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GOOG » Topics » Acquisitions could result in operating difficulties, dilution and other harmful consequences.

This excerpt taken from the GOOG 10-Q filed May 6, 2009.

Acquisitions could result in operating difficulties, dilution, and other harmful consequences.

We do not have a great deal of experience acquiring companies, and the companies we have acquired have typically been small. However, recently, we have closed a number of larger acquisitions, including our acquisitions of DoubleClick and Postini, and are in the process of integrating these businesses into our own. We also expect to continue to evaluate and enter into discussions regarding a wide array of potential strategic transactions. These transactions could be material to our financial condition and results of operations. The process of integrating an acquired company, business or technology has created, and will continue to create unforeseen operating difficulties and expenditures. The areas where we face risks include:

 

  •  

Implementation or remediation of controls, procedures and policies at the acquired company.

 

  •  

Diversion of management time and focus from operating our business to acquisition integration challenges.

 

  •  

Coordination of product, engineering and sales and marketing functions.

 

  •  

Transition of operations, users and customers onto our existing platforms.

 

  •  

Cultural challenges associated with integrating employees from the acquired company into our organization.

 

  •  

Retention of employees from the businesses we acquire.

 

  •  

Integration of the acquired company’s accounting, management information, human resource and other administrative systems.

 

  •  

Liability for activities of the acquired company before the acquisition, including patent and trademark infringement claims, violations of laws, commercial disputes, tax liabilities and other known and unknown liabilities.

 

  •  

Litigation or other claims in connection with the acquired company, including claims from terminated employees, customers, former stockholders, or other third parties.

 

  •  

In the case of foreign acquisitions, the need to integrate operations across different cultures and languages and to address the particular economic, currency, political and regulatory risks associated with specific countries.

 

  •  

Failure to successfully further develop the acquired technology.

Our failure to address these risks or other problems encountered in connection with our past or future acquisitions and strategic investments could cause us to fail to realize the anticipated benefits of such acquisitions or investments, incur unanticipated liabilities and harm our business generally.

 

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Future acquisitions or dispositions could also result in dilutive issuances of our equity securities, the incurrence of debt, contingent liabilities or amortization expenses, or write-offs of goodwill, any of which could harm our financial condition. Also, the anticipated benefit of many of our acquisitions may not materialize. For example, we have yet to realize significant revenue benefits from our acquisition of YouTube.

This excerpt taken from the GOOG 10-K filed Feb 13, 2009.

Acquisitions could result in operating difficulties, dilution and other harmful consequences.

We do not have a great deal of experience acquiring companies, and the companies we have acquired have typically been small. However, recently, we have closed a number of larger acquisitions, including our acquisitions of DoubleClick and Postini, and are in the process of integrating these businesses into our own. We also expect to continue to evaluate and enter into discussions regarding a wide array of potential strategic transactions. These transactions could be material to

 

20

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our financial condition and results of operations. The process of integrating an acquired company, business or technology has created, and will continue to create unforeseen operating difficulties and expenditures. The areas where we face risks include:

 

  •  

Implementation or remediation of controls, procedures and policies at the acquired company.

 

  •  

Diversion of management time and focus from operating our business to acquisition integration challenges.

 

  •  

Coordination of product, engineering and sales and marketing functions.

 

  •  

Transition of operations, users and customers onto our existing platforms.

 

  •  

Cultural challenges associated with integrating employees from the acquired company into our organization.

 

  •  

Retention of employees from the businesses we acquire.

 

  •  

Integration of the acquired company’s accounting, management information, human resource and other administrative systems.

 

  •  

Liability for activities of the acquired company before the acquisition, including patent and trademark infringement claims, violations of laws, commercial disputes, tax liabilities and other known and unknown liabilities.

 

  •  

Litigation or other claims in connection with the acquired company, including claims from terminated employees, customers, former stockholders, or other third parties.

 

  •  

In the case of foreign acquisitions, the need to integrate operations across different cultures and languages and to address the particular economic, currency, political and regulatory risks associated with specific countries.

 

  •  

Failure to successfully further develop the acquired technology.

Our failure to address these risks or other problems encountered in connection with our past or future acquisitions and strategic investments could cause us to fail to realize the anticipated benefits of such acquisitions or investments, incur unanticipated liabilities and harm our business generally.

Future acquisitions or dispositions could also result in dilutive issuances of our equity securities, the incurrence of debt, contingent liabilities or amortization expenses, or write-offs of goodwill, any of which could harm our financial condition. Also, the anticipated benefit of many of our acquisitions may not materialize. For example, we have yet to realize significant revenue benefits from our acquisitions of dMarc Broadcasting (Audio Ads) and YouTube.

