FALSE000173882700017388272026-09-232026-09-23
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 23, 2026
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KLX ENERGY SERVICES HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
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| Delaware | 001-38609 | 36-4904146 |
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
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| 3040 Post Oak Boulevard, 15th Floor Houston, Texas 77056 (Address of Principal Executive Offices) | |
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| (832) 844-1015 (Registrant’s Telephone Number, Including Area Code) | |
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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| Securities registered pursuant to Section 12(b) of the Act: |
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| | Trading | | Name of each exchange |
Title of each class | | symbol(s) | | on which registered |
| Common Stock, $0.01 Par Value | | KLXE | | The Nasdaq Global Select Market |
| Subscription rights to purchase shares of common stock, $0.01 Par Value | | KLXER | | The Nasdaq Stock Market LLC |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐
Item 1.01 Entry into a Material Definitive Agreement.
On September 23, 2026, the Board of Directors (the “Board”) of KLX Energy Services Holdings, Inc., a Delaware corporation (the “Company”), adopted a stockholder protection rights plan and declared a dividend of one right (a “Right”) in respect of each of the Company’s issued and outstanding shares of common stock, par value $0.01 per share (the “Common Stock”). The dividend is payable to the stockholders of record at the close of business on October 5, 2026 (the “Record Date”). The terms of the Rights are set forth in the Stockholder Protection Rights Agreement, dated as of September 23, 2026 (as it may be amended from time to time, the “Rights Agreement”), by and between the Company and Computershare Trust Company, N.A., as rights agent (or any successor rights agent, the “Rights Agent”).
In general terms, the Rights Agreement imposes significant dilution upon any person or group (other than the Company or certain related persons) that is or becomes the beneficial owner of 10% (the “Triggering Percentage”) or more of the Company’s outstanding Common Stock without the prior approval of the Board. A person or group that becomes the beneficial owner of the Triggering Percentage or more is called an “Acquiring Person.” Any Rights held by an Acquiring Person will be null and void and may not be exercised. Stockholders that beneficially own the Triggering Percentage or more of the Company’s outstanding Common Stock immediately prior to the first public announcement by the Company of the adoption of the Rights Agreement, are not considered Acquiring Persons; however, such stockholders generally may not acquire, or obtain the right to acquire, beneficial ownership of one or more additional shares of Common Stock. The term “beneficial ownership” is defined in the Rights Agreement and includes, among other things, certain securities that may be exercised or converted into shares of Common Stock and certain derivative arrangements.
No person that, together with all its affiliates and associates, is the beneficial owner of Common Stock representing less than 20% of the Common Stock then-outstanding, and that is entitled to file, and files, a statement on Schedule 13G (“Schedule 13G”) pursuant to Rule 13d-1(b) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), with respect to such holdings (but, for the avoidance of doubt, not any person who files on Schedule 13G pursuant to any other provision of Rule 13d-1) (a “13G Investor”), shall be deemed to be an “Acquiring Person”; provided, that a 13G Investor may lose its status as such in the circumstances specified in the Rights Agreement.
In addition, the terms of the Rights Agreement provide that no signatory to the Backstop Agreement (as defined in the Rights Agreement) will become an Acquiring Person solely as a result of its acquisition of, or right to acquire, beneficial ownership of Common Stock pursuant to the Backstop Agreement, up to and consistent with the ownership levels permitted under the Backstop Agreement.
A summary of the terms of the Rights Agreement follows:
The Rights. Each Right initially entitles the registered holder, subject to the terms of the Rights Agreement, to purchase from the Company one one-thousandth of a share of the Company’s Series A Junior Participating Preferred Stock (the “Preferred Stock”), at a price of $9.00, subject to certain adjustments (as adjusted from time to time, the “Exercise Price”). Until a Right is exercised or exchanged, the holder thereof, as such, will have no rights as a stockholder of the Company, including, without limitation, the right to vote or to receive dividends.
