1032067--6/15/2009--MEADE_INSTRUMENTS

related topics

{operation, international, foreign}

{customer, product, revenue}

{property, intellectual, protect}

{acquisition, growth, future}

{condition, economic, financial}

{product, market, service}

{personnel, key, retain}

{control, financial, internal}

{competitive, industry, competition}

{stock, price, share}

{stock, price, operating}

{provision, law, control}

{financial, litigation, operation}

Our business may be negatively impacted as a result of changes in the economy. We have failed to meet applicable Nasdaq Stock Market requirements for continued listing. As a result, our stock could be delisted by the Nasdaq Stock Market. If delisting occurs, it would adversely affect the market liquidity of our common stock and harm our business. We depend on our key personnel and may have difficulty attracting and retaining skilled employees. We rely on independent contract manufacturers and, as a result, we are exposed to potential disruptions in product supply. Our future success depends upon our ability to respond to changing consumer demands and successfully develop and market new products. Our business and the success of our products could be harmed if we are unable to maintain our brand image. We depend upon a relatively small group of customers for a large portion of our sales. Our business could be harmed if we fail to maintain appropriate inventory levels. The disruption, expense and potential liability associated with any litigation against us could have a material adverse effect on our business, results of operations, financial condition and cash flows. We have divested significant portions of our business and are now a less diversified enterprise focused primarily on telescopes. The lack of a diversified business makes us more exposed to volatility in the telescope market, which is highly discretionary in nature and has been contracting. We face intense competition, including competition from companies with significantly greater resources, and, if we are unable to compete effectively with these competitors, our market share may decline and our business could be harmed. We may be unable to successfully execute our growth and profitability strategies. Our international sales and manufacturing operations are subject to the risks of doing business abroad, particularly in China and Mexico, which could affect our ability to sell or manufacture our products in international markets, obtain products from foreign suppliers or control product costs. Our business could be harmed if our contract manufacturers or suppliers violate labor, trade or other laws. Our quarterly revenues and operating results fluctuate as a result of a variety of factors, including seasonal fluctuations in the demand for consumer optics, delivery date delays and potential fluctuations in our annualized tax rate, which may result in volatility of our stock price. Changes in currency exchange rates could affect our revenues and operating results. We may not be able to raise additional funds when needed for our business or to exploit opportunities. Our ability to compete could be jeopardized if we are unable to protect our intellectual property rights or if we are sued for intellectual property infringement. Our trademarks, design patents, utility patents and other intellectual property rights may not be adequately protected outside the United States. We are exposed to potential risks from legislation requiring public companies to evaluate controls under Section 404 of the Sarbanes-Oxley Act of 2002. Our charter and bylaws, as well as applicable corporate laws, could limit the ability of others to take over management control of the Company. We will have the ability to issue preferred stock, which could adversely affect the rights of holders of our common stock.

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1032067--6/15/2009--MEADE_INSTRUMENTS_CORP