886035--2/29/2008--GENERAL_CABLE_CORP

related topics

{debt, indebtedness, cash}

{stock, price, share}

{regulation, change, law}

{acquisition, growth, future}

{capital, credit, financial}

{product, market, service}

{cost, operation, labor}

{cost, regulation, environmental}

{customer, product, revenue}

{tax, income, asset}

{control, financial, internal}

{financial, litigation, operation}

{operation, natural, condition}

{cost, contract, operation}

{operation, international, foreign}

{personnel, key, retain}

{competitive, industry, competition}

The markets for our products are highly competitive, and if we fail to invest in product development, productivity improvements and customer service and support, sales of our products could be adversely affected. Our business is subject to the economic, political and other risks of maintaining facilities and selling products in foreign countries. Compliance with foreign and U.S. laws and regulations applicable to our international operations, including the FCPA, is difficult and may increase the cost of doing business in international jurisdictions. Volatility in the price of copper and other raw materials, as well as fuel and energy, could adversely affect our businesses. Interruptions of supplies from our key suppliers may affect our results of operations and financial performance. Failure to negotiate extensions of our labor agreements as they expire may result in a disruption of our operations. Our inability to continue to achieve productivity improvements may result in increased costs. Changes in industry standards and regulatory requirements may adversely affect our business. Advancing technologies, such as fiber optic and wireless technologies, may continue to make some of our products less competitive. We are substantially dependent upon distributors and retailers for non-exclusive sales of our products and they could cease purchasing our products at any time. In each of our markets, we face pricing pressures that could adversely affect our results of operations and financial performance. If either our uncommitted accounts payable confirming arrangement or our accounts receivable financing arrangement for our European operations is cancelled, our liquidity will be negatively impacted. As a result of market and industry conditions, we may need to close additional plants and reduce our recorded inventory values, which would result in charges against income. We are subject to certain asbestos litigation and unexpected judgments or settlements that could have a material adverse effect on our financial results. Environmental liabilities could potentially adversely impact us and our affiliates. Growth through acquisition has been a significant part of our strategy and we may not be able to successfully identify or integrate acquisitions. We may be unable to successfully integrate the PDIC businesses we acquired into our business and operations and thus, we may not achieve the benefits sought from this acquisition. We have assumed substantially all of the liabilities of the PDIC operations, which may expose us to additional risks and uncertainties that we would not face if the acquisition had not occurred. Terrorist attacks and other attacks or acts of war may adversely affect the markets in which we operate and our profitability. If we fail to retain our key employees, our business may be harmed. As of December 31, 2006, we had material weaknesses in our internal control over financial reporting, therefore our disclosure controls and procedures were deemed ineffective. Declining returns in the investment portfolio of our defined benefit pension plans and changes in actuarial assumptions could increase the volatility in our pension expense and require us to increase cash contributions to the plans. An ownership change could result in a limitation of the use of our net operating losses. Risks Related to Our Debt Our substantial indebtedness could adversely affect our business and financial condition. The agreements that govern our indebtedness contain various covenants that limit our discretion in the operation of our business. Failure to comply with covenants and other provisions in our existing or future financing arrangements could result in cross-defaults under some of our financing arrangements, which cross-defaults could jeopardize our ability to satisfy our obligations. Our ability to pay principal and interest on outstanding indebtedness depends upon our receipt of dividends or other intercompany transfers from our subsidiaries, and claims of creditors of our subsidiaries that do not guarantee our indebtedness will have priority over claims you may have as for our guaranteed indebtedness with respect to the assets and earnings of those subsidiaries. A downgrade in our financial strength or credit ratings could limit our ability to conduct our business or offer and sell additional debt securities, and could hurt our relationships with creditors. The current accounting treatment applicable to our convertible notes may be rescinded. Risks Related to Our Securities Our stock has been and continues to be volatile, and our ability to pay dividends on our common stock is limited. Future issuances of shares of our common stock may depress its market price. Our convertible note hedge and warrant transactions may affect the trading price of our common stock.

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886035--2/29/2008--GENERAL_CABLE_CORP_/DE/