Item 2.02 Results of Operations and Financial Condition.
On
The information in this Item 2.02 is preliminary, unaudited, and subject to the
Company's normal quarter and year-end accounting procedures and external audit
by the Company's independent registered public accounting firm. The information
in this Item 2.02 does not present all information necessary for an
understanding of the Company's results of operations for the fiscal year ended
Item 2.05 Costs Associated with Exit or Disposal Activities.
On
Item 7.01 Regulation FD Disclosure. The information set forth in Item 2.02 of this Current Report on Form 8-K is incorporated into this Item 7.01 by reference.
The information in Item 2.02 and this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, is being furnished, and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Forward-Looking Statements
This report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Life360 intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements include statements regarding Life360's intentions, objectives, plans, expectations, assumptions and beliefs about future events, including Life360's expectations with respect to the financial and operating performance of its business, including revenue and margin expectations, operating cash flow and the acceleration of its path to profitability, its capital position, future growth, estimated expenses to be incurred in connection with the Company's planned workforce reduction and other statements related to the planned workforce reduction. The words "anticipate", "believe", "expect", "project", "predict", "will", "forecast", "estimate", "likely", "intend". "outlook", "should", "could", "may", "target", "plan" and other similar expressions can generally be used to identify forward-looking statements. Indications of, and guidance or outlook on, future earnings or financial position or performance are also forward-looking statements. Investors and prospective investor are cautioned not to place undue reliance on these forward-looking statements as they involve inherent risk and uncertainty (both general and specific) and should note that they are provided as a general guide only and should not be relied on as an indication or guarantee of future performance. There is a risk that such predictions, forecasts, projections and other forward-looking statements will not be achieved. Subject to any continuing obligations under applicable law, Life360 does not undertake any obligation to publicly release the result of any revisions to these forward-looking statements to reflect events or circumstances after the date of this report, to reflect any change in expectations in relation to any forward-looking statements or any change in events, conditions or circumstances on which any such statements are based. Although Life360 believes that the expectations reflected in the forward-looking statements and the assumptions upon which they are based are reasonable, Life360 can give no assurance that such expectations and assumptions will prove to be correct and actual results may vary in a materially positive or negative manner. They are subject to known and unknown risks, uncertainty, assumptions and contingencies, many of which are outside Life360's control, and are based on estimates and assumptions that are subject to change and may cause actual results, performance or achievements to differ materially from those expressed or implied by such statements. Factors that could cause actual results to differ materially from those in the forward-looking statements include risks related to the preliminary nature of financial results, risks related to the Company's business, market risks, the Company's need for additional capital, and the risk that the Company's products and services may not perform as expected, as described in greater detail under the heading "Risk Factors" in the Company's ASX filings, Form 10 Registration Statement filed with theSecurities and Exchange Commission ("SEC") onApril 26, 2022 , as amended by Amendment No. 1 filed onJune 13, 2022 and Amendment No. 2 filed onJuly 5, 2022 , and effective as ofJune 27, 2022 , and subsequent reports filed with theSecurities and Exchange Commission . To the maximum extent permitted by law, responsibility for the accuracy or completeness of any forward-looking statements whether as a result of new information, future events or results or otherwise is disclaimed. This report should not be relied upon as a recommendation or forecast by Life360. Past performance information given in this document is given for illustrative purposes only and is not necessarily a guide to future performance and no representation or warranty is made by any person as to the likelihood of achievement or reasonableness of any forward-looking statements, forecast financial information, future share price performance or any underlying assumptions. Nothing contained in this document nor any information made available to you is, or shall be relied upon as, a promise, representation, warranty or guarantee as to the past. present or the future performance of Life360. Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 99.1 ASX Media Release, datedJanuary 13, 2023 (Australian time) 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document
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