iRobot 2005 Annual Report Download - page 35

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the value of foreign currencies relative to the U.S. dollar may make our products more expensive than other
products, which could harm our business.
If we are unable to continue to obtain U.S. federal government authorization regarding the export of our
products, or if current or future export laws limit or otherwise restrict our business, we could be
prohibited from shipping our products to certain countries, which would harm our ability to generate
revenue.
We must comply with U.S. laws regulating the export of our products. In addition, we are required to
obtain a license from the U.S. federal government to export our PackBot line of tactical military robots. We
cannot be sure of our ability to obtain any licenses required to export our products or to receive authorization
from the U.S. federal government for international sales or domestic sales to foreign persons. Moreover, the
export regimes and the governing policies applicable to our business are subject to change. We cannot assure
you of the extent that such export authorizations will be available to us, if at all, in the future. In some cases
where we act as a subcontractor, we rely upon the compliance activities of our prime contractors, and we
cannot assure you that they have taken or will take all measures necessary to comply with applicable export
laws. If we or our prime contractor partners cannot obtain required government approvals under applicable
regulations in a timely manner or at all, we would be delayed or prevented from selling our products in
international jurisdictions, which could materially harm our business, operating results and ability to generate
revenue.
Risks Related to Ownership of Our Common Stock
An active trading market for our common stock may not be available on a consistent basis, which could
depress the market price of our common stock.
Prior to November 9, 2005, there was no public market for our common stock. An active trading market
for shares of our common stock may not be available or be sustained on a consistent basis. If no trading market
is sustained, securities analysts may not initiate or maintain research coverage of our company, which could
further depress the market for our common stock.
A significant portion of our total outstanding shares may be sold into the public market in the near
future, which could cause the market price of our common stock to drop significantly, even if our
business is doing well.
Sales of a substantial number of shares of our common stock in the public market could occur at any time
after the expiration of the lock-up agreements entered into in connection with our initial public offering. As of
February 28, 2006 we had 23,425,029 shares of common stock outstanding, of which 18,562,281 shares, or
79.2%, will be eligible for sale, subject to any applicable volume limitations under federal securities laws, in
the near future as set forth below.
Number of % of Total
Shares Outstanding Date Available for Sale Into Public Market
18,467,109 78.8% On May 7, 2006, subject to extension in specified instances, due to
expiration of lock-up agreements between the holders of these shares
and the underwriters in our initial public offering. However, Morgan
Stanley & Co. Incorporated and J.P Morgan Securities Inc. can waive
the provisions of these lock-up agreements and allow these
stockholders to sell their shares at any time
95,172 0.4% On May 7, 2006, subject to extension in specified instances, due to
expiration of lock-up agreements between the holders of these shares
and us. However, with the underwriters' consent, we can waive the
provisions of these lock-up agreements and allow these stockholders to
sell their shares at any time
31