Filed Pursuant to Rule 424(b)(3)
Registration No. 333-226101
Prospectus Supplement No. 15
(To Prospectus dated August 16, 2018)
Select Interior Concepts, Inc.
24,145,996 Shares
Class A Common Stock
This Prospectus Supplement No. 15 (this “Prospectus Supplement”) supplements and amends our prospectus dated August 16, 2018, as supplemented and amended by the Prospectus Supplement No. 1 dated August 17, 2018, the Prospectus Supplement No. 2 dated September 6, 2018, the Prospectus Supplement No. 3 dated September 7, 2018, the Prospectus Supplement No. 4 dated November 13, 2018, the Prospectus Supplement No. 5 dated January 7, 2019, the Prospectus Supplement No. 6 dated March 12, 2019, Prospectus Supplement No. 7 dated March 15, 2019, Prospectus Supplement No. 8 dated March 20, 2019, Prospectus Supplement No. 9 dated May 10, 2019, Prospectus Supplement No. 10 dated May 17, 2019, Prospectus Supplement No. 11 dated July 18, 2019, Prospectus Supplement No. 12 dated August 8, 2019, Prospectus Supplement No. 13 dated August 21, 2019, and Prospectus Supplement No. 14 dated November 5, 2019 (as supplemented and amended, the “Final Prospectus”), relating to the resale of up to an aggregate of 24,145,996 shares of our Class A common stock, par value $0.01 per share (which we refer to as our “Class A Common Stock”), by the selling stockholders identified in the Final Prospectus (which term as used in the Final Prospectus includes pledgees, donees, transferees or other successors-in-interest).
We will not receive any of the proceeds from the sale of these shares of our Class A Common Stock by the selling stockholders.
This Prospectus Supplement is being filed to update, supplement or amend the information contained in the Final Prospectus with the information contained and incorporated by reference in our Current Report on Form 8-K (the “Current Report”) filed with the U.S. Securities and Exchange Commission (the “SEC”) on November 22, 2019. Accordingly, we have attached the Quarterly Report to this Prospectus Supplement.
This Prospectus Supplement should be read in conjunction with the Final Prospectus, and this Prospectus Supplement is qualified by reference to the Final Prospectus, except to the extent that the information contained in this Prospectus Supplement supersedes the information contained in the Final Prospectus. This Prospectus Supplement is not complete without, and may not be delivered or utilized except in connection with, the Final Prospectus, including the additional supplements or amendments thereto.
Our Class A Common Stock is listed for trading on the NASDAQ Capital Market under the symbol “SIC.”
We are an “emerging growth company,” as defined in the Jumpstart Our Business Startups Act of 2012, under applicable federal securities laws and are eligible for reduced public company reporting requirements. See “Summary—Emerging Growth Company Status” in the Final Prospectus for more information.
Investing in our Class A Common Stock involves a high degree of risk. Before buying any shares, you should carefully read the discussion of material risks of investing in our Class A Common Stock in the section entitled “Risk Factors” beginning on page 16 of the Final Prospectus.
Neither the SEC nor any state securities commission has approved or disapproved of these securities or determined if this Prospectus Supplement or the Final Prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
The date of this Prospectus Supplement is November 22, 2019.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 21, 2019
____________________
SELECT INTERIOR CONCEPTS, INC.
(Exact name of Registrant as Specified in Its Charter)
____________________
Delaware | 001-38632 | 47-4640296 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| | |
400 Galleria Parkway, Suite 1760 Atlanta, Georgia | | 30339 |
(Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s Telephone Number, Including Area Code: (888) 701-4737
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 (see General Instructions A.2. below):
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Class A Common Stock, par value $0.01 per share | | SIC | | The Nasdaq Stock Market LLC |
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).
Emerging growth company ☑
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.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 22, 2019, Select Interior Concepts, Inc. (the “Company”) announced that the Board of Directors (the “Board”) elected Mr. Bryant Riley as a member of the Board effective November 22, 2019. The Board has not elected Mr. Riley to any Board committees. The Board has determined that Mr. Riley is “independent” under the Corporate Governance Requirements of the NASDAQ Stock Exchange.
