ITEM 8.01 OTHER EVENTS.
On October 12, 2021, certain holders of the Company's warrants elected to
exercise their "accordion right" in full and purchased from the Company
$3,000,000 in aggregate principal amount of the Company's 7.00% Senior
Subordinated Convertible Notes due 2031 (the "Notes").
This "accordion right" was granted under the terms of the Company's registration
rights agreement, dated as of March 12, 2021, that was entered into concurrently
with the financing agreement, by and among the Company, as borrower, certain
subsidiaries of the Company from time to time party thereto, the lenders from
time to time party thereto, and Wilmington Savings Fund Society, FSB, as
administrative agent and collateral agent.
The "accordion right" allowed those holders to elect during the sixty days
following the consummation of the Company's Rights Offering (which expired on
August 13, 2021) to purchase an additional amount of Notes (on the same terms as
those offered in the Rights Offering) in the aggregate principal amount of up to
10% of the aggregate principal amount of the Notes offered in the Rights
Offering.
The information in this Form 8-K filed pursuant to Item 8.01 does not constitute
an offer to sell or a solicitation of an offer to buy the Notes described
herein, nor shall there be any sale of these Notes in any state or other
jurisdiction in which such an offer, solicitation or sale would be unlawful
prior to registration or qualification under the securities laws of any such
jurisdiction.
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