BOOM DMC Global, Inc.

Risks

• Demand for DynaEnergetics’ products is substantially dependent on the levels of expenditures by the oil and gas industry. Decreases or expected decreases in oil and gas prices and reduced expenditures in the oil and gas industry could have a material adverse impact on our financial condition, results of operations and cash flows.
• Failure to adjust our manufacturing and supply chain to accurately meet customers demand could have a material adverse effect on our results of operations.
• Failure to manage periods of growth or contraction may seriously harm our business.
• If we are not able to design, develop, and produce commercially competitive products in a timely manner in response to changes in the market, customer requirements, competitive pressures, and technology trends, our business and consolidated results of operations and the value of our intellectual property could be materially and adversely affected.
• The manufacturing of explosives subjects DynaEnergetics to various environmental, health and safety laws and any accidents or injuries could subject us to significant liabilities.
• Consolidation of our customers and competitors may impact our results of operations.
• We may not be able to continue to compete successfully against other companies in our industry.
• NobelClad’s business is dependent on sales to a limited number of customers in cyclical markets and our results are affected by the price of metals.
• Our backlog figures may not accurately predict future sales.
• There is a limited availability of sites suitable for cladding operations.
• There is no assurance that we will continue to compete successfully against other manufacturers of competitive products.
• We do not maintain a reserve fund for warranty or defective products claims. Our costs could substantially increase if we experience a large claim or a significant number of warranty claims.
• The use of explosives subjects us to additional regulation, and any accidents or injuries could subject us to significant liabilities.
• Customers have the right to change orders until products are completed.
• Our operating results fluctuate from quarter to quarter.
• We are exposed to potentially volatile fluctuations of the U.S. dollar (our reporting currency) against the currencies of many of our operating subsidiaries.
• Disruptions or delays involving our suppliers or increases in prices for the components, raw materials and parts that we obtain from our suppliers could have a material adverse effect on our business and consolidated results of operations.
• The terms of our indebtedness contain a number of restrictive covenants, the breach of any of which could result in acceleration of payment of our credit facilities.
• We are dependent on a relatively small number of large projects and customers for a significant portion of our net sales.
• We are susceptible to the cyclicality of the steel industry.
• Tariffs imposed by the U.S. government and related counter tariffs have increased our costs, limited the availability of metals and may lead to further trade conflicts.
• If our customers delay paying or fail to pay a significant amount of our outstanding receivables, it could have a material adverse effect on our liquidity, consolidated results of operations, and consolidated financial condition.
• Failure to attract and retain key personnel could adversely affect our current operations.
• We are subject to extensive government regulation and failure to comply could subject us to future liabilities and could adversely affect our ability to conduct or to expand our business.
• Demand for our products and services could be reduced by existing and future legislation or regulations.
• Liabilities for natural resource damages, cleanup costs, and other damages under environmental, health and safety laws could result in restrictions or prohibitions on our facilities, substantial civil or criminal liabilities and could have a material adverse effect on our business, consolidated results of operations, and consolidated financial condition.
• Our failure to comply with Foreign Corrupt Practices Act (“FCPA”) and other laws could have a negative impact on our ongoing operations.
• Changes in or interpretation of tax law and currency/repatriation control could impact the determination of our income tax liabilities for a tax year.
• The enactment of legislation implementing changes in taxation of international business activities, the adoption of other corporate tax reform policies, or changes in tax legislation or policies could materially impact our financial position and results of operations.
• Work stoppages and other labor relations matters may make it substantially more difficult or expensive for us to produce our products, which could result in decreased sales or increased costs, either of which would negatively impact our financial condition and results of operations.
• We are subject to litigation and may be subject to additional litigation in the future.
• Our failure to protect our proprietary information and any successful intellectual property challenges or infringement proceedings against us could materially and adversely affect our competitive position.
• We may be subject to litigation if another party claims that we have infringed upon its intellectual property rights.
• A failure in our information technology systems or those of third parties, including those caused by security breaches, cyber-attacks or data protection failures, could disrupt our business, damage our reputation and cause losses.
• To the extent that we seek to expand our business through acquisitions, we may experience issues in executing acquisitions or integrating acquired operations.
• If we fail to establish and maintain adequate internal controls over financial reporting, we may not be able to report our financial results in a timely and reliable manner, which could harm our business and impact the value of our securities.
• Holders of our common stock may not receive dividends.