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Failure
to continue to strengthen our internal accounting controls
could adversely affect our business.
Although
we have made significant progress in our efforts to strengthen
our accounting controls and processes, we may not be able
to hire and retain enough finance personnel to continue to
do so. If we are unable to continue to strengthen our accounting
controls and processes, that inability could adversely affect
our ability to accurately forecast and report our financial
results. In addition, any customer uncertainty about our internal
accounting controls could have an adverse effect on our ability
to sell our products.
We
may not be able to realize the potential financial or strategic
benefits of future business acquisitions which could hurt
our ability to grow its business and sell its products.
In the
future we may acquire or invest in other businesses that offer
products, services and technologies that we believe would
help expand or enhance our products and services or help expand
our distribution channels. If we were to make such an acquisition
or investment, the following risks could impair our ability
to grow our business and develop new products and ultimately
could impair our ability to sell our products:
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Difficulty
in combining the technology, operations or work force
of the acquired business, |
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Disruption
of our on-going businesses, |
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Difficulty
in realizing the potential financial or strategic benefits
of the transaction, |
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Difficulty
in maintaining uniform standards, controls, procedures
and policies, and |
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Possible
impairment of relationships with employees and customers
as a result of any integration of new businesses and management
personnel. |
In addition,
the consideration for any future acquisition could be paid
in cash, shares of our common stock, or a combination of cash
and common stock. If the consideration is paid in our common
stock, existing stockholders would be further diluted. Any
amortization of goodwill or other assets resulting from any
acquisition could materially adversely affect our operating
results and financial condition.
The
rights of our series B preferred stockholders may adversely
affect the rights of our common stockholders.
Holders
of our series B preferred shares have certain rights that
may adversely affect holders of our common stock. At December
31, 1999, 7,000 shares of our series B preferred stock remained
outstanding.
Rights
to Consent to Corporate Transactions.
Our agreements with the purchasers of our series B preferred
stock contain covenants that could impair our ability to engage
in various corporate transactions in the future, including
financing transactions and certain transactions involving
a change-in-control or acquisition of our assets or equity,
or that could otherwise be disadvantageous to Informix and
the holders of our common stock. In particular, an acquisition
of our assets or equity may not be effected without the consent
of the holders of the outstanding series B preferred stock
or without requiring the acquiring entity to assume the series
B preferred stock or cause the series B preferred stock to
be redeemed. These provisions are likely to make an acquisition
more difficult and expensive and could discourage potential
acquirors. We made certain covenants in connection with the
issuance of the series B preferred stock which could limit
our ability to obtain additional financing by, for example,
providing the holders of the series B preferred stock certain
rights of first offer and prohibiting Informix from issuing
additional preferred stock without the consent of the series
B preferred stockholders.
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