LEAF Leaf Group Ltd

Risks

• If we are unable to successfully drive traffic to our marketplaces and media properties and expand the customer base for our marketplaces, our business, financial condition and results of operations would be adversely affected.
• If internet search engines continue to modify their methodologies, traffic to our online properties, and particularly to our media properties, could decline significantly.
• If we are unable to attract new customers to our marketplaces and successfully grow our marketplace businesses, our business, financial condition and results of operations could be adversely affected.
• We depend upon certain arrangements with Google for a significant portion of our advertising revenue. A termination of, or a loss of revenue generated from, our arrangements with Google would have a material adverse effect on our business, financial condition and results of operations.
• Mobile devices are increasingly being used to access the internet and, in addition, our content is increasingly being consumed and our products are increasingly being purchased on social media platforms. If we are unable to effectively optimize our mobile solutions in order to improve user experience or comply with requirements of our advertising partners, our business, financial condition and results of operation could be negatively impacted.
• If our emails are not delivered and accepted or are routed by email providers less favorably than other emails, or if our sites are not accessible or treated disadvantageously by internet service providers, our business may be substantially harmed.
• We face significant competition, which we expect will continue to intensify, and we may not be able to maintain or improve our competitive position or market share.
• Poor perception of our brands or business could harm our reputation and adversely affect our business, financial condition and results of operations.
• We have a history of operating losses and may not be able to operate profitably or generate positive cash flow.
• We may not be able to obtain capital when desired on favorable terms, if at all, or without substantial dilution to our stockholders, which may impact our ability to execute on our current or future business strategies.
• The intangible assets and goodwill on our balance sheet may be subject to impairment. If our intangible assets or goodwill become impaired we may be required to record a significant non-cash charge to earnings, which would have a material adverse effect on our results of operations.
• Our operating results may fluctuate on a quarterly and annual basis due to a number of factors, many of which are outside of our control, which may make it difficult to predict our future performance.
• There can be no assurance that our review of strategic alternatives will enhance stockholder value or result in any transaction being consummated, and speculation and uncertainty regarding the outcome of our review of strategic alternatives may adversely impact our business, financial condition and results of operations.
• We have made and may make additional acquisitions that involve significant execution, integration and operational risks and we may not realize the anticipated benefits of any such acquisitions.
• We depend on key personnel to operate our business, and if we are unable to retain our current personnel or hire additional personnel, our ability to develop and successfully market our business could be harmed.
• Our business is subject to online security risks, including cyberattacks and other security breaches, and any actual or perceived security breach could have a material adverse effect on our business, financial condition and results of operations.
• We are subject to risks and compliance rules and regulations related to the third-party credit card payment processing solutions integrated within our websites or otherwise used by our businesses.
• Third parties may sue us for intellectual property infringement or misappropriation or make similar claims which, if successful, could require us to pay significant damages, incur expenses or curtail our offerings or could result in the termination of licenses.
• If we do not adequately protect our intellectual property rights, our competitive position and business may suffer.
• Some of our software and systems contain open source software, which may pose risks to our proprietary software and solutions.
• The interruption or failure of our information technology and communications systems, or those of third parties that we rely upon, could adversely affect our business, financial condition and results of operations.
• We rely on technology infrastructure and a failure to update or maintain this technology infrastructure, or difficulty scaling and adapting our existing technology and network infrastructure to accommodate increased traffic, could adversely affect our business.
• Changes in state, federal or international taxation laws and regulations may adversely affect our business, financial condition and results of operations.
• A reclassification by tax authorities of any freelance professionals we currently or have previously contracted with from independent contractors to employees could require us to pay retroactive taxes and penalties and significantly increase our cost of operations.
• The trading price of our common stock has been and is likely to continue to be volatile, which may lead to you not being able to resell shares of our common stock at or above the price you paid, securities litigation or hostile or otherwise unfavorable actions by stockholders or others.
• The large number of shares of our common stock eligible for public sale could depress the market price of our common stock.
• If securities or industry analysts publish inaccurate or unfavorable research about our business, our stock price and trading volume could decline.
• We do not anticipate paying cash dividends and, accordingly, stockholders must rely on stock appreciation for any return on their investment.
• Certain provisions in our charter documents and Delaware law could discourage takeover attempts and lead to management entrenchment.
• As a public company, we are subject to compliance initiatives that require substantial time from our management and result in significantly increased costs.