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Wiki Wiki Summary
Material adverse change In the fields of mergers and acquisitions and corporate finance, a material adverse change (abbreviated MAC), material adverse event (MAE), or material adverse effect (also MAE) is a change in circumstances that significantly reduces the value of a company. A contract to acquire, invest in, or lend money to a company often contains a term that allows the acquirer, investor, or lender to cancel the transaction if a material adverse change occurs.
Adverse party An adverse party is an opposing party in a lawsuit under an adversary system of law. In general, an adverse party is a party against whom judgment is sought or "a party interested in sustaining a judgment or decree." For example, the adverse party for a defendant is the plaintiff.
Hostile witness A hostile witness, also known as an adverse witness or an unfavorable witness, is a witness at trial whose testimony on direct examination is either openly antagonistic or appears to be contrary to the legal position of the party who called the witness. This concept is used in the legal proceedings in the United States, and analogues of it exist in other legal systems in Western countries.
Financial statement Financial statements (or financial reports) are formal records of the financial activities and position of a business, person, or other entity.\nRelevant financial information is presented in a structured manner and in a form which is easy to understand.
Financial law Financial law is the law and regulation of the insurance, derivatives, commercial banking, capital markets and investment management sectors. Understanding Financial law is crucial to appreciating the creation and formation of banking and financial regulation, as well as the legal framework for finance generally.
Operation Mincemeat Operation Mincemeat was a successful British deception operation of the Second World War to disguise the 1943 Allied invasion of Sicily. Two members of British intelligence obtained the body of Glyndwr Michael, a tramp who died from eating rat poison, dressed him as an officer of the Royal Marines and placed personal items on him identifying him as the fictitious Captain (Acting Major) William Martin.
Special Activities Center The Special Activities Center (SAC) is a division of the Central Intelligence Agency responsible for covert operations and paramilitary operations. The unit was named Special Activities Division (SAD) prior to 2015.
Operation (mathematics) In mathematics, an operation is a function which takes zero or more input values (called operands) to a well-defined output value. The number of operands (also known as arguments) is the arity of the operation.
Nervous Conditions Nervous Conditions is a novel by Zimbabwean author Tsitsi Dangarembga, first published in the United Kingdom in 1988. It was the first book published by a black woman from Zimbabwe in English.
Standard temperature and pressure Standard temperature and pressure (STP) are standard sets of conditions for experimental measurements to be established to allow comparisons to be made between different sets of data. The most used standards are those of the International Union of Pure and Applied Chemistry (IUPAC) and the National Institute of Standards and Technology (NIST), although these are not universally accepted standards.
Conditions (album) Conditions is the debut studio album by Australian rock band The Temper Trap, released in Australia through Liberation Music on 19 June 2009. It was later released in the United Kingdom on 10 August 2009.
Karush–Kuhn–Tucker conditions In mathematical optimization, the Karush–Kuhn–Tucker (KKT) conditions, also known as the Kuhn–Tucker conditions, are first derivative tests (sometimes called first-order necessary conditions) for a solution in nonlinear programming to be optimal, provided that some regularity conditions are satisfied.\nAllowing inequality constraints, the KKT approach to nonlinear programming generalizes the method of Lagrange multipliers, which allows only equality constraints.
Societal marketing Societal responsibility of \nmarketing is a marketing concept that holds that a company should make marketing decisions not only by considering consumers' wants, the company's requirements, but also society's long-term interests.\nThe societal marketing concept holds that the organization's task is to determine the needs, wants, and interests of a target market and to deliver the desired satisfactions more effectively and efficiently than competitors in a way that preserves or enhances the well-being of both the individual consumer and society in general.
Plastic pollution Plastic pollution is the accumulation of plastic objects and particles (e.g. plastic bottles, bags and microbeads) in the Earth's environment that adversely affects humans, wildlife and their habitat.
Northeast blackout of 2003 The Northeast blackout of 2003 was a widespread power outage throughout parts of the Northeastern and Midwestern United States, and most parts of the Canadian province of Ontario on Thursday, August 14, 2003, beginning just after 4:10 p.m. EDT.Most places restored power by midnight (within 7 hours), some as early as 6 p.m.
Amazon (company) Amazon.com, Inc. ( AM-ə-zon) is an American multinational technology company which focuses on e-commerce, cloud computing, digital streaming, and artificial intelligence.
Sarbanes–Oxley Act The Sarbanes–Oxley Act of 2002 is a United States federal law that mandates certain practices in financial record keeping and reporting for corporations.\nThe act, (Pub.L. 107–204 (text) (PDF), 116 Stat.
Company A company, abbreviated as co., is a legal entity representing an association of people, whether natural, legal or a mixture of both, with a specific objective. Company members share a common purpose and unite to achieve specific, declared goals.
