Item 3. Legal Proceedings
ITEM 3.
LEGAL PROCEEDINGS
On October 5, 2021, purported Company stockholder Sally Nahra filed a complaint against the Company and the members of the pre-Merger board of directors for Broadway in the Superior Court of the State of California in
and for the County of Los Angeles. In Nahra v. Bradshaw , No. 21STCV36502, Plaintiff Nahra brings claims of breach of fiduciary duty of candor on behalf of herself and other similarly situated individuals.
Plaintiff Nahra alleges that the proxy statement filed with the U.S. Securities and Exchange Commission on February 9, 2021, failed to disclose the personal conflicts of the directors and omitted key financial metrics, and as a result, her shares
were diluted and she was deprived of an opportunity to obtain a premium on her investment through potential alternative transactions. Among other remedies, she seeks compensatory and rescissory damages. The Company believes that these claims are
without merit and is defending against them vigorously. The Company and the individual defendants have filed a demurrer requesting that the Court dismiss the complaint in its entirety. On March 29, 2022 the court held a hearing on defendant’s
demurrer and entered an order sustaining the demurrer and dismissing all of plaintiff’s claims with leave to amend. As a result, plaintiff has been directed to file an amended complaint, if any, by April 29, 2022.
In the ordinary course of business, we are defendants in various litigation matters from time to time. In our opinion, the disposition of any litigation and other legal and regulatory matters currently pending or
threatened against us would not have a material adverse effect on our financial position, results of operations or cash flows.
ITEM 4.
MINE SAFETY DISCLOSURES
Not Applicable
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Table of Contents
PART II
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.