This excerpt taken from the GOOG 10-Q filed Nov 7, 2008.

Acquisitions could result in operating difficulties, dilution and other harmful consequences.

We do not have a great deal of experience acquiring companies, and the companies we have acquired have typically been small. However, recently, we have closed a number of larger acquisitions, including our acquisitions of DoubleClick and Postini, and are in the process of integrating these businesses into our own. We also expect to continue to evaluate and enter into discussions regarding a wide array of potential strategic transactions. These transactions could be material to our financial condition and results of operations. The process of integrating an acquired company, business or technology has created, and will continue to create unforeseen operating difficulties and expenditures. The areas where we face risks include:

 

  •  

Implementation or remediation of controls, procedures and policies at the acquired company.

 

  •  

Diversion of management time and focus from operating our business to acquisition integration challenges.

 

  •  

Coordination of product, engineering and sales and marketing functions.

 

  •  

Transition of operations, users and customers onto our existing platforms.

 

  •  

Cultural challenges associated with integrating employees from the acquired company into our organization.

 

  •  

Retention of employees from the businesses we acquire.

 

  •  

Integration of the acquired company’s accounting, management information, human resource and other administrative systems.

 

  •  

Liability for activities of the acquired company before the acquisition, including patent and trademark infringement claims, violations of laws, commercial disputes, tax liabilities and other known and unknown liabilities.

 

  •  

In the case of foreign acquisitions, the need to integrate operations across different cultures and languages and to address the particular economic, currency, political and regulatory risks associated with specific countries.

 

  •  

Failure to successfully further develop acquired technology.

Our failure to address these risks or other problems encountered in connection with our past or future acquisitions and strategic investments could cause us to fail to realize the anticipated benefits of such acquisitions or investments, incur unanticipated liabilities and harm our business generally.

Future acquisitions or dispositions could also result in dilutive issuances of our equity securities, the incurrence of debt, contingent liabilities or amortization expenses, or write-offs of goodwill, any of which could harm our financial condition. Also, the anticipated benefit of many of our acquisitions may not materialize. For example, we have yet to realize significant revenue benefits from our acquisitions of dMarc Broadcasting (Audio Ads) and YouTube.

This excerpt taken from the GOOG 10-Q filed Aug 7, 2008.

Acquisitions could result in operating difficulties, dilution and other harmful consequences.

We do not have a great deal of experience acquiring companies, and the companies we have acquired have typically been small. However, recently, we have closed a number of larger acquisitions, including our acquisitions of DoubleClick, Postini and YouTube, and are in the process of integrating these businesses into our own. We also expect to continue to evaluate and enter into discussions regarding a wide array of potential strategic transactions. These transactions could be material to our financial condition and results of operations. The process of integrating an acquired company, business or technology has created, and will continue to create unforeseen operating difficulties and expenditures. The areas where we face risks include:

 

  •  

Implementation or remediation of controls, procedures and policies at the acquired company.

 

  •  

Diversion of management time and focus from operating our business to acquisition integration challenges.

 

  •  

Coordination of product, engineering and sales and marketing functions.

 

  •  

Cultural challenges associated with integrating employees from the acquired company into our organization.

 

  •  

Retention of employees from the businesses we acquire.

 

  •  

Integration of the acquired company’s accounting, management information, human resource and other administrative systems.

 

  •  

Liability for activities of the acquired company before the acquisition, including violations of laws, commercial disputes, tax liabilities and other known and unknown liabilities.

 

  •  

In the case of foreign acquisitions, the need to integrate operations across different cultures and languages and to address the particular economic, currency, political and regulatory risks associated with specific countries.

 

  •  

Failure to successfully further develop acquired technology.

Our failure to address these risks or other problems encountered in connection with our past or future acquisitions and strategic investments could cause us to fail to realize the anticipated benefits of such acquisitions or investments, incur unanticipated liabilities and harm our business generally.

Future acquisitions or dispositions could also result in dilutive issuances of our equity securities, the incurrence of debt, contingent liabilities or amortization expenses, or write-offs of goodwill, any of which could harm our financial condition. Also, the anticipated benefit of many of our acquisitions may not materialize. For example, we have yet to realize significant revenue benefits from our acquisitions of dMarc Broadcasting (Audio Ads) and YouTube.

This excerpt taken from the GOOG 10-Q filed May 12, 2008.

Acquisitions could result in operating difficulties, dilution and other harmful consequences.

