Item 8.01. Other Events.
On
On
Receipt of the CFIUS clearance and
Cautionary Statement Regarding Forward-Looking Statements
This Current Report on Form 8-K contains "forward-looking statements," within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act, which are intended to be covered by the safe harbor created by such sections and other applicable laws. Such forward-looking statements include statements relating to the Company's expectations regarding completion of the Merger and associated timing. These forward-looking statements are based on management's beliefs and assumptions and on information currently available to management. Forward-looking statements include all statements that are not historical facts and may be identified by terms such as "expects," "believes," "plans," or similar expressions and the negatives of those terms. These forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements, expressed or
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implied by the forward-looking statements, including: (a) risks related to the
satisfaction of the conditions to closing the Merger (including the failure to
obtain necessary regulatory approvals) in the anticipated timeframe or at all;
(b) the occurrence of any event, change or other circumstances that could give
rise to the termination of the Merger Agreement; (c) risks related to disruption
of management's attention from the Company's ongoing business operations due to
the Merger; (d) disruption from the Merger making it difficult to maintain
business and operational relationships, including retaining and hiring key
personnel and maintaining relationships with the Company's customers, vendors
and others with whom it does business; (e) significant transaction costs
associated with the Merger; (f) the risk of litigation and/or regulatory actions
related to the Merger; (g) the possibility that general economic conditions, and
conditions and uncertainty caused by the COVID-19 pandemic, could cause
information technology spending to be reduced or purchasing decisions to be
delayed; (h) an increase in insurance claims; (i) an increase in customer
cancellations; (j) the inability to increase sales to existing customers and to
attract new customers; (k) the Company's failure to integrate future acquired
businesses successfully; (l) the timing and success of new product introductions
by the Company or its competitors; (m) changes in the Company's pricing policies
or those of its competitors; (n) developments with respect to legal or
regulatory proceedings; (o) the inability to achieve revenue growth or to enable
margin expansion; (p) changes in the Company's estimates with respect to its
long-term corporate tax rate; and (q) such other risks and uncertainties
described more fully in documents filed with or furnished to the
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