Orion (OEC) risk factors, FY2024 10-K

Risks Related to Our Business

1. 01Negative or uncertain worldwide economic conditions may result in business volatility and may adversely impact our business, financial condition, results of operations and cash flows
2. 02the EU) to a lower cost region (such as Asia) could increase the export of tires made in Asia for sales into Europe and could result in a reduction in tire production in the EU and reduce our profitability
3. 03Our business is subject to operational risks, which could adversely affect our business, financial condition, results of operations and cash flows
4. 04We are dependent on major customers for a significant portion of our sales, and a significant adverse change in a customer relationship could negatively affect our business, financial condition, results of operations and cash flows
5. 05We may not be able to compete successfully in the industries and markets in which we operate
6. 06We may not successfully develop new products and technologies that address our customers’ changing requirements or competitive challenges, and our customers may substitute our products by using other products we do not offer
7. 07We may be unable to implement our business strategies in an effective manner
8. 08We are subject to volatility in the costs, quality and availability of raw materials and energy, which could decrease our production volumes and margins and adversely affect our business, financial condition, results of operations and cash flows
9. 09Any failure to realize benefits from investments, joint ventures, acquisitions or alliances could adversely affect our business, financial condition, results of operations and cash flows
10. 10Plant capacity expansions and site development projects may be delayed, cost more than anticipated and/or may not achieve the expected benefits
11. 11We may be subject to information technology systems failures, network disruptions, cybersecurity attacks and breaches of data security
12. 12We are exposed to political or country risk inherent in doing business in some countries
13. 13The extent or length of any adverse effects of the war in Ukraine or the Hamas-Israel conflict on the supply of oil and natural gas and the quality and availability of carbon black oil is difficult to quantify

Legal and Regulatory Risks

1. 14Developing regulation of carbon black as a nano-scale material could require us to comply with costly new requirements
2. 15Our operations have the potential to cause environmental and other damage as well as personal injury
3. 16The European Union REACH legislation or similar legislation in other countries may affect our ability to manufacture and sell certain products
4. 17Additionally, other organizations and countries, including South Korea and China, have adopted or may in the future adopt comparable or even more restrictive regulations than REACH, which could affect our ability to manufacture and sell certain products in the future
5. 18Market and regulatory changes may affect our ability to sell or otherwise benefit from co-generated energy, which may adversely affect our business, results of operations and cash flows
6. 19Litigation or legal proceedings could expose us to significant liabilities and thus adversely affect our business, financial condition, results of operations and cash flows
7. 20We may not be able to protect our intellectual property rights successfully

Risks Related to Indebtedness, Currency Exposure and Other Financial Matters

1. 21Our financial leverage may make it difficult for us to service that debt and operate our businesses
2. 22Fluctuations in foreign currency exchange and interest rates could adversely affect our business, financial condition, results of operations and cash flows
3. 23From time to time, it may be necessary for us to enter into hedging arrangements to reduce the impact of price and exchange rate volatility. Unavailability or ineffectiveness of hedging could adversely affect our business, financial condition, results of operations and cash flows
4. 24We may be required to impair or write off certain assets if our assumptions about future sales and profitability prove incorrect
5. 25We may be required to increase our pension fund contributions
6. 26Our insurance coverage may not be adequate to cover all the risks we may face, and it may be difficult to obtain replacement insurance on acceptable terms or at all
7. 27We could experience a material adverse effect on our financial condition if the tax authorities were to successfully challenge decisions and assumptions we have made in assessing and complying with our tax obligations
8. 28Significant changes in our jurisdictional earnings mix or in the tax laws of those jurisdictions, as well as changes in their interpretation, could adversely affect our business, financial condition, results of operations and cash flows

Risks Related to Ownership of our Common Stock

1. 29We cannot assure investors that we will pay dividends on our common stock
2. 30The rights of our stockholders may differ from the rights they would have as stockholders of a U.S. corporation, which could adversely affect trading in our common stock and our ability to conduct equity financings
3. 31We are organized under the laws of Luxembourg and it may be difficult to obtain or enforce judgments or bring original actions against us or the members of our Board of Directors in the United States
4. 32The enforceability in Luxembourg courts of judgments rendered by U.S. courts will be subject to the procedure and the conditions set forth in the Luxembourg procedural code
5. 33If we are unable to successfully negotiate with the representatives of our employees, including labor unions and works councils, we may experience strikes and work stoppages
6. 34We may not be able to recruit or retain key management and personnel
7. 35Disruptions in credit and capital markets may make it more difficult for us and our suppliers and customers to borrow money or raise capital