RPM RPM International, Inc.

Risks

• We are the subject of an ongoing SEC investigation, which could divert management’s focus, result in substantial investigation expenses and have an adverse impact on our reputation, financial condition, results of operations and cash flows.
• Activist investors and ongoing operating improvement initiatives could cause us to incur significant expenses and impact the trading value of our common stock.
• The use of accounting estimates involves judgment and could impact our financial results.
• Volatility in the equity markets or interest rates could substantially increase our pension costs and required pension contributions.
• The results of our annual testing and as-required interim testing of goodwill and other intangible assets have required, and in the future may require that we record impairment charges.
• Fluctuations in the supply and prices of raw materials may negatively impact our financial results.
• Our success depends upon our ability to attract and retain key employees and the succession of senior management.
• Our business and financial condition could be adversely affected if we are unable to protect our material trademarks and other proprietary information or there is a loss in the actual or perceived value of our brands.
• The chemical and construction products industries in which we operate expose us to inherent risks of legal and warranty claims and other litigation-related costs, which could adversely impact our business.
• Compliance with environmental, health and safety laws and regulations could subject us to unforeseen future expenditures or liabilities, which could have a material adverse effect on our business.
• Our businesses are subject to varying domestic and foreign laws and regulations that may restrict or adversely impact our ability to conduct our business.
• If our efforts in acquiring and integrating other companies or product lines or establishing joint ventures fail, our business may not grow.
• We derive a significant amount of our revenues from foreign markets, which subjects us to additional business risks that could adversely affect our results of operations.
• We could be adversely affected by violations of the U.S. Foreign Corrupt Practices Act and similar anti-bribery laws of other countries, as well as trade sanctions administered by the office of Foreign Assets Control and the Department of Commerce.
• Our operations are subject to the effect of global tax law changes, some of which have been, and may be in the future, retroactive in application.
• Terrorist activities and other acts of violence or war, natural disasters and other disruptions have negatively impacted in the past and could negatively impact in the future the U.S. and foreign countries, the financial markets, the industries in which we compete, our operations and profitability.
• Although we have insurance, it may not cover every potential risk associated with our operations.
• Adverse weather conditions may reduce the demand for some of our products and could have a negative effect on our sales.