We do not have a great deal of experience acquiring companies, and the companies we have acquired have typically been small. However, recently, we have closed a number of larger acquisitions, including our acquisitions of DoubleClick, Postini and YouTube, and are in the process of integrating these businesses into our own. We also expect to continue to evaluate and enter into discussions

 

38

Table of Contents

regarding a wide array of potential strategic transactions. These transactions could be material to our financial condition and results of operations. The process of integrating an acquired company, business or technology has created, and will continue to create unforeseen operating difficulties and expenditures. The areas where we face risks include:

 

  •  

Implementation or remediation of controls, procedures and policies at the acquired company.

 

  •  

Diversion of management time and focus from operating our business to acquisition integration challenges.

 

  •  

Coordination of product, engineering and sales and marketing functions.

 

  •  

Cultural challenges associated with integrating employees from the acquired company into our organization.

 

  •  

Retention of employees from the businesses we acquire.

 

  •  

Integration of the acquired company’s accounting, management information, human resource and other administrative systems.

 

  •  

Liability for activities of the acquired company before the acquisition, including violations of laws, commercial disputes, tax liabilities and other known and unknown liabilities.

In addition, foreign acquisitions involve unique risks in addition to those mentioned above, including those related to integration of operations across different cultures and languages, currency risks and the particular economic, political and regulatory risks associated with specific countries.

Our failure to address these risks or other problems encountered in connection with our past or future acquisitions and strategic investments could cause us to fail to realize the anticipated benefits of such acquisitions or investments, incur unanticipated liabilities and harm our business generally.

Future acquisitions or dispositions could also result in dilutive issuances of our equity securities, the incurrence of debt, contingent liabilities or amortization expenses, or write-offs of goodwill, any of which could harm our financial condition. Future acquisitions may require us to obtain additional equity or debt financing, which may not be available on favorable terms or at all. Also, the anticipated benefit of many of our acquisitions may not materialize. For example, we have yet to realize significant revenue benefits from our acquisitions of dMarc Broadcasting (Audio Ads), YouTube or Postini.

These excerpts taken from the GOOG 10-K filed Feb 15, 2008.

Acquisitions could result in operating difficulties, dilution and other harmful consequences.

We do not have a great deal of experience acquiring companies, and the companies we have acquired have typically been small. We frequently evaluate and enter into discussions regarding a wide array of potential strategic transactions. Any of these transactions could be material to our financial condition and results of operations. In addition, the process of integrating an acquired company, business or technology may create unforeseen operating difficulties and expenditures and is risky. The areas where we may face risks include:

 

  •  

Implementation or remediation of controls, procedures and policies at the acquired company.

 

  •  

Diversion of management time and focus from operating our business to acquisition integration challenges.

 

  •  

Coordination of sales and marketing functions.

 

  •  

Cultural challenges associated with integrating employees from the acquired company into our organization.

 

  •  

Retention of employees from the businesses we acquire.

 

  •  

Integration of each company’s accounting, management information, human resource and other administrative systems.

Foreign acquisitions involve unique risks in addition to those mentioned above, including those related to integration of operations across different cultures and languages, currency risks and the particular economic, political and regulatory risks associated with specific countries.

 

22

Table of Contents

Future acquisitions or dispositions could also result in dilutive issuances of our equity securities, the incurrence of debt, contingent liabilities or amortization expenses, or write-offs of goodwill, any of which could harm our financial condition. Future acquisitions may require us to obtain additional equity or debt financing, which may not be available on favorable terms or at all. Also, the anticipated benefit of many of our acquisitions may not materialize. For example, we have yet to realize significant revenue benefits from our acquisitions of dMarc Broadcasting (Audio Ads), YouTube or Postini.

Acquisitions could result in operating difficulties, dilution and other harmful consequences.

STYLE="margin-top:6px;margin-bottom:0px; text-indent:4%">We do not have a great deal of experience acquiring companies, and the companies we have acquired have typically been small. We frequently evaluate and
enter into discussions regarding a wide array of potential strategic transactions. Any of these transactions could be material to our financial condition and results of operations. In addition, the process of integrating an acquired company,
business or technology may create unforeseen operating difficulties and expenditures and is risky. The areas where we may face risks include:

 







 • 

Implementation or remediation of controls, procedures and policies at the acquired company.

STYLE="font-size:6px;margin-top:0px;margin-bottom:0px"> 







 • 

Diversion of management time and focus from operating our business to acquisition integration challenges.

STYLE="font-size:6px;margin-top:0px;margin-bottom:0px"> 







 • 

Coordination of sales and marketing functions.

 







 • 

Cultural challenges associated with integrating employees from the acquired company into our organization.