Mr. Riley’s appointment was made pursuant to a Board Designee Agreement dated November 21, 2019 (the “Designee Agreement”) by and between the Company and B. Riley Financial, Inc. (“Investor”). Under the Designee Agreement, the Company agreed (i) to appoint Mr. Riley to the Company’s Board of Directors (the “Board”) promptly after the date thereof and (ii) at each meeting of stockholders for election of directors, to (A) cause Mr. Riley to be recommended by the Nominating Committee for consideration by the Board and to be nominated by the Board for election as a director; (B) recommend to its stockholders Mr. Riley’s election, and use its reasonable best efforts to cause Mr. Riley’s election to the Board, including soliciting proxies for Mr. Riley’s election to the same extent as it does, consistent with past practice, for any other Board nominee for election as a director; and (C) request each then-current member of such Board to vote as a stockholder for approval of Mr. Riley.
Investor’s rights under the Designee Agreement terminate, and Mr. Riley will be deemed to have resigned as a director, upon the earliest to occur of the first date upon which (i) the Investor and its affiliates fail to beneficially own, collectively, at least 2,506,987 shares of the Company’s common stock (to be adjusted for any forward or reverse stock splits), (ii) Mr. Riley is not elected at any meeting of the Company’s stockholders, or (iii) Mr. Riley’s death, resignation or removal from the Board for cause.
For the duration of Mr. Riley’s term on the Board, neither the Investor (and its affiliates) nor Mr. Riley will propose a director or slate of directors in opposition to a nominee or slate of nominees proposed by the management or Board of the Company or any of its subsidiaries. Further, Investor and its controlled affiliates will vote in favor of the slate of nominees proposed by the management or the Board of the Company or any of its subsidiaries.
The foregoing summary of the Designee Agreement does not purport to be complete and is qualified in its entirety by reference to the complete terms of the Designee Agreement which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. A copy of the press release dated November 22, 2019, announcing the election of Mr. Riley is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statement and Exhibits
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Date: November 22, 2019 | | SELECT INTERIOR CONCEPTS, INC. |
| | | | |
| | | | |
| | By: | | /s/ Tyrone Johnson |
| | | | Name: Tyrone Johnson |
| | | | Title: Chief Executive Officer |
Exhibit 10.1
SELECT INTERIOR CONCEPTS, INC.
BOARD DESIGNEE AGREEMENT
November 21, 2019
B. Riley Financial, Inc.
299 Park Avenue, 21st Floor
New York, NY 10171
Gentlemen:
This Board Designee Agreement (this “Agreement”) will confirm the agreement among Select Interior Concepts, a Delaware corporation (the “Company”), on the one hand, and B. Riley Financial, Inc. (“Investor”), on the other hand. In this Agreement, the board of directors of the Company is referred to as the “Board.”
1. Board Seat
(a) During the term of this Agreement, the Company agrees to:
(i) appoint Bryant Riley (“Investor Director”) to serve as a director on the Board promptly after the date hereof.
(ii) at each meeting of stockholders for election of directors at which the position to be occupied under this Agreement by the Investor Director on the Board is to be determined by stockholder election, (A) cause the Investor Director to be recommended by the Nominating Committee for consideration by the Board and to be nominated by the Board for election as a director; (B) recommend to its stockholders the election of the Investor Director, and use its reasonable best efforts to cause the election of the Investor Director to the Board, including soliciting proxies for the election of the Investor Director to the same extent as it does, consistent with past practice, for any other Board nominee for election as a director; and (C) request each then-current member of such Board to vote as a stockholder for approval of the Investor Director.
(b) Following his appointment to the Board, the Investor Director shall be entitled to the same compensation received by other Board members in consideration of his service as a director, and reimbursement of out-of-pocket expenses incurred in attending Board meetings (collectively, “Board Compensation”). Board Compensation shall be paid by the Company to the Investor. The Investor Director shall be entitled to the same indemnification as provided to other members of the Board in connection with his role as a director, including the execution by the Company and the Investor Director of the Company’s standard form indemnification agreement in the form filed as an exhibit to the Company’s annual report on Form 10-K.
