Amgen 2012 Annual Report Download - page 60

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in the mix of income and expenses in countries with differing tax rates, changes in the valuation of deferred tax assets and liabilities,
and changes in applicable tax laws, regulations or administrative interpretations thereof. For example, there are several proposals
under consideration in the United States to reform tax law, including proposals that may reduce or eliminate the deferral of U.S.
income tax on our unrepatriated foreign earnings. While it is uncertain how the U.S. Congress may address U.S. tax policy matters
in the future, reform of U.S. taxation, including taxation of income earned outside the United States, continues to be a topic of
discussion for the U.S. Congress and the Administration. A significant change to the U.S. tax system, such as a change to the
taxation of income earned outside the United States, could have a material and adverse effect on our business and on the results
of our operations.
There can be no assurance that we will continue to declare cash dividends or repurchase stock.
Our Board of Directors has declared quarterly dividends on our common stock since it adopted a dividend policy in 2011.
In addition, in December 2012, our Board of Directors approved an increase in the total authorization for repurchases of our
common stock in the amount of $2 billion. This amount was in addition to the approximately $0.5 billion then remaining under
the existing stock repurchase authorization. Whether we continue and the amount and timing of such dividends and/or stock
repurchases are subject to capital availability and periodic determinations by our Board of Directors that cash dividends and/or
stock repurchases are in the best interest of our stockholders and are in compliance with all respective laws and agreements of the
Company applicable to the declaration and payment of cash dividends and the repurchase of stock. Future dividends and stock
repurchases, including their timing and amount, may be affected by, among other factors: our views on potential future capital
requirements for strategic transactions, including acquisitions; debt service requirements; our credit rating; changes to applicable
tax laws or corporate laws; and changes to our business model. In addition, the amount we spend and the number of shares we
are able to repurchase under our stock repurchase program may further be affected by a number of other factors, including the
stock price and blackout periods in which we are restricted from repurchasing shares. Our dividend payments and/or stock
repurchases may change from time to time, and we cannot provide assurance that we will continue to declare dividends and/or
repurchase stock in any particular amounts or at all. A reduction in or elimination of our dividend payments and/or stock repurchases
could have a negative effect on our stock price.
The illegal distribution and sale by third parties of counterfeit versions of our products or of stolen or diverted products
could have a negative impact on our reputation and business.
Third parties may illegally distribute and sell counterfeit versions of our products, which do not meet the exacting standards
of our Company's development, manufacturing and distribution processes. Counterfeit medicines pose a significant risk to patient
health and safety because of the conditions under which they are manufactured and the lack of regulation of their contents.
Counterfeit products are frequently unsafe or ineffective and can be potentially life-threatening. Our reputation and business could
suffer harm as a result of counterfeit drugs sold under our brand name. In addition, products stolen from inventory, at warehouses,
plants or while in transit or unlawfully diverted, which are not properly stored and which are sold through unauthorized channels,
could adversely impact patient safety, our reputation and our business. Public loss of confidence in the integrity of biologics and/
or pharmaceutical products as a result of counterfeiting or theft could have a material adverse effect on our product sales, business
and results of operations.
We are increasingly dependent on information technology systems and infrastructure.
We are increasingly dependent upon information technology systems and infrastructure. The multitude and complexity of
our computer systems make them inherently vulnerable to service interruption or destruction, malicious intrusion and random
attack. Likewise, data privacy or security breaches by employees or others may pose a risk that sensitive data, including intellectual
property, trade secrets or personal information belonging to the Company, its patients, customers or other business partners, may
be exposed to unauthorized persons or to the public. While we have in the past experienced cyber attacks and intrusions into our
computer systems, we do not believe that such attacks have had a material adverse effect on our operations. While we have invested
heavily in the protection of data and information technology, there can be no assurance that our efforts will prevent service
interruptions, or identify breaches in our systems, that could adversely affect our business and operations and/or result in the loss
of critical or sensitive information, which could result in financial, legal, business or reputational harm to us.
Our efforts to acquire other companies or products and to integrate their operations may not be successful, and may
result in costs, delays or failures to realize the benefits of the transactions.
We have an ongoing process of evaluating potential merger, acquisition, partnering and in-license opportunities that we
expect will contribute to our future growth and expand our geographic footprint, product offerings and/or our R&D pipeline. Such
acquisitions may result in unanticipated costs, delays or other operational or financial problems related to integrating the acquired
company and business with our company, which may result in the diversion of our management's attention from other business