Enom 2012 Annual Report Download - page 38

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options, vesting of future awards or pursuant to purchases under our employee stock purchase plan will be available for
immediate resale in the United States in the open market.
Sales of our common stock as restrictions end or pursuant to registration rights may make it more difficult for us to sell
equity securities in the future at a time and at a price that we deem appropriate. These sales also could cause our stock price to
fall and make it more difficult for shareholders to sell shares of our common stock.
We also have previously and may in the future issue shares of our common stock from time to time as consideration for
acquisitions and investments. If any such acquisition or investment is significant, the number of shares that we may issue may
in turn be significant. We currently have an effective shelf registration statement on file with the SEC which we may use to
issue debt or equity securities with an aggregate offering price not to exceed $100 million and under which certain selling
stockholders may offer and sell up to 14 million shares of our common stock.
Our previously announced stock repurchase program may be suspended or terminated at any time, which may result in a
decrease in the trading price of our common stock.
We previously announced a stock repurchase program approved by our board of directors whereby we are authorized to
repurchase shares of our common stock. Such purchases may be limited, suspended, or terminated at any time without prior
notice. There can be no assurance that we will buy additional shares of our common stock under our stock repurchase program
or that any future repurchases will have a positive impact on the trading price of our common stock or earnings per share.
Important factors that could cause us to limit, suspend or terminate our stock repurchase program include, among others,
unfavorable market conditions, the trading price of our common stock, the nature of other investment or strategic opportunities
presented to us from time to time, the rate of dilution of our equity compensation programs and the availability of adequate
funds, our ability to make appropriate, timely, and beneficial decisions as to when, how, and whether to purchase shares under
the stock repurchase program. If we limit, suspend or terminate our stock repurchase program, our stock price may be
negatively affected.
As a public company, we are subject to compliance initiatives that will require substantial time from our management and
result in significantly increased costs that may adversely affect our operating results and financial condition.
The Sarbanes-Oxley Act of 2002, the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, and other
rules implemented by the SEC and the New York Stock Exchange, impose various requirements on public companies,
including requiring changes in corporate governance practices. These and proposed corporate governance laws and regulations
under consideration may further increase our compliance costs. If compliance with these various legal and regulatory
requirements diverts our management's attention from other business concerns, it could have a material adverse effect on our
business, financial condition and results of operations. We also expect that these laws and regulations may make it more
difficult and more expensive for us to obtain director and officer liability insurance, and we may be required to accept reduced
policy limits and coverage or incur substantially higher costs to obtain the same or similar coverage than used to be available.
As a result, it may be more difficult for us to attract and retain qualified individuals to serve on our board of directors, on
committees of our board of directors, or as executive officers.
We are required to make an assessment of the effectiveness of our internal controls over financial reporting in accordance
with Section 404 of the Sarbanes-Oxley Act of 2002. Further, our independent registered public accounting firm was engaged
to express an opinion on the effectiveness of our internal controls over financial reporting for our financial year ending
December 31, 2012, and we will be required to obtain such an opinion for each subsequent fiscal year thereafter. Section 404
requires us to perform system and process evaluation and testing of our internal controls over financial reporting to allow
management and our independent registered public accounting firm to report on the effectiveness of our internal controls over
financial reporting for each fiscal year. Our testing, or the subsequent testing by our independent registered public accounting
firm, may reveal deficiencies in our internal controls over financial reporting that are deemed to be material weaknesses. If we
are unable to comply with the requirements of Section 404, management may not be able to assess whether our internal
controls over financial reporting are effective, which may subject us to adverse regulatory consequences and could result in a
negative reaction in the financial markets due to a loss of confidence in the reliability of our financial statements. In addition, if
we fail to maintain effective controls and procedures, we may be unable to provide the required financial information in a
timely and reliable manner or otherwise comply with the standards applicable to us as a public company. Any failure by us to
provide the required financial information in a timely reliable manner could materially and adversely impact our financial
condition and the trading price of our securities. In addition, we may incur additional expenses and commitment of
management's time in connection with further assessments of our compliance with the requirements of Section 404, which
could materially increase our operating expenses and adversely impact our operating results.