ORBCOMM INC. Item 8.01. Other Events.
On
A copy of the Company's press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and incorporated herein by reference.
Forward-Looking Statements
Certain statements discussed in this press release constitute forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995. These forward-looking statements generally relate to our plans, objectives
and expectations for future events and include statements about our
expectations, beliefs, plans, objectives, intentions, assumptions and other
statements that are not historical facts. Such forward-looking statements,
including those concerning the Company's expectations, are subject to known and
unknown risks and uncertainties, which could cause actual results to differ
materially from the results, projected, expected or implied by the
forward-looking statements, some of which are beyond the Company's control, that
may cause the Company's actual results, performance or achievements, or industry
results, to be materially different from any future results, performance or
achievements expressed or implied by such forward-looking statements. Among
others, the following uncertainties and other factors could cause actual results
to differ from those set forth in the forward-looking statements: (i) the risk
that the transaction may not be consummated in a timely manner, if at all;
(ii) the risk that the transaction may not be consummated as a result of buyer's
failure to comply with its covenants and that, in certain circumstances, the
Company may not be entitled to a termination fee; (iii) the risk that the
definitive merger agreement may be terminated in circumstances that require the
Company to pay a termination fee; (iv) risks related to the diversion of
management's attention from the Company's ongoing business operations; (v) risks
regarding the failure of the buyer to obtain the necessary financing to complete
the transaction; (vi) the effect of the announcement of the transaction on the
Company's business relationships (including, without limitation, customers),
operating results and business generally; and (vii) risks related to obtaining
the requisite consents to the transaction, including, without limitation, the
timing (including possible delays) and receipt of regulatory approvals from
governmental entities (including any conditions, limitations or restrictions
placed on these approvals) and the risk that one or more governmental entities
may deny approval. In addition, specific consideration should be given to
various factors described in Part I, Item 1A. "Risk Factors" and Part II, Item
7. "Management's Discussion and Analysis of Financial Condition and Results of
Operations," and elsewhere in our Annual Report on Form 10-K, and other
documents, on file with the
Additional Information and Where to Find It
In connection with the proposed transaction between the Company and
Participants in the Solicitation
The Company and certain of its directors, executive officers and employees may
be considered to be participants in the solicitation of proxies from the
Company's stockholders in connection with the proposed transaction. Information
regarding the persons who may, under the rules of the
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and executive officers in the Company's proxy statement for its 2021 Annual
Meeting of Stockholders, which was filed with the
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description 99.1 Press Release ofORBCOMM Inc. datedMay 10, 2021 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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