LEGAL PROCEEDINGS
−Removed: As of December 31, 2020, we are not involved in any pending or threatened legal proceedings that we believe could reasonably be expected to have a material adverse effect on our financial condition, results of operations, or cash flows.
−Removed: From time to time, we are subject to legal proceedings and business disputes involving ordinary routine legal matters and claims incidental to our business.
−Removed: The ultimate legal and financial liability with respect to such matters generally cannot be estimated with certainty and requires the use of estimates in recording liabilities for potential litigation settlements or awards against us.
−Removed: Estimates for losses from litigation are made after consultation with outside counsel.
−Removed: If estimates of potential losses increase or the related facts and circumstances change in the future, we may be required to record either more or less litigation expense.
+Added: On April 15, 2021, a putative stockholder of the Company commenced a class action and derivative lawsuit in the Delaware Court of Chancery, Stein v.
+Added: Pickens, et al.
+Added: 2021-0322-JRS (the “Stein Action”), in which it is alleged, among other things, that the Company improperly included broker non-votes in the tabulation of votes counted in favor to approve an amendment to the Company’s Certificate of Incorporation (the “2020 Certificate Amendment”) and, thus the 2020 Certificate Amendment was defective.
+Added: The Company investigated these allegations and disputes them.
+Added: On April 30, 2021, the Company filed a validation proceeding in the Delaware Court of Chancery, In re Astrotech Corporation , C.A.
+Added: 2021-0380-JRS, pursuant to Section 205 of the Delaware General Corporation Law (the “Section 205 Action”).
+Added: The Company does not believe that the filing and effectiveness of the 2020 Certificate Amendment is either invalid or ineffective.
+Added: However, to resolve any uncertainty, the Company is pursuing corrective actions to ratify the 2020 Certificate Amendment through the filing of the Section 205 Action.
+Added: Further information regarding the Stein Action and the Section 205 Action is provided in the Schedule 14A proxy statement amendment and supplement filed by the Company with the Securities and Exchange Commission on April 29, 2021.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.