Exercisability. Subject to certain exceptions, the Rights will not be exercisable until the earlier to occur of:
i.the close of business on the tenth business day after a public announcement or filing that a person has, or group of affiliated or associated persons have, become an Acquiring Person, subject to certain exceptions, or
ii.the close of business on the tenth business day after the date that a tender offer or exchange offer is first published or sent or given by any person or group of affiliated or associated persons, the consummation of which would result in such person or group becoming an Acquiring Person.
The date the Rights become exercisable is referred to as the “Distribution Date.” With respect to certificates representing shares of Common Stock outstanding as of the Record Date, until the earlier of the Distribution Date and the Expiration Date (as defined below), the Rights will be evidenced by such certificates for shares of Common Stock registered in the names of the holders thereof, and not by separate Rights Certificates (as defined below). With respect to book entry shares of Common Stock outstanding as of the Record Date, until the earlier of the Distribution Date and the Expiration Date, the Rights will be evidenced by the book entry account system that evidences record ownership of such shares. Until the earlier of the Distribution Date and the Expiration Date, the transfer of any shares of Common Stock outstanding on the Record Date will also constitute the transfer of the Rights associated with such shares of Common Stock. As soon as practicable after the Distribution Date, separate certificates evidencing the Rights (“Rights Certificates”) will be mailed to holders of record of the Common Stock as of the close of business on the Distribution Date, and such Rights Certificates alone will evidence the Rights, subject to certain adjustments. As of and after the Distribution Date, the Rights will be evidenced solely by such Rights Certificates and the Rights shall be transferable separately from the Common Stock.
Flip-In Event. In the event that any person or group of affiliated or associated persons becomes an Acquiring Person, each holder of a Right, other than the Rights beneficially owned by the Acquiring Person, affiliates and associates of the Acquiring Person and certain transferees thereof (which will thereupon become null and void), will, following the Distribution Date, have the right to receive upon exercise of a Right that number of shares of Common Stock (or at the option of the Company, other securities of the Company) having a market value of two times the Exercise Price, unless the Rights were earlier redeemed or exchanged.
Flip-Over Event. In the event that, after a person or group of affiliated or associated persons has become an Acquiring Person, the Company is acquired in a merger or other business combination transaction or 50% or more of the Company’s consolidated assets or earning power are
sold, proper provisions will be made so that each holder of a Right (other than Rights beneficially owned by an Acquiring Person, affiliates and associates of the Acquiring Person and certain transferees thereof, which will have become null and void) will thereafter have the right to receive upon the exercise of a Right that number of shares of common stock of the person with whom the Company has engaged in the foregoing transaction (or its parent) that at the time of such transaction have a market value of two times the Exercise Price of the Right.
Expiration. The Rights are not exercisable until the Distribution Date. The Rights will expire prior to the earliest of (i) the close of business on September 23, 2027, or such later date as may be established by the Board prior to the expiration of the Rights; (ii) the time at which the Rights are redeemed pursuant to the Rights Agreement; (iii) the time at which the Rights are exchanged pursuant to the Rights Agreement; and (iv) upon the occurrence of certain transactions (the earliest of (i), (ii), (iii) and (iv) is referred to as the “Expiration Date”).
Exchange. At any time after any person or group of affiliated or associated persons becomes an Acquiring Person and prior to the earlier of the time that the Company is acquired in a merger or other business combination transaction, 50% or more of the consolidated assets or earning power are sold or the acquisition of beneficial ownership by such Acquiring Person of 50% or more of the outstanding shares of Common Stock, the Board may exchange all or part of the Rights (other than Rights beneficially owned by such Acquiring Person and certain transferees thereof which will have become null and void) for shares of Common Stock or Preferred Stock (or a series of the Company’s preferred stock having equivalent voting rights, powers, designations, preferences and relative, participating, optional or other special rights), at an exchange ratio of one share of Common Stock, or a fractional share of Preferred Stock (or other preferred stock) equivalent in value thereto, per Right.
