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ITEM 1A. RISK FACTORS
Our business is subject to numerous risks. Investors should carefully consider the factors discussed in Part I, Item 1A. Risk Factors in our Fiscal 2024 Form 10-K, which could materially affect our business, financial condition or operating results. We operate in a competitive and rapidly changing business environment and additional risks and uncertainties that we currently consider immaterial or are not presently known to us may also adversely affect our business. The risks described in our Fiscal 2024 Form 10-K are not the only risks facing our company.
The information presented below updates, and should be read in conjunction with, the risk factors disclosed in our Fiscal 2024 Form 10-K. Otherwise, except as presented below, there have been no material changes to the risk factors disclosed in our Fiscal 2024 Form 10-K.
Risks Related to Regulatory, Tax as amended and Financial Reporting Matters
Changes in international trade regulation, including increases in tariff rates and the imposition of additional tariffs, could increase our costs and/or disrupt our supply chain
Due to oupdated in our international sourcing activities, we are exposed to risks associated with changes in the laws and regulations governing the importing and exporting of apparel products into and from the countries in which we operate. These risks include imposition of antidumping, countervailing or other duties, tariffs, taxes or quota restrictions; government-imposed restrictions as a result of public health issues; changes in customs procedures for importing apparel products; restrictions on the transfer of funds to or from foreign countries; and the issuance of sanctions and trade orders. Any of these factors may disrupt our supply chain, and we may be unable to offset any associated cost increases by shifting production to suitable manufacturers in other jurisdictions in a timely manner or at acceptable prices, and future regulatory actions or changes in international trade regulation may provide our competitors with a material advantage over us or render our products less desirable in the marketplace.
Increases in tariff rates and the implementation of new tariffs on products imported into the United States have resulted and could continue to result in increases in our product costs and disruptions to our supply chain. Between February and
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April 2025, the U.S. gQuarterly Report on Fovernment imposed a broad range of new and increased tariffs on foreign imports into the United States, impacting substantially all of the countries from which we import products. These tariffs include a baseline 10% reciprocal tariff on all product imports, significantly increased tariffs on imports from China, from which we sourced approximately 39% of our products in Fiscal 2024 and from which Johnny Was has sourced more than 90% of its products in recent years, and higher individualized reciprocal tariff rates on certain countries with which the United States has significant trade deficits, including Vietnam, which represented approximately 24% of our imports in rm 10-Q for the First Quarter of Fiscal 2024. While certain of these tariffs have been suspended, modified or temporarily reduced, we cann5, are not predict tthe results of the U.S. governments trade negotiations or the outcome of ongoing legal challenges to specific tariff policies.
We are closely monitoring the evolving tariff landscape and are continuing to assess the measures we have taken and may take in the future to mitigate the impacts of tariffs on our supply chain, product costs and profitability. In response to the announced tariffs, we have accelerated our ongoing efforts over the last several years to decentralize product sourcing, and have taken steps to shift production in order to increase sourcing from additional jurisdictions. Our efforts to continue to diversify the countries and suppliers from which we source products could result in increased costs and disruptions to our operations. We may be unable to successfully or timely identify new manufacturers with capacity to meet our requirements on terms acceptable to us, and the process of onboarding and transitioning to new suppliers may result in increased costs and fulfillment delays. We cannot predict the full effects of our diversification efforts, and we may be required to continue to make further changes to our supply chain or to reevaluate our current approach on an accelerated timeframe in order to adapt to rapidly changing trade policies and market conditions. In addition, we may determine that it is necessary to take additional measures to mitigate the impact of tariffs on our businesses, including selective price increases on some or all of our products, which could adversely affect our sales, customer relationships, consumer perception of our brands and our results of operations. There can be no assurance that any measures we take to mitigate the impact of tariffs and trade restrictions on our business will be successful.
Furthermore, the trade policy environment has been and is expected to continue to be dynamic, and we cannot predict what additional actions may ultimately be taken by the United States or other governments with respect to tariffs or other trade restrictions, including retaliatory trade measures taken by other countries and resulting escalations in U.S. tariffs. Increased geopolitical tensions relating to trade relations and public perception of uncertainties with respect to U.S. trade policy and its impact on the macroeconomic environment could negatively affect consumer sentiment and demand for our products and intensify an increasingly competitive promotional environment, all of which could materially adversely impact our sales, results of operations, financial condition and cash flows.only risks facing our company.