WW International (WW)

Risks

• The ongoing global outbreak of the COVID-19 virus is adversely impacting, and will continue to adversely impact, our business and may adversely impact our liquidity.
• Competition from other weight management and wellness industry participants or the development of more effective or more favorably perceived weight management methods could result in decreased demand for our services and products.
• A failure to continue to retain and grow our subscriber base could adversely affect our results of operations and business.
• We may not be able to successfully implement our strategic initiatives, which could adversely impact our business, financial conditions or results of operations.
• Our reputation could be impaired due to actions taken by our franchisees, licensees, suppliers and other partners.
• We may be required to recognize asset impairment charges for indefinite- and definite-lived assets.
• Loss of key personnel, strategic partners or consultants or failure to effectively manage and motivate our workforce could negatively impact our sales of services and products, business, financial condition and results of operations.
• Expiration or early termination by us of leases could have an adverse impact on our financial results.
• Our business may decline as a result of a downturn in general economic conditions or consumer confidence.
• We may not successfully make acquisitions or enter into joint ventures or collaborations and we may not successfully integrate, operate or realize the anticipated benefits of such businesses.
• The seasonal nature of our business could cause our operating results to fluctuate.
• Any event that discourages or impedes people from gathering with others, whether at a gathering place, work or otherwise, or impedes accessing resources could adversely affect our business.
• If we do not maintain effective internal control over financial reporting, we could fail to report our financial results accurately.
• Our substantial amount of debt and our debt service obligations, as well as our exposure to variable rate indebtedness, could adversely affect our financial condition, and the restrictions of our debt covenants could impede our operations and flexibility.
• We may not be able to generate sufficient cash to service all of our debt and satisfy our other liquidity requirements.
• Any failure of our technology or systems to perform satisfactorily could result in an adverse impact on our business.
• Our reputation and the appeal of our services and products may be harmed by data security breaches and other malicious acts or privacy concerns.
• Third parties may infringe on our brands and other intellectual property rights, which may have an adverse impact on our business.
• Our international operations expose us to regulatory, economic, political, social and intellectual property risks in the countries in which we operate.
• We are exposed to foreign currency risks from our international operations that could adversely affect our financial results.
• Our business is subject to legislative and regulatory restrictions.
• Artal has significant influence over us and may have conflicts of interest with us or the holders of our common stock.
• If our existing large shareholders sell a substantial amount of shares of our common stock, the market price of our common stock could decline.
• Our articles of incorporation and bylaws and Virginia corporate law contain provisions that may discourage a takeover attempt.