1268984--3/14/2007--REDDY_ICE_HOLDINGS

related topics

{stock, price, share}

{debt, indebtedness, cash}

{cost, regulation, environmental}

{tax, income, asset}

{operation, natural, condition}

{stock, price, operating}

{provision, law, control}

{product, market, service}

{personnel, key, retain}

{property, intellectual, protect}

{acquisition, growth, future}

Risks Relating to Our Dividend Policy The payment of dividends is at the sole discretion of our board of directors and the reduction or elimination of dividends would negatively affect the market price of our common stock. Even if our board of directors desires to declare and pay dividends, we might not have cash in the future to pay dividends in the intended amounts or at all. If our estimates relating to dividends payable in the future change, you may not receive the amount of dividends you expected. Our ability to pay dividends will be restricted by agreements governing our debt, including our credit facilities and the indenture governing our senior discount notes and by Delaware law. Our dividend policy may limit our ability to pursue growth opportunities, which may harm our competitive position and cause the market price of our common stock to decline. Risks Relating to Our Business We have a substantial amount of indebtedness, which may reduce our cash flow and impede our ability to pay dividends on our common stock, remain in compliance with debt covenants, make payments on our indebtedness and operate our business. We could incur more indebtedness, which may increase the risks associated with our substantial leverage, including our ability to service our indebtedness and pay dividends on our common stock. The terms of our credit facilities and the indenture governing our senior discount notes may restrict our current and future operations, particularly our ability to respond to changes in our business or to take certain actions. The seasonal nature of the ice business results in losses and lower margins in the first and fourth quarters of the year. Weather conditions and weather events can decrease our sales or increase our expenses. Our failure to successfully compete in our markets, retain existing customers and obtain new customers could limit our prospects and cause us to lose market share. Increases in the prices of electricity, certain raw materials, fuel, insurance and other required expenses could, if we cannot pass those price increases along to our customers, have an adverse effect on our results of operations. Our acquisitions may not be successfully integrated and could cause unexpected financial or operational difficulties. We could incur substantial costs as a result of violations of or liabilities under environmental laws. Our business could be disrupted or we could incur substantial costs because of government laws and regulations. If we are unable to retain senior executives and attract and retain other qualified employees, our business might be adversely affected. Accidents involving our products and equipment could expose us to increased costs as a result of product liability claims. We may lose customers business to competitors as a result of our limited intellectual property protection, including on The Ice Factory . Limitations on our ability to utilize our tax assets before they expire may negatively affect financial results and the ability to pay dividends. Any significant reduction in goodwill and other intangible assets would have an adverse effect on the value of our business. Risks Relating to Our Common Stock The market for our common stock may be volatile, which could cause the value of your investment to decrease. Limited trading volume of our common stock may contribute to its price volatility. If our share price is volatile, we may be the target of securities litigation, which is costly and time-consuming to defend. We are a holding company with no operations, and unless we receive dividends, distributions, advances, transfers of funds or other payments from our subsidiary, we will be unable to pay dividends on our common stock and meet our debt service and other obligations. Provisions of our charter documents and the DGCL may inhibit a takeover, which could negatively affect our stock price.

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1268984--3/14/2007--REDDY_ICE_HOLDINGS_INC