Item 7.01 Regulation FD Disclosure.
On January 7, 2021, Verint Systems Inc. ("Verint" or the "Company") issued a
press release announcing the timing for the virtual investor days and management
roadshows to be hosted by Verint and Cognyte Software Ltd. ("Cognyte"),
currently a wholly owned subsidiary of Verint, in advance of the planned
spin-off of Cognyte. A copy of the press release is attached as Exhibit 99.1
hereto and is incorporated by reference in its entirety into this Item 7.01.
Cautions About Forward-Looking Statements
This report contains forward-looking statements, including statements regarding
the expected spin-off. These forward-looking statements are not guarantees of
future performance and they are based on management's expectations that involve
a number of known and unknown risks, uncertainties, assumptions, and other
important factors, any of which could cause the Company's actual results or
conditions to differ materially from those expressed in or implied by the
forward-looking statements. Some of the factors that could cause actual results
or conditions to differ materially from current expectations include, among
others, the Company's ability to successfully complete the planned spin-off of
our Cyber Intelligence Solutions business, including the possibility that the
spin-off transaction may not be completed in the expected timeframe or at all,
that it will not achieve the benefits anticipated, or that it may negatively
impact the Company's operations or stock price, including as a result of
management distraction from the Company's business. The Company assumes no
obligation to revise or update any forward-looking statement, except as
otherwise required by law. For a detailed discussion of these risk factors, see
the Company's Annual Report on Form 10-K for the fiscal year ended January 31,
2020, its Quarterly Report on Form 10-Q for the quarter ended April 30, 2020,
its Quarterly Report on Form 10-Q for the quarter ended July 31, 2020, its
Quarterly Report on Form 10-Q for the quarter ended October 31, 2020 and other
filings the Company makes with the SEC.
For additional information with respect to Cognyte and the proposed spin-off,
please refer to the registration statement on Form 20-F filed by Cognyte. The
spin-off is subject to customary conditions, including final approval by the
Company's board of directors and the effectiveness of the registration statement
on Form 20-F filed by Cognyte. This communication shall not constitute an offer
of any securities for sale nor shall there be any offer, sale or distribution of
securities in any jurisdiction in which such offer, sale or distribution would
be unlawful prior to appropriate registration or qualification under the
securities laws of such jurisdiction.
Item 9.01. Financial Statements and Exhibits.
99.1 Press Release of Verint Systems Inc., dated January 7, 2021
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