(c) Following his appointment to the Board, the Company shall provide each Investor Director with copies of all notices, minutes, consents and other materials provided to the other members of the Board or any committee thereof concurrently with the distribution of such materials to the other members.
(d) From the date that the Investor Director is appointed as a director of the Board until the time the Investor Director no longer serves as a director on the Board (the “Director Period”), neither Investor (nor any of its Affiliates) nor the Investor Director will propose a director or slate of directors in opposition to a nominee or slate of nominees proposed by the management or board of directors of the Company or any of its subsidiaries.
(e) So long as Investor Director serves as a director of the Board, Investor and its controlled Affiliates shall vote in favor of the slate of nominees proposed by the management or the Board of the Company or any of its subsidiaries.
(f) Investor’s rights under this Agreement shall terminate and be of no further force or effect upon the earliest to occur of the first date upon which (i) the Investor and its Affiliates fail to Beneficially own, collectively, at least 2,506,987 shares of common stock (to be adjusted for any forward or reverse stock splits), (ii) the Investor Director is not elected at any meeting of the Company’s stockholders after having been nominated by the Board for election
or re-election to the Board at such meeting or any adjournment thereof, or (iii) the Investor Director’s death, resignation or removal from the Board for cause (the “Termination Event”). Upon the occurrence of a Termination Event, such Investor Director shall be deemed to have resigned from the Board (unless he is removed for cause or not elected or re-elected). Investor shall immediately inform the Company in writing when a Termination Event occurs as a result of (f)(i) above, and upon any Termination Event shall thereafter cooperate fully with the Company and the Board in transitioning his position to a new Board member, as requested by the Company. Notwithstanding the foregoing, the Investor Director serving as a director shall continue to be entitled to the indemnification and expense reimbursement, if any, in connection with his service as a director described in Section 1(b).
2. General Provisions
(a) Fiduciary Duties. The Investor Director shall at all times act in good faith and in a manner that is in the best interests of the Company, as required by Delaware law.
(b) Conflicts of Interest. The Company shall have the right to exclude the Investor Director from any portion of a Board meeting and omit any relevant information to be otherwise provided to the Investor Director under this Agreement, in each case upon the good faith determination by the Board that such exclusion and/or omission is necessary to avoid an actual or potential conflict of interest between the Company and Investor. Upon any such determination of the Board to exclude the Investor Director from any portion of a Board meeting, Investor shall cause the Investor Director to recuse himself or herself from such portion of the Board meeting.
(c) Board Policies. Investor (and the Investor Director) acknowledges that it has received and reviewed all Company policies applicable to the members of the Board, copies of which have been provided to the Investor (the “Policies”), and agrees to abide by all Policies during the term of this Agreement and for any period thereafter whereby such Policies would apply to all directors. The Company has provided copies to Investor of all Policies covered by this Section 2(c). Any material violation by the Investor Director of the Policies shall constitute a breach of this Agreement, resulting in its termination following 10 day prior written notice during which period the Investor and/or the Investor Director may be provided the opportunity to cure such breach, if possible.
(d) Mutual Non-Disparagement. Subject to applicable law, the Company, on the one hand, and Investor, on the other hand, covenants and agrees that during the Director Period, neither it nor any of its respective agents, subsidiaries, controlled Affiliates, successors, officers, senior management or directors (each, a “Restricted Party”) shall in any way publicly criticize, disparage, call into disrepute, or otherwise defame the other or such other’s subsidiaries, Affiliates, successors, assigns, officers (or former officers), directors (or former directors), employees, stockholders (solely in their capacity as stockholders of the applicable party), agents, attorneys or representatives, or any of their businesses, products or services, in any manner that would reasonably be expected to damage the business or reputation of such other party, their businesses, products or services or their subsidiaries, Affiliates, successors, assigns, officers (or former officers), directors (or former directors), employees, stockholders (solely in their capacity as stockholders of the applicable Party), agents, attorneys or representatives. This Section 2(d) shall not limit (i) the power of any director of the Company to make such statements as required by applicable law or make comments that are consistent with the provisions hereof nor shall it apply to any private communications between Investor and its Affiliates and its and their respective principals, directors, members, general partners, officers and key employees, on the one hand, and any officer or director of the Company, on the other hand, to the extent that it would not be reasonably expected that such communication would trigger public disclosure obligations for any such party, (ii) any communication made by any of Investor’s or its Affiliates’ analysts or equity research division in connection with such analysts’ or equity research division’s good faith business activities or (iii) any communications made by any non-Restricted Party employee of Investor that is not made at the direction of the Investor.
