Item 8.01 - Other Events.
On
Copies of (i) the Notice of Pendency and Proposed Settlement of Stockholder
Derivative Actions and (ii) the Stipulation of Settlement related to the
Derivative Litigation are filed with this Current Report on Form 8-K, attached
as Exhibit 99.1 and 99.2, respectively, and incorporated herein by reference.
The terms of the proposed settlement are more fully described in the Company's
Current Report on Form 8-K dated
As disclosed on
In
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS:
This Current Report on Form 8-K contains forward-looking statements, including,
but not limited to, statements regarding the Company's plans to review potential
strategic alternatives with the goal of maximizing shareholder value and the
Company's belief that the settlements of the Derivative Litigation and the
Securities Litigation, if approved, have the potential to enable a favorable
strategic transaction by increasing the range and attractiveness of strategic
alternatives that the Company is able to consider, which are based on the
Company's current expectations and inherently involve significant risks and
uncertainties. The Company's actual results and the timing of events could
differ materially from those anticipated in such forward-looking statements as a
result of these risks and uncertainties, including the risk that the respective
courts may not grant final approval of the settlements, and the risk that the
Company may not be successful in identifying one or more strategic alternatives
or ultimately pursuing a strategic alternative that delivers the anticipated
benefits or enhances shareholder value, among other risks and uncertainties. A
further description of the risks and uncertainties relating to the business of
the Company is contained in the Company's most recent annual report on Form 10-K
and the Company's quarterly reports on Form 10-Q, as well as any amendments
thereto reflected in subsequent filings with the
Item 9.01 - Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description Notice of Pendency and Proposed Settlement of Stockholder Derivative 99.1 Actions Stipulation of Settlement for Derivative Litigation datedAugust 22, 2022 (incorporated by reference to Exhibit 99.1 to the Company's Current Report 99.2 on Form 8-K filed onAugust 30, 2022 ) Cover Page Interactive Data File (embedded within the Inline XBRL 104 document)
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