821407--3/16/2007--WOLVERINE_TUBE

related topics

{debt, indebtedness, cash}

{cost, operation, labor}

{operation, international, foreign}

{stock, price, operating}

{condition, economic, financial}

{customer, product, revenue}

{acquisition, growth, future}

{stock, price, share}

{cost, regulation, environmental}

{regulation, government, change}

{system, service, information}

{competitive, industry, competition}

{provision, law, control}

{personnel, key, retain}

{property, intellectual, protect}

{control, financial, internal}

{gas, price, oil}

Our ability to complete the recapitalization plan is subject to a number of conditions, some of which are beyond our control. We may need additional financing after completion of our recapitalization plan, which may be unavailable or costly. If we are unable to renew or replace our current liquidity facilities as they expire or if we are unable to refinance the senior notes as they mature, our financial condition and ability to operate our business will be significantly affected. If we are not able to meet the conditions in our receivables sale facility and our secured revolving credit facility, the counterparties to these facilities may restrict our access to available amounts thereunder. If we are unable to comply with the operating and financial covenants contained in the indentures for our outstanding senior notes and in our other liquidity facilities, which impose significant restrictions on our ability to capitalize on business opportunities and take some corporate actions, we could face an acceleration of our debt. Significant debt levels may limit our future ability to obtain additional financing and to pursue business opportunities. Variable interest rates, or other variable liquidity costs, may increase substantially. Changes in payment terms applicable to our commercial customers may cause these customers to move their business to competitors who, because of their greater financial resources, may offer more generous payment terms. Our business is dependent upon the availability and price of raw materials, particularly copper. Significant disruptions in the supply of raw materials or continued periods of historically high copper prices will materially adversely affect our operating results. Costs for energy and other natural resources may adversely affect our profitability. Our customers operate in industries that are subject to cyclical and seasonal demand and that are affected by other global economic and regulatory conditions, which can adversely affect our sales volumes and profitability. We face significant competition in many cases from competitors that have manufacturing and financial resources greater than ours. Increasing competition from Asian competitors who sell both within China and for export to other parts of the world may negatively impact our business and adversely affect our revenue and operating results. The loss of any of our major customers could adversely affect our revenues and financial health. Risks associated with the operation of our manufacturing facilities may have a material adverse effect on our business. We may engage in divestitures that could have a negative impact on our operations and financial results and the availability under certain of our current liquidity facilities. Currency fluctuations may place us at a competitive disadvantage and reduce our revenue. Our international operations expose us to various risks that other companies that are not global may not face. We, and some of our major customers, have unionized employees and could be adversely affected by labor disputes. If we are unable to attract and retain key personnel, our ability to operate effectively may be impaired. We could incur significant costs, including remediation costs, as a result of complying with environmental laws. Our competitive advantage could be reduced if our intellectual property becomes known by our competitors, or if technological changes reduce our customers need for our products. If our internal computer network and applications suffer disruptions or fail to operate as designed, our operations will be disrupted and our business may be harmed. Current U.S. military action and any future armed conflict or terrorist activities may cause the economic conditions in the U.S. or abroad to deteriorate, which could harm our business. We have experienced net losses in recent periods and we may experience net losses in the future. Our decision to close two of our manufacturing plants will result in certain charges and may cause disruption. Our stock price may be volatile. Limited trading volume of our common stock may contribute to its price volatility. Future issuances of our equity securities, or sales of our securities by stockholders in the public market, may cause the price of our common stock to decline or impair our ability to raise capital in the equity markets. Our new preferred stock investors have the ability to exert significant influence over our affairs and may have interests that differ from those of our other stockholders. Provisions in our charter documents, Delaware law and in other agreements, coupled with the preferred stock investors ownership of a significant amount of our voting power, may delay or prevent an acquisition of Wolverine that some stockholders may consider attractive.

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821407--3/16/2007--WOLVERINE_TUBE_INC