(e) Confidentiality. Investor hereby agrees that if it receives any material non-public information entrusted to or obtained by the Investor Director by reason of his position as a director of the Company (“Confidential Information”) or any other material non-public information regarding any other person or entity, then Investor will (i) maintain the confidentiality of such Confidential Information or other material non-public information, and (ii) abstain from trading in securities of the Company in violation of applicable law while in possession of any such Confidential Information or material non-public information. Any confidentiality obligations under this Section 2(e) shall expire one (1) year after the date on which the Investor Director ceases to serve as a director of the Company; provided, that the obligations in this Section 2(e) are not intended to be, and shall not be interpreted as, a contractual
restriction on any trading activities of Investor or its Affiliates taken in the sole judgment of Investor or its Affiliates in accordance with applicable law.
(f) Costs and Expenses. Except as otherwise provided in this Agreement or otherwise as may be agreed to by the parties hereto, each of the parties will be responsible for all other costs and expenses incurred by it or on its behalf in connection with the transactions contemplated pursuant to this Agreement. If there is an alleged dispute in connection with any of the provisions of this Agreement, the prevailing party as determined in a final non-appealable court order, shall be entitled to recover reasonable attorneys’ fees and other costs incurred in that dispute, in addition to any other relief to which it or they may be entitled.
(g) Assignment. The rights of Investor under this Agreement shall be personal to Investor and the transfer, assignment and/or conveyance of said rights from Investor to any other Person is prohibited and shall be void and of no force or effect.
(h) Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF DELAWARE. EACH OF THE PARTIES HERETO HEREBY IRREVOCABLY SUBMITS TO THE JURISDICTION OF ANY STATE COURT IN THE STATE OF NEW YORK OR ANY FEDERAL COURT SITTING IN DELAWARE IN RESPECT OF ANY SUIT, ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT, AND IRREVOCABLY ACCEPTS FOR ITSELF AND IN RESPECT OF ITS PROPERTY, GENERALLY AND UNCONDITIONALLY, THE JURISDICTION OF THE AFORESAID COURTS. EACH OF THE PARTIES HERETO IRREVOCABLY WAIVES, TO THE FULLEST EXTENT IT MAY EFFECTIVELY DO SO UNDER APPLICABLE LAW, ANY OBJECTION THAT IT MAY NOW OR HEREAFTER HAVE TO THE LAYING OF THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN ANY SUCH COURT AND ANY CLAIM THAT ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN ANY SUCH COURT HAS BEEN BROUGHT IN AN INCONVENIENT FORUM.
(i) Entire Agreement. Except as otherwise expressly set forth herein, this Agreement, together with the other documents and instruments referred to herein, embody the complete agreement and understanding among the parties hereto with respect to the subject matter hereof, and supersede and preempt any prior understandings, agreements, or representations by or among the parties, written or oral, that may have related to the subject matter hereof in any way.
(j) Notices. Except as otherwise provided in this Agreement, all notices, requests, consents and other communications hereunder shall be in writing and shall be delivered (i) in person, by first-class registered or certified airmail (postage prepaid), by nationally recognized overnight express courier or by facsimile, and shall be deemed given (A) if delivered in person, upon delivery, (B) if delivered by first-class registered or certified airmail, three business days after so mailed or (C) if delivered by a nationally recognized overnight courier, one business day after so mailed, or (ii) via email and shall be deemed given upon confirmation of receipt (provided such confirmation is not automatically generated):
(i)if to the Company:
Select Interior Concepts, Inc.