The Walt Disney Company The Walt Disney Company, commonly known as Disney (), is an American multinational mass media and entertainment conglomerate headquartered at the Walt Disney Studios complex in Burbank, California.\nDisney was originally founded on October 16, 1923, by brothers Walt and Roy O. Disney as the Disney Brothers Cartoon Studio; it also operated under the names the Walt Disney Studio and Walt Disney Productions before changing its name to the Walt Disney Company in 1986.
The Longaberger Company The Longaberger Company is an American manufacturer and distributor of handcrafted maple wood baskets and other home and lifestyle products. The company opened in 1973, was acquired in 2013 by CVSL, Inc., and closed in 2018.
Competitor analysis Competitive analysis in marketing and strategic management is an assessment of the strengths and weaknesses of current and potential competitors. This analysis provides both an offensive and defensive strategic context to identify opportunities and threats.
Sport of athletics Athletics is a group of sporting events that involves competitive running, jumping, throwing, and walking. The most common types of athletics competitions are track and field, road running, cross country running, and racewalking.
List of Dancing with the Stars (American TV series) competitors Dancing with the Stars is an American reality television show in which celebrity contestants and professional dance partners compete to be the best dancers, as determined by the show's judges and public voting. The series first broadcast in 2005, and thirty complete seasons have aired on ABC. During each season, competitors are progressively eliminated on the basis of public voting and scores received from the judges until only a few contestants remain.
Wholesaling Wholesaling or distributing is the sale of goods or merchandise to retailers; to industrial, commercial, institutional or other professional business users; or to other wholesalers (wholesale businesses) and related subordinated services. In general, it is the sale of goods in bulk to anyone, either a person or an organization, other than the end consumer of that merchandise.
Associated Wholesalers Associated Wholesalers, Inc. was a retailers' cooperative based in Robesonia, Pennsylvania.
Association of Newspaper and Magazine Wholesalers The Association of Newspaper and Magazine Wholesalers (ANMW) is a trade association that represents the interests of newspaper & magazine wholesalers across the United Kingdom. It is currently based in Reading, Berkshire.
Loblaw Companies Loblaw Companies Limited is a Canadian retailer encompassing corporate and franchise supermarkets operating under 22 regional and market-segment banners (including Loblaws), as well as pharmacies, banking and apparel. Loblaw operates a private label program that includes grocery and household items, clothing, baby products, pharmaceuticals, cellular phones, general merchandise and financial services.
Quality Distributors Quality Distributors FC are a professional association football (soccer) club in Guam. They play in the Guam Soccer League.
Chief executive officer A chief executive officer (CEO), chief administrator officer (CAO), central executive officer (CEO), or just chief executive (CE), is one of a number of corporate executives charged with the management of an organization – especially an independent legal entity such as a company or nonprofit institution. CEOs find roles in a range of organizations, including public and private corporations, non-profit organizations and even some government organizations (notably state-owned enterprises).
United States European Command The United States European Command (EUCOM) is one of the eleven unified combatant commands of the United States military, headquartered in Stuttgart, Germany. Its area of focus covers 21,000,000 square miles (54,000,000 km2) and 51 countries and territories, including Europe, Russia, and Greenland.
United States Special Operations Command The United States Special Operations Command (USSOCOM or SOCOM) is the unified combatant command charged with overseeing the various special operations component commands of the Army, Marine Corps, Navy, and Air Force of the United States Armed Forces. The command is part of the Department of Defense and is the only unified combatant command created by an Act of Congress.
Find first set In computer software and hardware, find first set (ffs) or find first one is a bit operation that, given an unsigned machine word, designates the index or position of the least significant bit set to one in the word counting from the least significant bit position. A nearly equivalent operation is count trailing zeros (ctz) or number of trailing zeros (ntz), which counts the number of zero bits following the least significant one bit.
Dominican Republic The Dominican Republic ( də-MIN-ik-ən; Spanish: República Dominicana, pronounced [reˈpuβlika ðominiˈkana] (listen)) is a country located on the island of Hispaniola in the Greater Antilles archipelago of the Caribbean region. It occupies the eastern five-eighths of the island, which it shares with Haiti, making Hispaniola one of only two Caribbean islands, along with Saint Martin, that is shared by two sovereign states.
People of the Dominican Republic Dominicans (Spanish: Dominicanos) are the citizens of Dominican Republic and their descendants in the diaspora. Dominican is historically the name for the inhabitants of the Captaincy General of Santo Domingo, the site of the first Spanish settlement in the Western Hemisphere.
Dominican Civil War The Dominican Civil War (Spanish: Guerra Civil Dominicana), also known as the April Revolution (Spanish: Revolución de Abril), took place between April 24, 1965, and September 3, 1965, in Santo Domingo, Dominican Republic. It started when civilian and military supporters of the overthrown democratically-elected president Juan Bosch ousted the militarily-installed president Donald Reid Cabral from office.
