3. RISK FACTORS:
Team's Team Agreement. There is also no guarantee that we will obtain the commitment of the
Uncommitted Teams to continue participating in the World Championship beyond 31 December
2012 or that the FIA will agree to enter into the New Concorde Agreement. Accordingly, we cannot
assure you that a New Concorde Agreement will be entered into. This could result in some or all of
the Uncommitted Teams ceasing to participate in the World Championship after 31 December 2012.
If this were to occur, we may attempt to encourage new entrants to the World Championship,
however, there is no assurance we will be able to do this. If such Teams were not replaced, it could
result in fewer competitors in the World Championship as compared to recent seasons which may
impact the perceived entertainment value of Events.
Even if a Team has committed to participate in the World Championship it may be able to
exercise termination rights under its Team Agreement in certain circumstances and withdraw,
including () if the FIA has not offered it the regulatory safeguards; (ji) for certain Teams, the
payments from us are less than that Team's entitlement would be if the New Prize Fund was applied
with reference to a Prize Fund EBITDA equal to US$715 milion (indexed) (subject to certain cure
rights); (ii) for the Longest Standing Team, our financial performance falls below a certain level
following a change of control (subject to certain cure rights); and (jv) we experience certain
insolvency events or we default on our payment obligations. See Part 16 - “Key contracts summary
~ New Concorde Agreement and Team Agreements’. A committed Team may also withdraw from
the World Championship in breach of its Team Agreement. In addition, the Current Concorde
Agreement provides Teams with the right to withdraw from the Championship including if we
become insolvent or we fail to pay to such Team any amount in excess of US$10 million. See Part
~ “Key contracts summary ~ Current Concorde Agreement.” A Team may withdraw because it no
longer has the financial resources to continue, the owner has shifted its priorities or it believes the
economic and other benefits (including publicity) from participating in Formula 1 are inadequate.
Teams may also withdraw from the World Championship following a scandal, such as a race fixing
scandal, of if spotting, technical or other regulations place a significant burden on them, It is also
le that Teams, including the Uncommitted Teams, could form a rival motorsport series. See
“- Rival motor racing events could be established, involving existing Teams or different Teams, that
could lead to fewer Teams and race circuits and diminish the competitive position of Formula 1.”
Such developments may reduce the popularity of Formula 1 which may affect our ability to enter
into or renew our race promotion, broadcasting, advertising, sponsorship or other commercial
agreements which may materially and adversely affect our business, financial condition, results of
operations and prospects.
The FIA is the governing body of Formula 1 as well as all other four wheel motorsports and,
as regulator of the Championship and party to the 100-Year Agreements and the Concorde
Agreements, it may take actions which are not in our interest. We are currently in
discussions with the FIA with respect to the New Concorde Agreement.
ich it is required to
such a way as would not have a prejudicial effect on the ownership, management or
commercial exploitation by the Company of its rights granted by the 100-Year Agreements. The FIA
is also required under the 100-Year Agreements to conduct the Championship in a manner that will
not bring the Company or the Championship into disrepute
Inits capacity as the governing body for Formula 1, the FIA must place safety and other sporting
concems over our commercial interests. As a result, the FIA may take actions with respect to safety
and sporting standards and regulations which conflict with our interests as the commercial rights
holder, including by increasing the cost to Teams of participating in Formula 1, diminishing the
visual spectacle of Events, imposing fines on or excluding Teams, cancelling or delaying an Event,
withholding approval for the staging of an Event, or not approving more than 17 Events in a season,
a new circuit or our proposed season calendar or establishing regulations without the support of the
Teams. As a party to the 100-Year Agreements and the Current Concorde Agreement, the FIA has
certain rights and limitations and the exercise or purported exercise of the FIA’s rights thereunder
may conflict with our interests including with respect to any termination provisions as further
discussed in Part 16-“Key contracts summary’. Any actions taken by the FIA which conflict with our
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