400 Galleria Parkway, Suite 1760
Atlanta, Georgia 30339
Attention: General Counsel
Email: sbaldwin@selectinteriorconcepts.com
(ii)if to Investor:
B. Riley Financial, Inc.
299 Park Avenue, 21st Floor
New York, New York 10171
Attention: General Counsel
Email: aforman@brileyfin.com
(k) Delays or Omissions. No delay or omission to exercise any right, power or remedy accruing to any party under this Agreement shall impair any such right, power or remedy of such party, nor shall it be construed to be a waiver of or acquiescence to any breach or default, or of or in any similar breach or default thereafter occurring; nor shall any waiver of any single breach or default be deemed a waiver of any other breach or default.
(l) Amendments and Waivers. This Agreement may not be amended, except by an agreement in writing, executed by each of the Company and Investor, and, compliance with any term of this Agreement may not be waived, except by an agreement in writing executed on behalf of the party against whom the waiver is intended to be effective. The failure of any party to enforce any of the provisions of this Agreement shall in no way be construed as a waiver of any such provision and shall not affect the right of such party thereafter to enforce each and every provision of this Agreement in accordance with its terms.
(m) Counterparts. This Agreement may be executed in any number of counterparts and signatures may be delivered by facsimile or in electronic format, each of which may be executed by less than all the parties, each of which shall be enforceable against the parties actually executing such counterparts and all of which together shall constitute one instrument.
(n) Severability. If any provision of this Agreement becomes or is declared by a court of competent jurisdiction to be illegal, unenforceable, or void, portions of such provision, or such provision in its entirety, to the extent necessary, shall be severed from this Agreement and the balance of this Agreement shall be enforceable in accordance with its terms.
(o) Titles and Subtitles; Interpretation. The titles and subtitles used in this Agreement are used for convenience only and are not to be considered in construing or interpreting this Agreement. When a reference is made in this Agreement to a Section, such reference shall be to a Section of this Agreement unless otherwise indicated. Whenever the words “include,” “includes” or “including” are used in this Agreement, they shall be deemed to be followed by the words “without limitation.” The definitions contained in this Agreement are applicable to the singular as well as the plural forms of such terms and to the masculine as well as to the feminine and neuter genders of such term. Each of the parties has participated in the drafting and negotiation of this Agreement. If an ambiguity or question of intent or interpretation arises, this Agreement shall be construed as if it is drafted by each of the parties, and no presumption or burden of proof shall arise favoring or disfavoring any party by virtue of authorship of any of the provisions of this Agreement.
(p) Definitions. As used in this Agreement, the following terms shall have the respective meanings set forth below:
(i) “Affiliate” has the meaning set forth in Section 12b-2 of the Securities Exchange Act of 1934, as amended.
(ii) “Beneficial Ownership” by any Person of any security means ownership by such Person who, together with Affiliates of such Person, directly or indirectly, through any contract, arrangement, understanding, relationship or otherwise, has or shares (a) voting power that includes the power to vote, or to direct the voting of, such security, (b) investment power that includes the power to dispose of, or to direct the disposition of, such security, or (c) a right to acquire any of the powers set forth in (a) and (b) above within 60 days (of any date of determination of “Beneficial Ownership”) in respect of such security. The terms “Beneficially Own,” “Beneficially Owned,” “Beneficially Owning” and “Beneficial Owner” shall have a correlative meaning.
(iii) “Person” means an individual, corporation, partnership, limited liability company, association, trust, or other entity or organization, including any governmental authority.
********
IN WITNESS WHEREOF, this Agreement has been duly executed by the parties set forth below as of the date written above.
SELECT INTERIOR CONCEPTS, INC.
