(d)Exhibits
The following exhibits are being filed as part of this report:
| | |
Exhibit No. | | Description |
| | |
99.1 | | Press release dated September 21, 2021 |
| | |
99.2 | | Audited consolidated financial statements of Envigo RMS Holding Corp. as of December 31, 2020 and 2019 and for the year ended December 31, 2020 and the period from June 3, 2019 to December 31, 2019 |
| | |
99.3 | | Unaudited consolidated financial statements of Envigo RMS Holding Corp. as of and for the three and six months ended June 30, 2021 and 2020 |
| | |
99.4 | | Unaudited pro forma condensed combined financial statements of the Company, Envigo RMS Holding Corp., Bolder BioPath, Inc. and HistoTox Laboratories, Inc. |
| | |
99.5 | | Excerpts from Confidential Preliminary Offering Memorandum circulated in connection with Notes offering* |
| | |
104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
*Furnished, not filed.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Current Report on Form 8-K, including the exhibits hereto, contains forward-looking statements that involve risks and uncertainties. Those statements may include, but are not limited to, discussions regarding our intent, belief or current expectations with respect to (i) our strategic plans; (ii) trends in the demand for our products and services; (iii) trends in the industries that consume our products and services; (iv) our ability to develop new products and services; (v) our ability to make capital expenditures and finance operations; (vi) global economic conditions, especially as they impact our markets; (vii) our cash position; (viii) our ability to effectively integrate the operations and personnel related to recent acquisitions; (ix) our ability to effectively manage current expansion efforts in in St. Louis, Missouri and any other future expansion or acquisition initiatives we undertake; (x) our ability to develop and build infrastructure and teams to manage growth and projects; (xi) our ability to continue to retain and hire key talent; (xii) our ability to market our services and products under our new corporate name and relevant brand names; (xiii) our ability to service our outstanding indebtedness; (xiv) our expectations regarding the volume of new bookings, pricing, gross margins and liquidity, (xv) the impact of COVID-19 on the economy, demand for our services and products and our operations, including measures taken by government authorities to address the pandemic, which may precipitate or exacerbate other risks and/or uncertainties, and (xvi) the Envigo Acquisition and its impact on our business, financial condition and results of operations.
All statements, other than statements of historical facts, are forward-looking statements. The words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “plan,” “predict,” “project,” “target,” “potential,” “will,” “would,” “could,” “should,” “continue,” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. We may not actually achieve the plans, intentions or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Actual results or events could differ materially from the plans, intentions and expectations disclosed in the forward-looking statements we make.
Although we believe the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, level of activity, performance or achievements. You should not rely upon forward-looking statements as predictions of future events. Unless required by law, we will not undertake and we specifically disclaim any obligation to release publicly the result of any revisions which may be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of events, whether or not anticipated. In that
