents filed as part of the report, including financial statements, schedules, and exhibits[410] - Financial statements for 2021-2023 are included, and all schedules specified under Regulation S-X are omitted if not applicable or already included[410] - Exhibits include distribution agreements, corporate governance documents, debt agreements, employment agreements, and various certifications[411][412][413][414][415][416][417][419][420][421][422][423][424][426] SIGNATURES This section contains the required signatures for the Form 10-K report from key executives and directors, certifying the report as of February 20, 2024 - The report is signed by the Chief Financial Officer, Chairman of the Board, Chief Executive Officer and President, and other Directors[427][428] - The signing date for the report is February 20, 2024[427] Glossary and Definitions This section provides a comprehensive glossary of company and industry-specific financial and operational terms and abbreviations used throughout the report - The glossary defines key financial and operational terms such as Capital Employed, EBITDA, Gross Margin, Earnings Per Share, and Net Debt[430][431][435] - Industry-specific terms like CPV (Content Per Vehicle), LVP (Light Vehicle Production), and OEM (Original Equipment Manufacturer) are defined[430][434][436] - Definitions for various ratios and metrics, including Leverage Ratio, Inventory Outstanding in Relation to Sales, and Return on Capital Employed, are provided[432][433][436][437]