1125914--3/11/2010--OPENTABLE

related topics

{system, service, information}

{product, market, service}

{stock, price, operating}

{acquisition, growth, future}

{property, intellectual, protect}

{condition, economic, financial}

{operation, natural, condition}

{provision, law, control}

{regulation, change, law}

{personnel, key, retain}

{operation, international, foreign}

{stock, price, share}

{capital, credit, financial}

{interest, director, officer}

{control, financial, internal}

Risks Related to Our Business Our limited operating history makes it difficult for us to accurately forecast revenues and appropriately plan our expenses. The impact of worldwide economic conditions, including the resulting effect on consumer spending, may adversely affect our business, operating results and financial condition. We expect a number of factors to cause our operating results to fluctuate on a quarterly and annual basis, which may make it difficult to predict our future performance. Our recent growth rate will likely not be sustainable and a failure to maintain an adequate growth rate will adversely affect our net income and our business. Growth may place significant demands on our management and our infrastructure. If we fail to increase the number of our customers or retain existing customers, our revenues and our business will be harmed. We may be unable to successfully execute our business strategy if we fail to continue to provide our customers with a high-quality customer experience. We may be unsuccessful in expanding our operations internationally, which could harm our business, operating results and financial condition. We face risks associated with currency exchange rate fluctuations. The markets for our solutions in North America may become more competitive, and there can be no certainty that we will maintain our current restaurant customers and diners or attract new restaurants and diners or that our operating margins will not be affected by competition. Rapid technological changes may render our technology obsolete or decrease the attractiveness of our solutions to our customers. Acquisitions could disrupt our business and harm our financial condition and operating results. We rely on our marketing efforts to attract new customers and must do so in a cost-effective manner; otherwise our operations will be harmed. System interruptions that impair access to our website would damage our reputation and brand and substantially harm our business and operating results. We depend on key and highly skilled 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. Failure to adequately protect our intellectual property could substantially harm our business and operating results. Assertions by third parties of infringement by us of their intellectual property rights could result in significant costs and substantially harm our business and operating results. We depend in part on licenses of technologies from third parties in order to deliver our solutions, and, as a result, our business is dependent in part on the availability of such licenses on commercially reasonable terms. Confidentiality agreements with employees and others may not adequately prevent disclosure of trade secrets and other proprietary information. Our failure to protect the confidential information of our customers and our network against security breaches could damage our reputation and brand and substantially harm our business and operating results. We rely on a third-party customer support service provider for the majority of our customer service calls. If this service provider experiences operational difficulties or disruptions, our business could be adversely affected. We outsource a portion of our software development to a third-party service provider located in India. Any interruption in our relationship with this service provider could adversely affect our business. We may require additional capital to respond to business opportunities, challenges, acquisitions or unforeseen circumstances. If such capital is not available to us, our business, operating results and financial condition may be harmed. If we issue additional shares of common stock to raise capital, it may have a dilutive effect on your investment. A further tightening of the credit markets may have an adverse effect on our ability to obtain short-term debt financing. Our business is subject to the risks of earthquakes, fires, floods and other natural catastrophic events and to interruption by man-made problems such as computer viruses or terrorism. Outbreaks of pandemic or contagious diseases, such as H1N1 (swine) flu, avian flu and severe acute respiratory syndrome (SARS), may adversely affect our business, operating results and financial condition. As a public company, we incur significant increased costs which may adversely affect our operating results and financial condition. Risks Related to Our Industry Seasonality may cause fluctuations in our financial results. If use of the Internet, particularly with respect to online restaurant reservations, does not continue to increase as rapidly as we anticipate, our business will be harmed. Government regulation of the Internet is evolving, and unfavorable changes could substantially harm our business and operating results. Risks Related to Owning Our Common Stock Our stock price may be volatile, and the value of an investment in our common stock may decline. Our directors, executive officers and principal stockholders have substantial control over us and could delay or prevent a change in corporate control. If securities or industry analysts publish inaccurate or unfavorable research about our business, our stock price and trading volume could decline. Our management will continue to have broad discretion over the use of the proceeds we received in our initial public offering and might not apply the proceeds in ways that increase the value of your investment. Certain provisions in our charter documents and Delaware law could discourage takeover attempts and lead to management entrenchment.

Full 10-K form ▸

1125914--3/11/2010--OPENTABLE_INC