Item 7.01 Regulation FD Disclosure
A press release describing the postponement of the special meeting to approve the Extension Amendment (as defined below) described in Item 8.01 is attached hereto as Exhibit 99.1.
Item 8.01 Other Events
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A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
Additional Information and Where to Find It
The Company urges investors, stockholders and other interested persons to read
the Proxy Statement, as well as other documents filed by the Company with the
No Offer or Solicitation
This press release is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or with respect to the Extension Amendment and shall not constitute an offer to sell or a solicitation of an offer to buy the securities of the Company, nor shall there be any sale of any such securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
Participants in Solicitation
The Company and its directors, executive officers and other members of their management and employees may be deemed to be participants in the solicitation of proxies of the Company's stockholders in connection with the Extension Amendment. Investors and security holders may obtain more detailed information regarding the names, affiliations and interests of the Company's directors and officers in the Proxy Statement, which may be obtained free of charge from the sources indicated above.
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Cautionary Statement Regarding Forward-Looking Statements
This Press Release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements about future financial and operating results, our plans, objectives, expectations and intentions with respect to future operations, products and services; and other statements identified by words such as "will likely result," "are expected to," "will continue," "is anticipated," "estimated," "believe," "intend," "plan," "projection," "outlook" or words of similar meaning. Such forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are difficult to predict and generally beyond our control. Actual results and the timing of events may differ materially from the results anticipated in these forward-looking statements.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. Description 99.1 Press Release datedJanuary 25, 2023 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2
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