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SEC Filings

IHS MARKIT LTD. filed this Form 10-K on 01/18/2019
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product and service cross-selling, a more diversified and expanded product offering, and balance across geographic regions.

We cannot assure you that we will be successful in integrating acquired businesses or other strategic transactions, or that they will perform at the levels we anticipate or achieve the cost or revenue synergies expected. The completion of such transactions may have material unanticipated difficulties, expenses, liabilities, competitive responses, and diversion of management focus and attention, such as:

difficulties or delays in integrating or remediating operations, systems, and technology and maintaining institutional knowledge and procedures;
challenges in conforming standards, controls, procedures, accounting and other policies, business cultures, and compensation structures;
difficulties in attracting and retaining key personnel;
challenges in keeping existing, and developing new, customers and business relationships;
difficulties or delays in achieving anticipated cost savings, synergies, business opportunities, and growth prospects from the transaction;
difficulties in managing the expanded operations of the company;
unanticipated transaction and integration expenses;
disruption of operations;
unexpected regulatory and operating difficulties and expenditures;
contingent liabilities (including contingent tax liabilities) that are larger than expected; and
potential unknown risks and liabilities, adverse consequences and unforeseen increased expenses, including possible adverse tax consequences pursuant to changes in applicable tax laws, regulations, or other administrative guidance.

Many of these factors are outside of our control, and any one of them could result in increased costs, decreased expected revenues, and diversion of management time and energy. The anticipated benefits from an acquisition or other strategic transaction may take longer to realize than expected or may not be realized fully. We may also have difficulty integrating and operating businesses in countries and geographies where we do not currently have a significant presence, and acquisitions of businesses having a significant presence outside of the United States or the United Kingdom will increase our exposure to risks of conducting operations in international markets. Similarly, any divestitures will be accompanied by risks commonly encountered in the sale of businesses. As a result, the failure of acquisitions, dispositions, and other strategic transactions to perform as expected could have a material adverse effect on our business, financial condition, or results of operations. Future acquisitions or dispositions could also result in the incurrence of debt, contingent liabilities or amortization expenses, or write-offs of goodwill and other intangible assets, any of which could harm our financial condition.

We may be subject to antitrust litigation or government investigation in the future, which may result in an award of money damages or force us to change the way we do business.

In the past, certain of our business practices have been investigated by government antitrust or competition agencies, and we have on multiple occasions been sued by private parties for alleged violations of the antitrust and competition laws of various jurisdictions. Following some of these actions, we have changed certain of our business practices to reduce the likelihood of future litigation. Although each of these material prior legal actions has been resolved, there is a risk based upon the leading position of certain of our business operations or the relationships between our customers in using our products and services that we could, in the future, be the target of investigations by government entities or actions by private parties challenging the legality of our business practices. Depending on the outcome of any future claims or investigations, we may be required to change the way we offer particular products or services, which could result in material disruptions to and costs incurred by our business, and we may be subject to substantial fines, penalties, damages or an injunction or other equitable remedies. Future claims or investigations (regardless of outcome) may also affect how parties interact with us, including the manner or type of data provided to us and the manner or type of data products and services purchased from us. Any antitrust or competition-related claim or investigation could be costly for our company in terms of time and expense incurred defending such claims or investigations. Any of the above impacts, individually or together, could have a material adverse effect on our business, financial condition or results of operations.

Our indebtedness could adversely affect our business, financial condition, and results of operations.

Our indebtedness could have significant consequences on our future operations, including:

making it more difficult for us to satisfy our indebtedness obligations and our other ongoing business obligations, which may result in defaults;