Stamps.com 2001 Annual Report Download - page 22

recognize information-based indicia postage. If foreign postal authorities accept postage generated by our service in the future, and if we obtain
the necessary foreign certification or approvals, we would be subject to ongoing regulation by foreign governments and agencies. To date,
efforts to create a certification process in Europe and other foreign markets are in a preliminary stage and these markets may not prove to be a
viable opportunity for us. As a result, we cannot predict when, or if, international markets will become a viable source of revenues for a postage
service similar to ours.
Our ability to provide service in international markets may also be impacted by the export control laws of the United States. Our software
technology makes us subject to stronger export controls, and may prevent us from being able to export our products and services. Regulations
and standards of the Universal Postal Union and other international bodies may also limit our ability to provide international mail services.
If we enter the international market, our business activities will be subject to a variety of potential risks, including the adoption of laws and
regulatory requirements, political and economic conditions, difficulties protecting our intellectual property rights and actions by third parties
that would restrict or eliminate our ability to do business in these jurisdictions. If we begin to transact business in foreign currencies, we will
become subject to the risks attendant to transacting in foreign currencies, including the potential adverse effects of exchange rate fluctuations.
Risks Related to Our Stock
Our charter documents could deter a takeover effort, which could inhibit your ability to receive an acquisition premium for your shares.
The provisions of our certificate of incorporation, bylaws and Delaware law could make it difficult for a third party to acquire us, even it would
be beneficial to our stockholders. In addition, we are subject to the provisions of Section 203 of the Delaware General Corporation Law, which
could prohibit or delay a merger or other takeover of our company, and discourage attempts to acquire us.
The US Postal Service may object to control of our common stock being held by a foreign person
The US Postal Service may raise national security or similar concerns to prevent foreign persons from acquiring significant ownership of our
common stock or ownership of Stamps.com. These concerns may prohibit or delay a merger or other takeover of our company. Our competitors
may also seek to have the US Postal Service block the acquisition by a foreign person of our common stock or our company in order to prevent
the combined company from becoming a more effective competitor in the market for Internet postage.
Shares of our common stock held by existing stockholders may be sold into the public market, which could cause the price of our common
stock to decline.
If our stockholders sell into the public market substantial amounts of our common stock purchased in private financings prior to our initial
public offering, or purchased upon the exercise of stock options or warrants, or if there is a perception that these sales could occur, the market
price of our common stock could decline. All of these shares are available for immediate sale, subject to the volume and other restrictions under
Rule 144 of the Securities Act of 1933.
Our stock price may be highly volatile and could drop, particularly because our business depends on the Internet.
The trading price of our common stock has fluctuated widely in the past, and is expected to continue to do so in the future, as a result of a
number of factors, many of which are outside our control. In addition, the stock market has experienced extreme price and volume fluctuations
that have affected the market prices of many
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2002. EDGAR Online, Inc.