(including this offering) or debt (including, following the date the Proposed Amendments become operative and subject to certain conditions, additional Senior Notes, as described in
Prospectus Supplement SummaryRecent DevelopmentsModifications to our Senior Notes). Our ability to raise additional capital may be significantly affected by general market conditions, the market price of our ordinary shares,
our financial condition, uncertainty about the future commercial success of MosaiQ, regulatory developments, the status and scope of our intellectual property, any ongoing litigation, our compliance with applicable laws and regulation and other
factors, many of which are outside our control. Furthermore, the indenture governing our Senior Notes contains limitations on our ability to incur debt and issue preferred and/or disqualified stock. Accordingly, we cannot be certain that we will be
able to obtain additional financing on favorable terms or at all. If we are unable to obtain needed financing on acceptable terms, or otherwise, we may not be able to implement our business plan, which could have a material adverse effect on our
business, financial condition and results of operations, and result in a decline in the trading price of our ordinary shares. Any additional equity financings we pursue could result in additional dilution to our then existing shareholders. In
addition, we may enter into additional financings that restrict our operations or adversely affect our ability to operate our business and, if we issue equity, debt or other securities to raise additional capital or restructure or refinance our
existing indebtedness, the new equity, debt or other securities may have rights, preferences and privileges senior to those of our existing shareholders.
We
have never paid cash dividends and do not intend to pay cash dividends on our ordinary shares in the foreseeable future.
We have never paid dividends on
ordinary shares and do not anticipate paying any cash dividends on our ordinary shares in the foreseeable future. In addition, the indenture governing our Senior Notes contains covenants that limit our ability to pay dividends on our ordinary
shares. Under Jersey, Channel Islands law, any payment of dividends would be subject to relevant legislation and our Amended Articles of Association provide that all dividends must be approved by our Board of Directors and, in some cases, our
shareholders, and may only be paid from our distributable profits available for the purpose, determined on an unconsolidated basis.
Risks Related to Government
Regulation
Recent global economic and political conditions could result in significant changes to legislation, government policies, rules and
regulations, which may have a material adverse effect on our business.
The impact of recent political and economic developments in the United States, the
United Kingdom and Europe, including the election of Mr. Donald Trump as president of the United States and the referendum in the United Kingdom in which voters approved an exit from the European Union, commonly referred to as
Brexit, are uncertain. These political and economic developments could result in changes to legislation or reformation of government policies, rules and regulations pertaining to the U.S. healthcare system, tax and trade. Such changes
could have a significant impact on our business by increasing the cost of doing business, affecting our ability to sell our products and negatively impacting our profitability.
Efforts to repeal and replace the U.S. Patient Protection and Affordable Care Act, or the PPACA, have been ongoing since the 2016 election, but it is unclear if these
efforts will be successful. Since January 2017, President Trump has signed two Executive Orders to delay, circumvent or loosen the implementation of certain requirements mandated by the PPACA or otherwise circumvent some of the requirements for
health insurance mandated by the PPACA.
In addition, as part of the December 2017 Tax Cuts and Jobs Act, the individual mandate, which required
individuals to purchase insurance, was repealed. The PPACA significantly impacts the pharmaceutical and medical device industries and clinical laboratories, and the repeal, replacement or modification of the PPACA, or other legislative or regulatory
actions, could meaningfully further change the way healthcare services are delivered and may materially impact aspects of our business. We cannot predict whether future healthcare initiatives will be implemented at the federal or state level or in
countries outside of the United States in which we may do business, or the effect any future legislation or regulation will have on us.
Our conventional reagent
products are manufactured in Scotland and our MosaiQ instruments and Microarrays will be manufactured in Germany and Switzerland, respectively. There have been public announcements by members of the U.S. Congress, President Trump and his
administration regarding the possible implementation of a border tax,
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