Redemption. At any time before the Distribution Date, the Board may authorize the redemption of the Rights in whole, but not in part, at a price of $0.001 per Right (subject to certain adjustments) (the “Redemption Price”), payable, at the option of the Company, in cash, shares of Common Stock or such other consideration as the Board shall determine. The redemption of the Rights may be made effective at such time, on such basis and with such conditions as the Board in its sole discretion may establish. Immediately upon the action of the Board ordering the redemption of the Rights, the right to exercise the Rights will terminate and the only right of the holders of Rights will be to receive the Redemption Price.
Anti-Dilution Provisions. The Exercise Price payable, and the number of shares of Preferred Stock or other securities or property issuable, upon exercise of the Rights are subject to adjustment from time to time to prevent dilution (i) in the event of a stock dividend on, or a subdivision, combination or reclassification of, the Preferred Stock, (ii) upon the grant to holders of the Preferred Stock of certain rights or warrants to subscribe for or purchase Preferred Stock at a price, or securities convertible into Preferred Stock with a conversion price, less than the then-current market price of the Preferred Stock or (iii) upon the distribution to holders of the Preferred Stock of evidences of indebtedness or assets (excluding regular periodic cash dividends or dividends payable in Preferred Stock) or of subscription rights or warrants (other than those referred to above). The number of outstanding Rights is subject to adjustment in the event of a stock dividend on the Common Stock payable in shares of Common Stock or subdivisions, consolidations or combinations of the Common Stock occurring, in any such case, prior to the Distribution Date. With certain exceptions, no adjustment in the Exercise Price will be required until cumulative adjustments require an adjustment of at least 1% in such Exercise Price. No fractional shares of Preferred Stock or Common Stock will be issued (other than fractions of shares of Preferred Stock which are integral multiples of one one-thousandth of a share of Preferred Stock, which may, at the election of the Company, be evidenced by depositary receipts), and, in lieu thereof, an adjustment in cash will be made based on the current market price of the Preferred Stock or the Common Stock.
Amendments. For so long as the Rights are redeemable, the Company may, from time to time, in its sole discretion, supplement or amend the Rights Agreement in any respect without the approval of any holders of Rights, and the Rights Agent shall, if the Company so directs, execute such supplement or amendment. At any time when the Rights are not redeemable, the Company may amend or supplement the Rights Agreement without the approval of any holders of Rights, including, without limitation, in order to (i) cure any ambiguity, (ii) correct or supplement any provision of the Rights Agreement that may be defective or inconsistent with any other provisions of the Rights Agreement, (iii) shorten or lengthen any time period in the Rights Agreement or (iv) otherwise change, amend or supplement any provision that the Company may deem necessary or desirable. However, from and after the time when the Rights are no longer redeemable, the Rights Agreement may not be amended or supplemented in any manner that would, among other things, adversely affect the interests of the holders of Rights (other than holders of Rights that have become null and void).
Ranking. Subject to the rights of the holders of any shares of any series of preferred stock ranking prior and superior to the Preferred Stock with respect to dividends, each share of Preferred Stock will be entitled, when, as and if declared, to a minimum preferential per share quarterly dividend payment equal to the greater of (i) $1.00 per share and (ii) an amount equal to 1,000 times the dividend declared per share of Common Stock, subject to adjustment as described in the Rights Agreement. In the event of liquidation, dissolution or winding up of the Company, the holders of the Preferred Stock will be entitled to a minimum preferential payment of the greater of (i) $1,000.00 per share (plus any accrued but unpaid dividends), and (ii) an amount equal to 1,000 times the payment made per share of Common Stock. Each share of Preferred Stock will have 1,000 votes, voting together with the Common Stock. In the event of any merger, consolidation or other transaction in which outstanding shares of Common Stock are converted or exchanged, each share of Preferred Stock will be entitled to receive 1,000 times the amount received per share of Common Stock. These Rights are protected by customary anti-dilution provisions.
The Rights Agreement is attached hereto as Exhibit 4.1 and is incorporated herein by reference. The description of the Rights Agreement herein does not purport to be complete and is qualified in its entirety by reference to Exhibit 4.1.
