−Removed: carefully consider the factors discussed in Part I, “Item 1A.
−Removed: Risk Factors” in our Annual Report on Form 10-K for the year
−Removed: ended December 31, 2021 filed with the SEC on March 31, 2022, which could materially affect our business, financial condition, or future
−Removed: The risks described in the above reports are not the only risks we face.
−Removed: Additional risks and uncertainties not currently known
−Removed: to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and operating
−Removed: Please also see “Special Note Regarding Forward-Looking Statements” above.
+Added: carefully consider the factors discussed below and the factors identified in Part I, “Item 1A.
+Added: Risk Factors” in
+Added: our Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC on March 31, 2022, and our subsequent filings
+Added: with the SEC, that could materially affect our business and financial condition and could cause results to differ materially from those expressed
+Added: in forward-looking statements contained in this Report or other reports filed with the SEC.
+Added: The risks described below and in the above
+Added: reports are not the only risks we face.
+Added: Additional risks and uncertainties not currently known to us or that we currently deem to be
+Added: immaterial also may materially adversely affect our business, financial condition and operating results.
+Added: Please also see
+Added: “Special Note Regarding Forward-Looking Statements” above.
+Added: Our business, financial condition and operating
+Added: results could be negatively affected as a result of actions by activist investors.
+Added: An activist stockholder (the “Activist”)
+Added: submitted a notice to our Board, purporting to nominate two nominees to our three-member Board at the 2022 Annual Meeting of Stockholders.
+Added: We informed the Activist that our Board determined its purported notice of nomination was invalid, as it did not comply with our Amended
+Added: and Restated Bylaws.
+Added: We initiated a lawsuit against the Activist, the Activist’s two nominees, and four additional individuals–all
+Added: of whom we believe to be acting as a group to attempt to effectuate a takeover of our Board without registering as a group pursuant to
+Added: securities laws and some of whom we believe have committed other unlawful actions.
+Added: The Activist subsequently sued us in the Court
+Added: of Chancery of the State of Delaware, seeking a declaratory judgment that the purported notice of nominations was valid and certain injunctive
+Added: If the Activist prevails in its lawsuit, we will be involved in a proxy contest for control of our Board, despite the deficiencies
+Added: in the Activist’s purported notice of nominations.
+Added: Even if we prevail in the Delaware litigation, the litigation and the campaign
+Added: by the Activist and those with whom the Activist is acting in concert against us has, and will have, likely diverted the time and energies
+Added: of management and required us to incur substantial expense, possibly causing a decrease in stockholder value.
+Added: A proxy contest and related litigation, along the
+Added: lines discussed above, could have a material adverse effect on us for the following reasons:
+Added: ● Activist investors may attempt to effect changes in our governance and strategic direction or to acquire
+Added: control over the Board or AIM.
+Added: In particular, if the Activist is successful in its litigation and subsequent proxy contest, it may gain
+Added: control of the Board.
+Added: ● While we welcome the opinions of all stockholders, responding to proxy contests and related litigation
+Added: by activist investors is likely to be costly and time-consuming, disrupt our operations, and potentially divert the attention of our Board,
+Added: management team and other employees away from their regular duties and the pursuit of business opportunities to enhance stockholder value.
+Added: ● Perceived uncertainties as to our future direction of AIM as a result of potential changes to the composition
+Added: of the Board may lead to the perception of a change in the strategic direction of the business, instability or lack of continuity, which
+Added: may cause concern to our existing or potential strategic partners, customers, employees and stockholders;
+Added: may be exploited by our competitors;
+Added: may result in the loss of potential business opportunities or limit our ability to timely initiate or advance clinical trials;
+Added: make it more difficult to attract and retain qualified personnel and business partners.
+Added: ● Proxy contests and related litigation by activist investors
+Added: could cause significant fluctuations in our stock price based on temporary or speculative market perceptions or other factors that do
+Added: not necessarily reflect the underlying fundamentals and prospects of our business.
Unregistered Sales of Equity Securities and Use of Proceeds
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