Gates Industrial Corp plc 2024年度报告

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 28, 2024 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 For the transition period from _______ to _______ Commission file number 001-38366 Gates Industrial Corporation plc (Exact Name of Registrant as Specified in its Charter) 98-1395184 (State or other jurisdiction ofincorporation or organization) (I.R.S. EmployerIdentification Number) (Zip Code) (Address of principal executive offices) (303) 744-1911(Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Name of each exchange on whichregistered Trading Symbol(s) New York Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.Yes☐No☐ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of theAct.Yes☐No☐ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file suchreports), and (2) has been subject to such filing requirements for the past 90 days. Yes☐No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period thatthe registrant was required to submit such files). Yes☐No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.: Accelerated filer☐Smaller reporting company☐Emerging growth company☐ Large accelerated filer☐Non-accelerated filer☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of theeffectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) bythe registered public accounting firm that prepared or issued its audit report.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐1 Table of Contents Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐No☐ The aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price atwhich the common equity was last sold as of the last business day of the registrant's most recently completed second fiscal quarterwas $3,194.1 million. As of February 3, 2025, there were 255,413,513 ordinary shares of $0.01 par value outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant's definitive Proxy Statement to be delivered to stockholders in connection with its 2025 annual generalmeeting of shareholders are incorporated by reference into Part III. 2 Table of Contents TABLE OF CONTENTS Part I Item 1. Business5Item 1A. Risk Factors14Item 1B. Unresolved Staff Comments28Item 1C. Cybersecurity28Item 2. Properties29Item 3. Legal Proceedings30Item 4. Mine Safety Disclosures30 Part II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters, and IssuerPurchases of Equity Securities31Item 6. [Reserved]31Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations32Item 7A. Quantitative and Qualitative Disclosures about Market Risk47Item 8. Financial Statements and Supplementary Data50Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure50Item 9A. Controls and Procedures51 Item 9B. Other Information51Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections51 Part III52Item 10. Directors, Executive Officers and Corporat