Item 3.03 Material Modification to Rights of Security Holders.
The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated into this Item 3.03 by reference.
Item 7.01 Regulation FD Disclosure.
On September 23, 2026, the Company issued a press release announcing the adoption of the Rights Agreement and the declaration of the dividend of the Rights. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information contained in, or incorporated into, this Item 7.01, including Exhibit 99.1 furnished herewith, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any registration statement or other filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference to such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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| Exhibit | | |
| No. | | Description |
| 4.1 | | Stockholder Protection Rights Agreement, dated as of September 23, 2026, by and between KLX Energy Services Holdings, Inc. and Computershare Trust Company, N.A., as Rights Agent |
| 99.1 | | Press Release dated September 23, 2026 |
| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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| KLX Energy Services Holdings, Inc. |
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| By: | /s/ Max L. Bouthillette |
| Name: | Max L. Bouthillette |
| Title: | Executive Vice President, General Counsel, Chief Compliance Officer
and Secretary |
| Date: | September 23, 2026 |
NEWS RELEASE
Contacts: KLX Energy Services
Geoffrey C. Stanford, SVP, CAO & Interim CFO
(832) 930-8066
IR@klx.com
Dennard Lascar Investor Relations
Ken Dennard / Natalie Hairston
(713) 529-6600
KLXE@dennardlascar.com
KLX ENERGY SERVICES HOLDINGS, INC. ADOPTS
LIMITED-DURATION STOCKHOLDER RIGHTS PLAN
After Careful Consideration, Company’s Board Takes Action to Protect the Best Interests of All Stockholders Following New Investor’s Rapid Accumulation of Stock
HOUSTON, TX – September 23, 2026 – KLX Energy Services Holdings, Inc. (NASDAQ: KLXE) (“KLX” or the “Company” or “we”) today announced that its Board of Directors (the “Board”) has adopted a limited-duration stockholder rights plan (the "Rights Plan") to protect the interests of all of the Company’s stockholders.
The Rights Plan is effective immediately and will expire on September 23, 2027, unless the rights are earlier redeemed, exchanged, or terminated. The Board intends to submit any extension of the Rights Plan beyond its initial term to a vote of the Company’s stockholders.
The Board adopted the Rights Plan in response to the rapid accumulation of the Company’s common stock by a single investor, together with that investor’s request to purchase shares in excess of the 9.995% ownership limitation set forth in the Company’s recently expired $125 million partially backstopped rights offering (“Backstopped Equity Rights Offering”) described in greater detail below under “Description of the Backstopped Equity Rights Offering.” The investor has a well-documented history of acquiring significant equity positions in publicly traded companies and thereafter seeking to acquire those companies or their assets, including through unsolicited acquisition proposals and tender offers.
The Backstopped Equity Rights Offering was intended to allow existing stockholders to participate, pro rata and on equal terms, in a deleveraging transaction for the Company without being diluted. During the pendency of the rights offering, the Company’s share price traded at or near the discounted rights offering price, which was deemed appropriate to incentivize a broad, pro-rata equity raise open to every stockholder. The Company instituted a 9.995% cap on participation in the rights offering to avoid the outcome of any one holder assembling a concentrated or potential control position at the offering's discounted subscription price. However, the cap would not prevent an investor from further accumulation of shares or the formation of a group after the expiration of the Backstopped Equity Rights Offering, which occurred as of 5:00 p.m., New York City time, today, September 23, 2026.
Following the expiration of the Backstopped Equity Rights Offering, the Rights Plan was adopted to protect all stockholders and to implement a 10% threshold to nearly match the prior 9.995% cap for participants under the Backstopped Equity Rights Offering. We expect to share more information about participation in the Backstopped
Equity Rights Offering and the resulting changes to the composition of our stockholder base in the coming days as final subscription tabulations are processed.
