ITEM 8.01 OTHER EVENTS
Supplemental Risk Factor
The Company is
supplementing the risk factors described in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31,
2019 (the “2019 Form 10-K”), under the section titled “Risk Factors” in Part I, Item 1A, with the
following risk factor.
Global health concerns, including
the current COVID-19 pandemic, and governmental responses to such concerns, may materially adversely affect our business, results
of operations, liquidity and capital resources.
The current COVID-19 pandemic has resulted
in significant and widespread economic disruptions to, and uncertainty in, the global and U.S. economy, including in the regions
in which we operate. Further, in response to the pandemic, the United States and certain other countries and state and local jurisdictions
have imposed, among other things, travel and business operation restrictions intended to limit the spread of the COVID-19 virus
and advising or requiring individuals to adhere to social distancing or limit or forego their time outside of their home. These
disruptions and restrictions could materially adversely affect our business, results of operations, liquidity and capital resources
due to, among other things, reduced demand for our products including as a result of the reduced operations of our customers, governmental
restrictions on our operations or the operations of our customers, our customers’ inability to pay timely or at all, disruptions
to our supply chain including delays, cost increases or our inability to source certain products and disruptions to our normal
business operations. Further, the impact of the COVID-19 pandemic is rapidly evolving, and the continuation or a future resurgence
of the pandemic could precipitate or aggravate the other risk factors that we identified in the 2019 Form 10-K, which in turn could
further materially adversely affect our business, financial condition, liquidity, results of operations and profitability, including
in ways that are not currently known to us or that we do not currently consider to present significant risks. We have taken certain
actions, which we intend to mitigate the impact of the pandemic on our operations, but we cannot provide any assurance that these
actions will be successful. The extent, duration and magnitude of the COVID-19 pandemic’s effects will depend on future developments,
all of which are highly uncertain and difficult to predict, including the impact of the pandemic on global and regional economies,
travel, and economic activity, as well as actions taken by governments, business and individuals in response to the pandemic or
any future resurgence. These developments include the impact of the COVID-19 pandemic on unemployment rates and consumer discretionary
spending; levels of consumer confidence; the ability of our vendors, customers and business partners to successfully navigate the
impacts; and the post-pandemic pace of recovery. The global stock markets have also experienced, and may continue to experience,
significant volatility as a result of the COVID-19 pandemic, and the price of our common stock has been volatile and has decreased
significantly in recent months. The COVID-19 pandemic and the significant uncertainties it has caused for the global economy, business
activity, and business confidence have had, and are likely to continue to have, a significant effect on the market price of securities
generally, including our securities.
CAUTIONARY NOTE REGARDING
FORWARD-LOOKING STATEMENTS
This
Current Report on Form 8-K contains "forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995, including statements related to anticipated
and the expected effects on our business, financial condition and results of operations due to the COVID-19 pandemic. These
statements present management’s expectations, beliefs, plans and objectives regarding our future business and financial performance.
We cannot guarantee that any forward-looking statements will be realized or achieved. These forward-looking statements are based
on current projections, estimates, assumptions and judgments, and involve known and unknown risks and uncertainties. We disclaim
any obligation to publicly update or revise any of these forward-looking statements, whether as a result of new information, future
events or otherwise.
There are a number of factors,
some of which are beyond our control that could cause our actual results to differ materially from those expressed or implied in
the forward-looking statements, including those in our risk factors that
we identify in the 2019 Form 10-K, as supplemented by the risk factor set forth in Item 8.01 of this Current Report on Form
8-K. These factors may not constitute all factors that could cause actual results to differ from those discussed in any forward-looking
statement. Accordingly, forward-looking statements should not be
relied upon as a predictor of actual results.