By:/s/ Shawn Baldwin
Name: Shawn K. Baldwin
Title: General Counsel and Secretary
B. RILEY FINANCIAL, INC.
By:/s/ Bryant Riley
Name: Bryant Riley
Title: Chairman & Co-CEO
Exhibit 99.1
SELECT INTERIOR CONCEPTS APPOINTS BRYANT RILEY TO THE BOARD OF DIRECTORS
ATLANTA, GEORGIA -- (BUSINESS WIRE) -- November 22, 2019 – Select Interior Concepts, Inc. (“SIC” or “the Company”) (NASDAQ: SIC), a premier installer and nationwide distributor of interior building products, announced today the appointment of Bryant Riley to its board of directors effective November 22, 2019. The appointment will increase the size of the SIC Board of Directors to seven members.
"We are pleased to welcome Bryant as a director to the SIC board. Bryant is a longstanding partner and was instrumental in leading a successful capital raise for the Company in 2017. Bryant’s deep knowledge of our business, significant prior board experience and solid track record in more than two decades in investment management will be invaluable to our board,” said Tyrone Johnson, Chief Executive Officer of the Company.
“The addition of Bryant complements our board of directors' skills and experiences and we believe he will contribute valuable insights on behalf of one our largest shareholders,” said David Smith, Chairman of the Board of Directors of the Company.
Bryant Riley, 52, is Chairman and Co-Chief Executive Officer of B. Riley Financial Inc. (NASDAQ: RILY), a publicly traded financial services company which operates through several subsidiaries. Since founding his company in 1997, Riley has expanded the B. Riley Financial platform organically and through a series of acquisitions to become a diversified provider of complementary, end-to-end capital markets and business advisory services. Mr. Riley holds a Bachelor of Science in Finance from Lehigh University.
"I am honored to serve on the Select Interior Concepts Board of Directors and look forward to working with the existing directors and management team to help enhance shareholder value," said Bryant Riley.
In May 2019, the Company announced that its Board of Directors had initiated a comprehensive review of strategic, operational and financial alternatives to enhance shareholder value. The Board continues its ongoing review of strategic alternatives and has no further update at this time. The Board has not set a timetable for the conclusion of its review of strategic alternatives. There can be no assurance that the review of strategic alternatives will result in a transaction or other outcome.
About Select Interior Concepts
Select Interior Concepts is a premier installer and nationwide distributor of interior building products with leading market positions in highly attractive markets. Headquartered in Atlanta, Georgia, Select Interior Concepts is listed on the NASDAQ and is a component of the Russell 3000 Index. The Residential Design Services segment provides integrated design, sourcing and installation solutions to customers, in the selection of a broad array of interior products and finishes, including flooring, cabinets, countertops, window treatments, and related interior items. The Architectural Surfaces Group segment distributes natural and engineered stone through a national network of distribution centers and showrooms under proprietary brand names such as AG&M, Modul and Pental. For more information, visit: www.selectinteriorconcepts.com.
Forward-Looking Statements
This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and as such, may involve known and unknown risks, uncertainties and assumptions. Forward-looking statements may be identified by the use of words such as “anticipate,” “believe,” “estimate,” “intend,” “could,” “should,” “would,” “may,” “seek,” “plan,” “might,” “will,” “expect,” “predict,” “project,” “forecast,” “potential,” “continue,” and other forms of these words or similar words or expressions or the negatives thereof. Forward-looking statements are based on historical information available at the time the statements are made and are based on management’s reasonable belief or expectations with respect to future events. Forward-looking statements are subject to risks, uncertainties, and other factors, including, but not limited to those factors contained in our Annual Report on Form 10-K for the fiscal year ended December 31, 2018 (our “Annual Report”), that may cause the Company’s actual results, level of activity, performance or achievement to be materially different from the results or plans expressed or implied by such forward-looking statements. All forward-looking statements in this press release are qualified by the factors, risks and uncertainties contained in our Annual Report. Forward-looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times at or by which such performance or results will be achieved. Forward-looking statements speak only as of the date on which they are made and the Company undertakes no obligation to update any forward-looking statement to reflect future events, developments or otherwise, except as may be required by applicable law.
Media Inquiries
Josette Thompson
(646) 818-9212
Pro-select@prosek.com
Investor Relations:
Rodny Nacier
(470) 548-7370
IR@selectinteriorconcepts.com
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