Item 8.01 Other Events
On
In conjunction with the Exchange Offer, the Issuer is soliciting consents from the holders of the Existing Notes to amend the indenture governing the Existing Notes (the "Existing Notes Indenture"), the Existing Notes and the related intercreditor and security documents as necessary to, among other things, (i) eliminate most of the restrictive covenants and certain of the affirmative covenants applicable to the Existing Notes, (ii) eliminate the change of control repurchase obligation in the Existing Notes Indenture and the Existing Notes, (iii) subordinate in right of payment the Existing Notes to the Issuer's existing and future senior indebtedness (including the New Notes and other new secured debt), (iv) eliminate certain events of default and (v) release all of the collateral securing the Existing Notes.
A copy of the press release is filed as Exhibit 99.1 hereto and is incorporated by reference herein.
This Current Report on Form 8-K does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor a solicitation of consents from any holders of securities, nor shall there be any sale of securities or solicitation of consents in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. Any solicitation or offer will only be made pursuant to a separate disclosure statement and only to such persons and in such jurisdictions as permitted under applicable law.
Forward-Looking Statements
Statements in this report contain forward-looking statements. You can identify these forward-looking statements by use of words such as "strategy," "expects," "continues," "plans," "anticipates," "believes," "will," "estimates," "intends," "projects," "goals," "targets," "could," "should," and other words of similar meaning. You can also identify them by the fact that they do
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not relate strictly to historical or current facts. These forward-looking
statements are subject to certain risks and uncertainties that could cause
actual results to differ materially from those discussed in such statements and
no assurance can be given that the results in any forward-looking statement will
be achieved. Any forward-looking statement speaks only as of the date on which
it is made, and the Company disclaims any obligation to subsequently revise any
forward-looking statement to reflect events or circumstances after such date or
to reflect the occurrence of anticipated or unanticipated events, except as
required by law. The Company cannot guarantee that any forward-looking statement
will be realized, although the Company believes it has been prudent in its plans
and assumptions. Achievement of future results is subject to risks,
uncertainties and inaccurate assumptions. Should known or unknown risks or
uncertainties materialize, or should underlying assumptions prove inaccurate,
actual results could vary materially from those anticipated, estimated or
projected. You should bear this in mind as you consider forward-looking
statements in this Form 8-K. Any such forward-looking statement is qualified by
reference to the following cautionary statements. These factors include the
factors discussed under the heading "Risk Factors" in the Company's Form 10-K
for the fiscal year ended
Item 9.01 Financial Statements and Exhibits
(d) Exhibits. Exhibit No. Description 99.1 Press Release, datedJanuary 5, 2023 . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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