Financial Position - As of December 31, 2022, the amount of goodwill and intangible assets on the consolidated balance sheets was approximately $87.7 million, up from $51.9 million as of December 31, 2021[107]. - The company had cash, cash equivalents, short- and long-term bank deposits, and marketable securities totaling $432.0 million as of December 31, 2022, compared to $465.8 million as of December 31, 2021[112]. - For the years ended December 31, 2022 and 2021, the company reported net financial income of $8.1 million and $4.4 million, respectively, primarily derived from the value of its investments[114]. - If all changes in the fair values of investments were reported as income, the net loss would have increased by $4.4 million in 2022 and net income would have decreased by $0.5 million in 2021[116]. - The lowest closing price of the company's shares in 2022 was $17.42, while the highest was $41.67, indicating significant price volatility[133]. Regulatory and Compliance Risks - The company is subject to evolving laws and regulations, particularly in data privacy and cybersecurity, which may require significant resource investment for compliance[100]. - Changes in tax laws, particularly those affecting international business activities, could materially impact the company's financial position and results of operations[111]. - The company must comply with evolving ESG regulations, which could increase costs and impact reputation if not managed effectively[128]. - The company does not believe it should be classified as a Passive Foreign Investment Company (PFIC) for the taxable year ended December 31, 2022, but acknowledges the risk of IRS challenges[136]. - U.S. shareholders owning at least 10% of the company's ordinary shares may face adverse U.S. federal income tax consequences, including reporting obligations related to Controlled Foreign Corporations (CFCs)[137]. Market and Operational Risks - The company may face significant costs or liability claims due to undetected defects or errors in its products, which could impair market acceptance[95]. - The company has engaged in foreign currency hedging transactions since 2022, but not all potential exposure is covered, and there is no assurance that these transactions will materially reduce the impact of currency fluctuations[94]. - The company’s investment strategy focuses on maintaining a conservative approach, primarily investing in securities rated A- or higher, but remains subject to market fluctuations[112]. - The investment portfolio includes a significant amount of interest rate-sensitive instruments, such as bonds, which may be adversely affected by changes in interest rates[115]. - The company’s reliance on government and corporate bonds may expose it to credit risk, particularly in times of financial market turmoil[116]. - The company’s business may be adversely affected by sanctions related to the ongoing conflict in Ukraine, impacting revenue recognition and new business opportunities[126]. - Climate change poses long-term operational risks, including supply chain disruptions and increased compliance costs due to evolving regulations[127]. Shareholder and Governance Issues - The concentration of ownership among key shareholders may delay or prevent unsolicited acquisitions, potentially affecting share price[130]. - Shareholder rights and responsibilities are governed by Israeli law, which may differ from those of U.S. companies, including duties of good faith and fairness[154]. Intellectual Property and Technology Risks - The company has registered patents and trademarks to protect its proprietary technology, but may still face risks related to infringement by third parties[96]. - The company has invested significant capital in information systems to support operations, which are vulnerable to cyber-attacks and could disrupt business[118]. International Operations and Challenges - The company is subject to risks related to political, economic, and military instability in Israel, which could adversely affect its operations and financial results[140]. - The company has benefited from certain government programs and tax benefits in Israel, which require compliance with specific conditions to avoid increased taxes and decreased net profit[147]. - The company has received grants from the Israeli Innovation Authority, which impose restrictions on manufacturing and technology transfer outside of Israel[148]. - The company faces challenges in enforcing U.S. judgments and asserting U.S. securities law claims in Israel due to its incorporation and operational base in Israel[150].
Radware(RDWR) - 2022 Q4 - Annual Report