Item 7.01 Regulation FD Disclosure.
On
The information in this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, is being furnished pursuant to Item 7.01 and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), 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, as amended, or the Exchange Act, whether made before or after the date hereof, except as expressly set forth by specific reference in such filing to this item of this report.
Item 8.01 Other Events.
Repurchases of Convertible Notes
On
The Repurchases are expected to close on or about
Forward-Looking Statements
This Current Report on Form 8-K, and the press release attached as an exhibit
hereto and incorporated by reference herein, contain forward-looking statements,
including statements related to the amount of the Notes to be repurchased, the
ability to complete the Repurchases on the timeline described herein or at all,
the ultimate cash purchase price for the Repurchases, and the impact of the
Repurchases on the market price of the Company's common stock. Words such as
"may," "will," "expect," "believe," "anticipate," "intend," "plan," "should,"
"could," "estimate" or "continue" or the plural, negative or other variations
thereof or comparable terminology are intended to identify forward-looking
statements, and any statements that refer to expectations, projections or other
characterizations of future events or circumstances are forward-looking
statements. These forward-looking statements speak only as of the date hereof,
and are based on management's current assumptions, beliefs and information. As
such, the Company's actual results could differ materially and adversely from
those expressed in any forward-looking statement as a result of various factors.
Important factors that could cause such differences include, among other things,
changes in the price of the common stock and changes in the convertible note and
the capital markets generally, which are difficult or impossible to predict
accurately and are beyond the control of the Company. Certain of these judgments
and risks are discussed in more detail in the Company's Annual Report on Form
10-K, as supplemented by Amendment No. 1 to the Company's Quarterly Report on
Form 10-Q/A for the three months ended
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
EXHIBIT NO. DESCRIPTION The following exhibits are being furnished herewith: 99.1 Press Release datedNovember 30, 2022 . 104 Cover Page Interactive Data File (embedded within the inline XBRL document)
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