Energizer 2012 Annual Report Download - page 24

There can be no guarantee that we will continue to make dividend payments or repurchase stock.
Although our Board of Directors has authorized a share repurchase program and recently initiated a quarterly cash
dividend payable on our Common Stock, any determinations to continue to repurchase Common Stock or to continue to pay
cash dividends will be based primarily upon our financial condition, results of operations, available U.S. cash, business
requirements and the Board of Directors' continuing determination that the repurchase program and the declaration of dividends
under the dividend policy are in the best interests of shareholders and are in compliance with all laws and agreements
applicable to the repurchase and dividend programs.
Impairment of our goodwill and other intangible assets would result in a reduction in net income.
Energizer has a material amount of goodwill, trademarks and other intangible assets, as well as other long-lived assets,
which are periodically evaluated for impairment in accordance with current accounting standards. Declines in our profitability
and/or estimated cash flows related to specific intangible assets, as well as potential changes in market valuations for similar
assets and market discount rates may result in an impairment charge, which could have an adverse impact on our operating
results and financial position.
Energizer's manufacturing facilities or supply channels may be subject to disruption from events beyond our control.
Operations of our manufacturing and packaging facilities worldwide may be subject to disruption for a variety of reasons,
including availability of raw materials, work stoppages, industrial accidents, disruptions in logistics, loss or impairment of key
manufacturing sites, product quality or safety issues, licensing requirements and other regulatory issues, trade disputes between
countries in which we have operations, such as the U.S. and China, and acts of war, terrorism, pandemics, fire, earthquake,
flooding or other natural disasters. The supply of our raw materials may be similarly disrupted. There is also a possibility that
third party manufacturers, which produce a significant portion of certain of our products, could discontinue production with
little or no advance notice, or experience financial problems or problems with product quality or timeliness of product delivery,
resulting in manufacturing delays or disruptions, regulatory sanctions, product liability claims or consumer complaints. If a
major disruption were to occur, it could result in delays in shipments of products to customers or suspension of operations. The
Company maintains business interruption insurance to potentially mitigate the impact of business interruption, but we can
provide no assurance that such coverage would be sufficient.
A failure of a key information technology system could adversely impact our ability to conduct business.
We rely extensively on information technology systems, including some which are managed by third-party service
providers, in order to conduct business. These systems include, but are not limited to, programs and processes relating to
communicating within Energizer and with other parties, ordering and managing materials from suppliers, converting materials
to finished products, shipping products to customers, processing transactions, summarizing and reporting results of operations,
and complying with regulatory, legal or tax requirements. In addition, we plan to undertake a significant implementation of
information technology systems to facilitate business processes and generate cost savings in connection with our multi-year
restructuring. These information technology systems could be damaged or cease to function properly due to the poor
performance or failure of third-party service providers, catastrophic events, power outages, security breaches, network outages,
failed upgrades or other similar events. If our business continuity plans do not effectively resolve such issues on a timely basis,
we may suffer interruptions in conducting our business which may adversely impact our operating results.
Energizer's business involves the potential for product liability and other claims against us, which could affect our results of
operations and financial condition.
We face exposure to claims arising out of alleged defects in our products, including for property damage, bodily injury or
other adverse effects. We cannot assure you that our product liability insurance covers all types of claims, particularly claims
that do not involve personal injury or property damage, that such claims will not exceed the amount of insurance coverage, or
that we will be able to maintain such insurance on acceptable terms, if at all. In addition to the risk of monetary judgments not
covered by insurance, product liability claims could result in negative publicity that could harm our products' reputation.
Additionally, we do not maintain product recall insurance. As a result, product recalls or product liability claims, and any
subsequent remedial actions, could have a material adverse effect on our business, results of operations and financial condition.
We may not be able to attract, retain and develop key personnel.
Our future performance depends in significant part upon the continued service of our executive officers and other key
personnel. The loss of the services of one or more of our executive officers or other key employees could have a material
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