Item 8.01 Other Events.
On
Copies of the prospectus supplement (and accompanying base prospectus) and
rights certificate will be mailed to all holders of record of Common Stock as of
In connection with the rights offering, the Company is filing certain ancillary
documents as Exhibits 4.1 and 99.1 to this Current Report on Form 8-K for the
purpose of incorporating such items by reference as exhibits to the Registration
Statement, replacing the equivalent exhibits filed in connection with the
prospectus supplement on
On
Forward Looking Statements
This report includes "forward-looking statements" within the meaning of the "safe harbor" provisions of the United States Private Securities Litigation Reform Act of 1995. The Company's actual results may differ from their expectations, estimates, and projections and, consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as "expect," "estimate," "project," "budget," "forecast," "anticipate," "intend," "plan," "may," "will," "could," "should," "believes," "predicts," "potential," "continue," and similar expressions (or the negative versions of such words or expressions) are intended to identify such forward-looking statements. These forward-looking statements include all statements other than historical fact, including, without limitation, statements regarding the rights offering, including the anticipated proceeds from the rights offering and the use of such proceeds, and the Company's plans, projections and expectations regarding the rights offering, including the size, timing, price, and any intended participation of certain persons.
These forward-looking statements involve significant risks and uncertainties
that could cause the actual results to differ materially from those discussed in
the forward-looking statements. Factors that may cause such differences include
prevailing market conditions, whether stockholders of record will exercise their
rights to purchase common stock and the amount subscribed, and whether the
Company will be able to successfully complete the rights offering, in addition
to (without limitation): (1) the impact of the COVID-19 pandemic on the
Company's business and acquisitions; (2) the inability to maintain the listing
of the Company's shares of Common Stock on Nasdaq; (3) the risk that the
Company's business combination, acquisitions or any proposed transactions
disrupt the Company's current plans and/or operations, including the risk that
the Company does not complete any such proposed transactions or achieve the
expected benefits from them; (4) the ability to recognize the anticipated
benefits of the business combination, acquisitions, commercial collaborations,
commercialization of digital assets and proposed transactions, which may be
affected by, among other things, competition, the ability of the Company to grow
and manage growth profitably, and retain its key employees; (5) costs related to
being a public company, acquisitions, commercial collaborations and proposed
transactions; (6) changes in applicable laws or regulations; (7) the possibility
that the Company may be adversely affected by global hostilities, supply chain
disruptions, inflation, interest rates, foreign currency exchange rates or other
economic, business, and/or competitive factors; (8) risks relating to the
uncertainty of the projected financial information of the Company; (9) risks
related to the organic and inorganic growth of the Company's business, and the
timing of expected business milestones; and (10) other risks and uncertainties
indicated from time to time in the Company's annual report on Form 10-K,
including those under "Risk Factors" therein, and in the Company's other filings
with the
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit No. Description 4.1 Form of Subscription Rights Certificate. 99.1 Form of Instructions as to Use ofPLBY Group, Inc. Rights Certificate. 99.2 Press Release, datedJanuary 9, 2023 , regarding Amendments to the Rights Offering. 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
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