STYLE="font-size:6px;margin-top:0px;margin-bottom:0px"> 







 • 

Retention of employees from the businesses we acquire.

 







 • 

Integration of each company’s accounting, management information, human resource and other administrative systems.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">Foreign acquisitions involve unique risks in addition to those mentioned above, including those related to integration of operations across different
cultures and languages, currency risks and the particular economic, political and regulatory risks associated with specific countries.

 


22






Table of Contents


Future acquisitions or dispositions could also result in dilutive issuances of our equity securities, the
incurrence of debt, contingent liabilities or amortization expenses, or write-offs of goodwill, any of which could harm our financial condition. Future acquisitions may require us to obtain additional equity or debt financing, which may not be
available on favorable terms or at all. Also, the anticipated benefit of many of our acquisitions may not materialize. For example, we have yet to realize significant revenue benefits from our acquisitions of dMarc Broadcasting (Audio Ads), YouTube
or Postini.

This excerpt taken from the GOOG 10-Q filed Nov 7, 2007.

Acquisitions could result in operating difficulties, dilution and other harmful consequences.

We do not have a great deal of experience acquiring companies and the companies we have acquired have typically been small. We frequently evaluate and enter into discussions regarding a wide array of potential strategic transactions. Any of these transactions could be material to our financial condition and results of operations. In addition, the process of integrating an acquired company, business or technology may create unforeseen operating difficulties and expenditures and is risky. The areas where we may face risks include:

 

  •  

Implementation or remediation of controls, procedures and policies at the acquired company.

 

  •  

Diversion of management time and focus from operating our business to acquisition integration challenges.

 

  •  

Coordination of sales and marketing functions.

 

  •  

Cultural challenges associated with integrating employees from the acquired company into our organization.

 

  •  

Retention of employees from the businesses we acquire.

 

  •  

Integration of each company’s accounting, management information, human resource and other administrative systems.

Foreign acquisitions involve unique risks in addition to those mentioned above, including those related to integration of operations across different cultures and languages, currency risks and the particular economic, political and regulatory risks associated with specific countries.

Future acquisitions or dispositions could also result in dilutive issuances of our equity securities, the incurrence of debt, contingent liabilities or amortization expenses, or write-offs of goodwill, any of which could harm our financial condition. Future acquisitions may require us to obtain additional equity or debt financing, which may not be available on favorable terms or at all. Also, the anticipated benefit of many of our acquisitions may not materialize. For example, we have yet to realize significant revenue benefits from our acquisitions of dMarc Broadcasting (Audio Ads) or YouTube.

This excerpt taken from the GOOG 10-Q filed Aug 9, 2007.

Acquisitions could result in operating difficulties, dilution and other harmful consequences.

We do not have a great deal of experience acquiring companies and the companies we have acquired have typically been small. We frequently evaluate and enter into discussions regarding a wide array of potential strategic transactions. Any of these transactions could be material to our financial condition and results of operations. In addition, the process of integrating an acquired company, business or technology may create unforeseen operating difficulties and expenditures and is risky. The areas where we may face risks include:

 

  •  

Implementation or remediation of controls, procedures and policies at the acquired company.

 

34

Table of Contents
  •  

Diversion of management time and focus from operating our business to acquisition integration challenges.

 

  •  

Coordination of sales and marketing functions.

 

  •  

Cultural challenges associated with integrating employees from the acquired company into our organization.

 

  •  

Retention of employees from the businesses we acquire.

 

  •  

Integration of each company’s accounting, management information, human resource and other administrative systems.

Foreign acquisitions involve unique risks in addition to those mentioned above, including those related to integration of operations across different cultures and languages, currency risks and the particular economic, political and regulatory risks associated with specific countries.

Future acquisitions or dispositions could also result in dilutive issuances of our equity securities, the incurrence of debt, contingent liabilities or amortization expenses, or write-offs of goodwill, any of which could harm our financial condition. Future acquisitions may require us to obtain additional equity or debt financing, which may not be available on favorable terms or at all. Also, the anticipated benefit of many of our acquisitions may not materialize. For example, we have yet to realize significant revenue benefits from our acquisitions of dMarc Broadcasting (Audio Ads) or YouTube.

EXCERPTS ON THIS PAGE:

10-Q
May 6, 2009
10-K
Feb 13, 2009
10-Q
Nov 7, 2008
10-Q
Aug 7, 2008
10-Q
May 12, 2008
10-K (2 sections)
Feb 15, 2008
10-Q
Nov 7, 2007
10-Q
Aug 9, 2007

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