Item 2.06 Material Impairments.
Since
Item 7.01 Regulation FD Disclosure.
The Company is unable to timely file its Quarterly Report on Form 10-Q for the
quarter ended
In order to address COVID-19 disruptions and their effect on the Company, management is devoting significant time and attention to assessing the existing and future impact of COVID-19 and its related events on the Company's operations, financial position and cash flows, and is developing operational and financial plans to address such matters.
The Company cannot reasonably estimate the severity of COVID-19 or the duration of the related orders that have closed its locations and directed the public to stay at home, but it currently anticipates a material adverse impact on its financial position, results of operations and cash flows during fiscal 2020. As such, the Company's revenues, results of operations and cash flows have been materially adversely impacted, which raises substantial doubt about the Company's ability to continue as a going concern.
To the extent the COVID-19 pandemic adversely affects our business and financial results, it may also have the effect of heightening many of the other risks described in the "Risk Factors" sections of our Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q, such as those risks relating to our high level of indebtedness, our need to generate sufficient cash flows to service our indebtedness and other liabilities, our ability to comply with the covenants contained in the agreements that govern our indebtedness, our ability to attract and retain members in a competitive marketplace during a time when consumer habits in personal fitness are changing rapidly, and our ability to maintain our relationships with our vendors and landlords.
In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K shall not be deemed "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933.
Forward-Looking Statements
Certain statements in this Current Report regarding the Company's future
reporting intentions contain "forward-looking" statements within the meaning of
the Private Securities Litigation Reform Act of 1995. You can identify these
forward-looking statements by the use of words such as "outlook," "believes,"
"expects," "potential," "continues," "may," "will," "should," "seeks,"
"approximately," "predicts," "intends," "plans," "estimates," "anticipates,"
"target," "could," or the negative version of these words or other comparable
words. Such statements are subject to various risks and uncertainties, many of
which are outside our control, including, among others, the duration and
severity of the COVID-19 pandemic, actions that may be taken by governmental
authorities to contain the COVID-19 outbreak or treat its impact, the potential
negative impacts of COVID-19 on the economy in
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