Item 7.01. Regulation FD Disclosure.
On
In connection with the Offering, the Company is furnishing under this Item 7.01 the information included in Exhibit 99.2 hereto, which is incorporated herein by reference. The information included in Exhibit 99.2 is excerpted from information being delivered to potential investors in connection with the Offering and is provided in this Item 7.01 to satisfy the Company's public disclosure requirements under Regulation FD.
The information contained in this Item 7.01, including Exhibit 99.1 and Exhibit
99.2, does not constitute an offer to sell, or a solicitation of an offer to
buy, any of the Notes in the Offering or any other securities of Company, and
none of such information shall constitute an offer, solicitation or sale of
securities in any state in which the offer, solicitation or sale would be
unlawful prior to the registration or qualification under the securities laws of
any such state. The Notes have not been registered under the Securities Act or
any state securities law and may not be offered or sold in
The information in this Item 7.01, including Exhibits 99.1 and 99.2, shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liability of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, regardless of the general incorporation language of such filing, except as shall be expressly set forth by specific reference in such filing.
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements that are based on our management's beliefs and assumptions and on information currently available to our management. Forward-looking statements include information concerning our projected future results of operations, business strategies, and industry and regulatory environment. Forward-looking statements include statements that are not historical facts and can be identified by terms such as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "plan," "potential," "predict," "project," "seek," "should," "will," "would" or similar expressions and the negatives of those terms.
Our actual results and the timing of events could materially differ from those
anticipated in such forward-looking statements as a result of certain risks and
uncertainties including those described in more detail in the Company's most
recent Annual Report on Form 10-K and other documents on file with the
Except as required by law, we assume no obligation to update these forward-looking statements, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future.
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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description 99.1 Press Release, datedNovember 29, 2021 , issued byArray Technologies, Inc. (furnished solely for purposes of Item 7.01 of this Form 8-K). 99.2 Excerpt from Preliminary Offering Memorandum (furnished solely for purposes of Item 7.01 of this Form 8-K). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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