Oracle 2012 Annual Report Download - page 28

• our operating results or financial condition may be adversely impacted by claims or liabilities that we
assume from an acquired company or technology or that are otherwise related to an acquisition,
including claims from government agencies, terminated employees, current or former customers,
former stockholders or other third parties; pre-existing contractual relationships of an acquired
company that we would not have otherwise entered into, the termination or modification of which may
be costly or disruptive to our business; unfavorable revenue recognition or other accounting treatment
as a result of an acquired company’s practices; and intellectual property claims or disputes;
• we may fail to identify or assess the magnitude of certain liabilities, shortcomings or other
circumstances prior to acquiring a company or technology, which could result in unexpected litigation
or regulatory exposure, unfavorable accounting treatment, unexpected increases in taxes due, a loss of
anticipated tax benefits or other adverse effects on our business, operating results or financial
condition;
• we may not realize the anticipated increase in our revenues from an acquisition for a number of
reasons, including if a larger than predicted number of customers decline to renew software license
updates and product support contracts, hardware systems support contracts and cloud software
subscription contracts, if we are unable to sell the acquired products to our customer base or if contract
models of an acquired company do not allow us to recognize revenues on a timely basis;
• we may have difficulty incorporating acquired technologies or products with our existing product lines
and maintaining uniform standards, architecture, controls, procedures and policies;
• we may have multiple product lines as a result of our acquisitions that are offered, priced and supported
differently, which could cause customer confusion and delays;
• we may have higher than anticipated costs in continuing support and development of acquired
products, in general and administrative functions that support new business models, or in compliance
with associated regulations that are more complicated than we had anticipated;
• we may be unable to obtain timely approvals from, or may otherwise have certain limitations,
restrictions, penalties or other sanctions imposed on us by, worker councils or similar bodies under
applicable employment laws as a result of an acquisition, which could adversely affect our integration
plans in certain jurisdictions;
• we may be unable to obtain required approvals from governmental authorities under competition and
antitrust laws on a timely basis, if at all, which could, among other things, delay or prevent us from
completing a transaction, otherwise restrict our ability to realize the expected financial or strategic
goals of an acquisition or have other adverse effects on our current business and operations;
• our use of cash to pay for acquisitions may limit other potential uses of our cash, including stock
repurchases, dividend payments and retirement of outstanding indebtedness;
• we may significantly increase our interest expense, leverage and debt service requirements if we incur
additional debt to pay for an acquisition and we may have to delay or not proceed with a substantial
acquisition if we cannot obtain the necessary funding to complete the acquisition in a timely manner or
on favorable terms;
• to the extent that we issue a significant amount of equity securities in connection with future
acquisitions, existing stockholders may be diluted and earnings per share may decrease; and
• we may experience additional or unexpected changes in how we are required to account for our
acquisitions pursuant to U.S. generally accepted accounting principles, including arrangements that we
assume from an acquisition.
The occurrence of any of these risks could have a material adverse effect on our business, results of operations,
financial condition or cash flows, particularly in the case of a larger acquisition or several concurrent
acquisitions.
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