The Board believes the Company has significant opportunities to create value for all stockholders following the completion of the Backstopped Equity Rights Offering. The Rights Plan is intended to enable all stockholders to realize the benefits of the deleveraging and to protect the long-term value of their investment by guarding against the acquisition of effective or actual control — whether through open-market purchases, the formation of an undisclosed group, or other tactics — without payment of an appropriate premium to all stockholders. The Rights Plan is intended to ensure that the Board has adequate time to reassess the business post-deleveraging, execute the Company’s strategic plan, and make informed decisions in the best interests of all stockholders.
About the Rights Plan
The Board spent significant time discussing the appropriateness of a rights plan with a beneficial ownership cap of 10%. Considerations that were evaluated included:
•The rapid pace at which a single new investor accumulated a significant position in the Company’s common stock and that investor’s request to acquire as much as 30% of the Company through the Backstopped Equity Rights Offering, together with that investor’s documented history of acquiring substantial equity positions in publicly traded companies and subsequently pursuing transactions to acquire those companies or their assets, including through unsolicited acquisition proposals and tender offers;
•The Company’s responsibility to prevent any prospective bidder from depriving all other stockholders of premium value, in the event an investor has accumulated an equity stake and then bids for the remaining shares;
•The intended purpose of the Backstopped Equity Rights Offering, including that the Company permitted higher ownership levels for certain of the Backstop Parties (up to 30%) to the extent the Backstopped Equity Rights Offering was not sufficiently subscribed as part of a broader agreement to backstop the offering, exchange the Company’s existing notes for equity, and reduce the Company’s leverage, but the Backstopped Equity Rights Offering was not intended to permit the purchase of discounted shares to accumulate a stake;
•The Company’s encouragement of broad participation in the Backstopped Equity Rights Offering, which is expected to reduce the amount of the backstop drawn upon and the size of any resulting Backstop Party equity positions; and
•The Company’s related desire to preserve sufficient time for the Board to complete the deleveraging and execute the Company’s strategic plan.
The Company intends to provide exemptions to the Rights Plan’s beneficial ownership cap to passive stockholders. In addition, the Rights Plan exempts shares of common stock acquired by the Backstop Parties pursuant to the Backstop Agreement, up to and consistent with the ownership levels permitted under the Backstop Agreement, so that the Backstop Parties’ fulfillment of their obligations under the Backstop Agreement and the related deleveraging will not cause the rights to become exercisable.
The Rights Plan is similar to plans adopted by other publicly traded companies and is not intended to deter acquisition offers or preclude the Board from considering acquisition offers that are fair and otherwise in the best interests of the Company and all of its stockholders.
Pursuant to the Rights Plan, the Company will issue, by means of a dividend, 1 preferred share purchase right for every outstanding share of common stock to stockholders of record as of the close of business on October 5, 2026. Under the Rights Plan, the rights generally become exercisable if a person or group acquires beneficial ownership of 10% or more of the outstanding common stock. Under the Rights Plan, the rights also generally become exercisable if a stockholder that already beneficially owns 10% or more of the outstanding common stock subsequently increases its ownership by one or more shares. In the event the rights become exercisable, each holder of a right (other than the person or group triggering the Rights Plan, whose rights will become void and will not be exercisable) will be entitled to purchase, at the exercise price, additional shares of common stock at a significant discount to the then-current market price.
Further details about the Rights Plan will be contained in a Form 8-K filed by the Company with the U.S. Securities and Exchange Commission (the “SEC”).
Description of the Backstopped Equity Rights Offering
Our $125 million Backstopped Equity Rights Offering, pursuant to which we distributed to holders of our common stock, par value $0.01 per share (“Common Stock”), and holders of certain of the Company’s outstanding warrants on August 21, 2026 (the “Record Date” and such holders, collectively, the “Eligible Holders”) transferable basic subscription rights to purchase shares of our Common Stock, expired at 5:00 p.m., New York City time, on September 23, 2026. Each basic subscription right entitled such Eligible Holder to purchase 3.885 shares of our Common Stock at a subscription price equal to $1.49 per whole share (the “Subscription Price”); provided, however, that no Eligible Holder (other than the Backstop Parties (as defined below)) was entitled to exercise subscription rights (including any over-subscription privileges) to the extent that such exercise would result in such holder, together with its affiliates and any persons acting in concert with such Eligible Holder, beneficially owning more than 9.995% of the Company’s outstanding common stock on a pro forma basis after giving effect to such exercise (the “9.995% Ownership Limitation”).
