Item 8.01 Other Events.
On
The closing of the formation of the China JV pursuant to the shareholders agreement is subject to the execution of additional definitive documentation and the satisfaction of other conditions precedent. The Company has obtained consent from its senior secured lenders and holders of the Company's Series A Preferred Stock for the Company to enter into the shareholders agreement and other related documentation, and to consummate the transactions contemplated thereby, as applicable. There is no guarantee that the Company or its subsidiaries will be able to consummate the China JV, or related transactions, or that the China JV will be successful. The Company expects to complete the formation, and begin operations of, the China JV in the first quarter of 2023.
A copy of the press release announcing the China JV is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Forward Looking Statements
This report includes "forward-looking statements" within the meaning of the "safe harbor" provisions of the United States Private Securities Litigation Reform Act of 1995. The Company's actual results may differ from their expectations, estimates, and projections and, consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as "expect," "estimate," "project," "budget," "forecast," "anticipate," "intend," "plan," "may," "will," "could," "should," "believes," "predicts," "potential," "continue," and similar expressions (or the negative versions of such words or expressions) are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, the Company's expectations with respect to completion of the China JV transactions, and the future performance, growth plans and anticipated financial impacts of the China JV.
These forward-looking statements involve significant risks and uncertainties
that could cause the actual results to differ materially from those discussed in
the forward-looking statements. Factors that may cause such differences include
whether the Company will be able to successfully complete the China JV, in
addition to (without limitation): (1) the impact of the COVID-19 pandemic on the
Company's business and corporate transactions; (2) the inability to maintain the
listing of the Company's shares of common stock on Nasdaq; (3) the risk that the
Company's completed corporate transactions or any proposed transactions disrupt
the Company's current plans and/or operations, including the risk that the
Company does not complete any such proposed transactions or achieve the expected
benefits from them; (4) the ability to recognize the anticipated benefits of
corporate transactions, commercial collaborations, commercialization of digital
assets and proposed transactions, which may be affected by, among other things,
competition, the ability of the Company to grow and manage growth profitably,
and retain its key employees; (5) costs related to being a public company,
corporate transactions, commercial collaborations and proposed transactions; (6)
changes in applicable laws or regulations; (7) the possibility that the Company
may be adversely affected by global hostilities, supply chain disruptions,
inflation, interest rates, foreign currency exchange rates or other economic,
business, and/or competitive factors; (8) risks relating to the uncertainty of
the projected financial information of the Company; (9) risks related to the
organic and inorganic growth of the Company's business, and the timing of
expected business milestones; and (10) other risks and uncertainties indicated
from time to time in the Company's annual report on Form 10-K, including those
under "Risk Factors" therein, and in the Company's other filings with the
--------------------------------------------------------------------------------
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit No. Description 99.1 Press Release, datedJanuary 17, 2023 .
--------------------------------------------------------------------------------
© Edgar Online, source