Important factors that may affect the Company's business and operations and that may cause
actual results to differ materially from those in the forward - looking statements include, but are not limited to, operating in a highly competitive industry; changes in the retail landscape or the loss
of key retail customers; the Company's ability to maintain, extend and expand its reputation and brand image; the impacts
of the Company's international operations; the Company's ability to leverage its brand value; the Company's ability to predict, identify and interpret changes in consumer preferences and demand; the Company's ability to drive revenue growth in its key product categories, increase its market
share, or add products; an impairment
of the carrying value
of goodwill or other indefinite - lived intangible assets; volatility in commodity, energy and other input costs; changes in the Company's management team or other key personnel; the Company's ability to realize the anticipated benefits from its cost savings initiatives; changes in relationships with significant customers and suppliers; the execution
of the Company's international expansion strategy; tax law changes or interpretations; legal claims or other regulatory enforcement actions; product recalls or product liability claims; unanticipated business disruptions; the Company's ability to complete or realize the benefits from potential and completed acquisitions, alliances, divestitures or joint ventures; economic and political conditions in the United States and in various other nations in which we operate; the volatility
of capital markets; increased pension, labor and people - related expenses; volatility in the market value
of all or a portion
of the derivatives we use; exchange rate fluctuations; risks associated with information technology and systems, including service interruptions, misappropriation
of data or breaches
of security; the Company's ability to protect intellectual property rights; impacts
of natural events in the locations in which we or the Company's customers, suppliers or regulators operate; the Company's indebtedness and ability to pay such indebtedness; the Company's ownership structure; the impact
of future sales
of its
common stock in the public markets; the Company's ability to continue to pay a regular dividend; changes in laws and regulations; restatements
of the Company's consolidated financial statements; and other factors.
Under the first
of those agreements, we generally will be required to pay to the Continuing LLC Owners approximately 85 %
of the applicable savings, if any, in income tax that we are deemed to realize (using the
actual applicable U.S. federal income tax rate and an assumed combined state and local income tax rate) as a result
of (1) certain tax attributes that are created as a result
of the exchanges
of their LLC Units for
shares of our Class A
common stock, (2) any existing tax attributes associated with their LLC Units the benefit
of which is allocable to us as a result
of the exchanges
of their LLC Units for
shares of our Class A
common stock (including the portion
of Desert Newco's existing tax basis in its assets that is allocable to the LLC Units that are exchanged), (3) tax benefits related to imputed interest and (4) payments under such TRA.