The Backstopped Equity Rights Offering was backstopped by the existing holders (the "Backstop Parties") of the Company's Senior Secured Floating Rate Cash/PIK Notes due 2030 (the "2030 Notes") in an aggregate backstop commitment amount of $94.0 million pursuant to a rights offering backstop agreement (the "Backstop Agreement"), with each individual Backstop Party subject to an aggregate 30% ownership limitation on a pro forma fully diluted basis. The Backstop Parties have committed to purchase any shares that remain unsubscribed in the offering through an exchange of their 2030 Notes for shares of Common Stock at the Subscription Price (the “Backstop Exchange”). Upon completion of the Backstop Exchange, the outstanding principal amount of the 2030 Notes is expected to be reduced by $94.0 million as a result of the combination of par redemptions from any excess proceeds in the Backstopped Equity Rights Offering and the exchange of 2030 Notes for Common Stock in the Backstop Exchange.
About KLX Energy Services Holdings, Inc.
KLX is a growth-oriented provider of diversified oilfield services to leading onshore oil and natural gas exploration and production companies operating in both conventional and unconventional plays in all of the active major basins throughout the United States. The Company delivers mission critical oilfield services focused on drilling, completion, production, and intervention activities for technically demanding wells from over 60 service and support facilities located throughout the United States. KLX's complementary suite of proprietary products and specialized services is supported by technically skilled personnel and a broad portfolio of innovative in-house manufacturing, repair and maintenance capabilities. More information is available at www.klx.com.
Cautionary Statement Regarding Forward-Looking Statements
This release and the documents to which the Company refers you in this release, as well as oral statements made or to be made by the Company, include certain "forward-looking statements" within the meaning of, and subject
to the safe harbor created by, the Private Securities Litigation Reform Act of 1995 and other federal securities laws, which are referred to as the safe harbor provisions, with respect to the businesses, strategies and plans of the Company and its expectations relating to its future financial condition and performance, and the transactions described herein. Statements included in this release that are not historical facts are forward-looking statements, including, without limitation, the Company's expectations regarding the Backstopped Equity Rights Offering, including the size, timing, price, and use of proceeds. Words such as "believe," "expect," "plan," "intend," "anticipate," "estimate," "predict," "forecast," "potential," "project," "continue," "may," "might," "should," "could," "would," "will" or the negative thereof and similar expressions are intended to identify such forward-looking statements that are intended to be covered by the safe harbor provisions.
Any forward-looking statements in this release and the information incorporated by reference in this release reflect our current views with respect to future events or to our future financial performance and involve known and unknown risks, uncertainties, and other factors that may cause our actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by these forward-looking statements. Factors that may cause actual results to differ materially from current expectations include prevailing market conditions, the extent to which holders of record have exercised their rights to purchase Common Stock in the Backstopped Equity Rights Offering and the amount subscribed, which still remains to be tabulated, and whether the Company will be able to successfully complete the Backstopped Equity Rights Offering, in addition to, without limitation, those risks described under the heading "Risk Factors" in our most recent Annual Report on Form 10-K filed with the SEC, as supplemented by our Quarterly Reports on Form 10-Q or our Current Reports on Form 8-K, and discussed elsewhere in this release, and the information incorporated by reference in this release. Given these uncertainties, you should not place undue reliance on these forward-looking statements.
All subsequent written or oral forward-looking statements attributable to the Company or any person acting on behalf of the Company are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. The Company is not under obligation, and the Company expressly disclaims any obligation, to update, alter, or revise forward-looking statements, whether written or oral, that may be made from time to time, whether as a result of new information, future events or otherwise, except as may be required by law.
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