Dominican Order The Order of Preachers, also known as the Dominicans (Latin: Ordo Praedicatorum; abbreviated OP), is an order of the Catholic Church founded in Toulouse, France, by the Spanish priest Saint Dominic. It was approved by Pope Honorius III via the papal bull Religiosam vitam on 22 December 1216.
Dominican Americans Dominican Americans (Spanish: domínico-americanos, estadounidenses dominicanos) are Americans who trace their ancestry to the Dominican Republic. The word may refer to someone born in the United States of Dominican descent or to someone who has migrated to the United States from the Dominican Republic.
Risk Factors
NAPCO SECURITY SYSTEMS INC ITEM 1A RISK FACTORS The risks described below are among those that could materially and adversely affect the Companyapstas business, financial condition or results of operations
These risks could cause actual results to differ materially from historical experience and from results predicted by any forward-looking statements related to conditions or events that may occur in the future
Our Business Could Be Materially Adversely Affected as a Result of General Economic and Market Conditions We are subject to the effects of general economic and market conditions
If these conditions deteriorate, our business, results of operations or financial condition could be materially adversely affected
Our Business Could Be Materially Adversely Affected as a Result of Lessening Demand in the Security Market Our revenue and profitability depend on the overall demand for our products
Delays or reductions in spending, domestically or internationally, for electronic security systems could materially adversely affect demand for our products, which could result in decreased revenues or earnings
The Markets We Serve Are Highly Competitive and We May Be Unable to Compete Effectively We compete with approximately 20 other companies that manufacture and market security equipment to distributors, dealers, control stations and original equipment manufacturers
Some of these companies may have substantially greater financial and other resources, than the Company
The Company competes primarily on the basis of the features, quality, reliability and pricing of, and the incorporation of the latest innovative and technological advances into, its products
The Company also competes by offering technical support services to its customers
In addition, the Company competes on the basis of its expertise, its proven products, its reputation and its ability to provide products to customers on a timely basis
The inability of the Company to compete with respect to any one or more of the aforementioned factors could have an adverse impact on the Companyapstas business
Competitors May Develop New Technologies or Products in Advance of Us Our business may be materially adversely affected by the announcement or introduction of new products and services by our competitors, and the implementation of effective marketing or sales strategies by our competitors
There can be no assurance that competitors will not develop products that are superior to the Companyapstas products
Further, there can be no assurance that the Company will not experience additional price competition, and that such competition may not adversely affect the Companyapstas position and results of operations
The Companyapstas Products are Subject to Technological Changes from Time to Time, Which may Result in Increased Research and Developments Expenditures to Attract or Retain Customers The industry in which the Company operates is characterized by constantly improved products
Future success will depend, in part, on our ability to continue to develop and market products and product enhancements cost-effectively, which will require continued expenditures for product engineering, sales and marketing
The Companyapstas research and development expenditures, which were dlra5cmam109cmam000 and dlra4cmam865cmam000 for 2006 and 2005, respectively, are principally targeted at enhancing existing products, and to a lesser extent at developing new ones
If the Company cannot modify its products to meet its customers &apos changing needs, we may lose sales
We distribute our products primarily through independent distributors and wholesalers of security alarm and security hardware equipment
Our distributors and wholesalers also sell our competitors &apos products, and if they favor our competitors &apos products for any reason, they may fail to market our products as effectively or to devote resources necessary to provide effective sales, which would cause our results to suffer
In addition, the financial health of these distributors and wholesalers and our continuing relationships with them are important to our success
Some of these distributors and wholesalers may be unable to withstand adverse changes in business conditions
Our business could be seriously harmed if the financial condition of some of these distributors and wholesalers substantially weakens
Members of Management and Certain Directors Beneficially Own a Substantial Portion of the Companyapstas Common Stock and May Be in a Position to Determine the Outcome of Corporate Elections Richard L Soloway, our Chief Executive Officer, members of management and the Board of Directors beneficially own 29prca of the currently outstanding shares of Common Stock
By virtue of such ownership and their positions with Napco, they may have the practical ability to determine the election of all directors and control the outcome of substantially all matters submitted to Napcoapstas stockholders
In addition, Napco has a staggered Board of Directors
Such concentration of ownership and the staggered Board could have the effect of making it more difficult for a third party to acquire, or discourage a third party from seeking to acquire, control of Napco
We Are Dependent Upon the Efforts of Richard L Soloway, Our Chief Executive Officer The success of the Company is largely dependent on the efforts of Richard L Soloway, Chief Executive Officer
The loss of his services could have a material adverse effect on the Companyapstas business and prospects
There is currently no succession plan
Our Business Could Be Materially Adversely Affected by an Increase in the Exchange Rate of the Dominican Peso We are exposed to foreign currency risks due to our significant operations in the Dominican Republic
We have significant operations in the Dominican Republic which are denominated in Dominican pesos
We are subject to the risk that currency exchange rates between the United States and the Dominican Republic will fluctuate, potentially resulting in an increase in some of our expenses when US dollars are transferred to Dominican pesos to pay these expenses