−Removed: Except for the risk factors discussed below and the risk factors presented in Item 1A.
−Removed: Risk Factors of our Quarterly Report for the quarterly period ended March 31, 2020, there have been no material changes in our risk factors from those disclosed in Part I, Item 1A.
+Added: There have been no material changes in our risk factors from those disclosed in Part I, Item 1A.
of the Company’s Annual Report on Form 10-K for the year ended December 31, 2020.
−Removed: Breaches of our information systems could adversely affect our reputation, disrupt our operations, and result in increased costs and loss of revenue.
−Removed: There have been an increasing number of recent global cyber security incidents affecting companies, including us.
−Removed: These incidents could cause operational failures or compromise sensitive or confidential corporate and personal data.
−Removed: Because we are interconnected with and dependent on third-party vendors, we could also be adversely affected if we or any of our vendors are subject to a successful cyber-attack or other information security event.
−Removed: Such cyber security incidents may result in the loss or compromise of customer, financial, or operational data;
−Removed: disruption of billing, collections, or normal operating activities;
−Removed: disruption of electronic monitoring and control of operational systems;
−Removed: and delays in financial reporting and other management functions, and our acquisition activities could increase such risk.
−Removed: There can be no guarantees that such a cyber incident would not result in the unauthorized access to or the disclosure of customer data, our trade secrets or other intellectual property, or personal information of our employees.
−Removed: There can be no guarantee that the disclosure of any of this information would not have a material adverse effect on our business, reputation, financial condition, and results of operations.
−Removed: We continually evaluate our systems and may implement further controls and additional preventative actions to further strengthen our systems against attacks.
−Removed: We cannot assure you that such measures will provide absolute security, that we will be
CLARUS CORPORATION
−Removed: able to react in a timely manner, or that our remediation efforts following past or future attacks will be successful.
−Removed: Possible impacts associated with a cyber security incident may include, among other things, business interruption, ransom payments, the identification of material weaknesses or significant deficiencies, remediation costs related to lost, stolen, or compromised data;
−Removed: repairs to data processing systems;
−Removed: increased cyber security protection costs;
−Removed: reputational damage;
−Removed: and adverse effects on our compliance with privacy and other laws and regulations that are applicable to us.
−Removed: We have insurance coverage to protect us against losses from certain cyber security incidents, including liability for third-party vendors who mishandle our information.
−Removed: However, there can be no guarantee that every potential loss due to cyber-attack or theft of information has been insured against, nor that the limits of the insurance we have acquired will be sufficient to cover all such losses.
−Removed: Adverse publicity about the Company and/or its brands, including without limitation, through social media or in connection with brand damaging events and/or public perception could negatively impact our business.
−Removed: Negative claims or publicity involving us, our board of directors, our brands, our products, services and experiences, consumer data, or any of our key employees, endorsers, or suppliers could seriously damage our reputation and the image of our brands, regardless of whether such claims are accurate.
−Removed: Social media, which accelerates and potentially amplifies the scope of negative publicity, can increase the challenges of responding to negative claims.
−Removed: Adverse publicity could also damage our reputation and the image of our brands, undermine consumer confidence in us and reduce long-term demand for our products, even if such adverse publicity is unfounded or not material to our operations.
−Removed: If the reputation, culture or image of any of our brands is tarnished or if we receive negative publicity, then our sales, financial condition and results of operations could be materially and adversely affected.
−Removed: CLARUS CORPORATION
−Removed: Employment Agreement, dated as of August 27, 2020, between Clarus Corporation and Aaron Kuehne (filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on September 1, 2020 and incorporated herein by reference).
−Removed: Securities Purchase Agreement, September 25, 2020, by and between Clarus Corporation and the Purchasers thereto (filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on September 29, 2020 and incorporated herein by reference).
−Removed: Letter to Brown Advisory Incorporated dated September 25, 2020 (filed as Exhibit 99.2 to the Company’s Current Report on Form 8-K filed with the SEC on September 29, 2020 and incorporated herein by reference).
−Removed: Asset Purchase Agreement dated September 30, 2020, by and among Sierra Bullets, L.L.C., as Buyer, and Remington Outdoor Company, Inc., certain of its subsidiaries, as Seller (filed as Exhibit 2.1 to the Company’s Current Report on Form 8-K filed with the SEC on October 2, 2020 and incorporated herein by reference).
+Added: Employment Agreement between the Company and John Walbrecht, dated as of January 1, 2021 (filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the SEC on January 6, 2021 and incorporated herein by reference).
+Added: Letter to TT Investimentos Ltda.
+Added: dated April 5, 2021 (filed as Exhibit 99.1 to the Company’s Current Report on Form 8-K filed with the SEC on April 6, 2021 and incorporated herein by reference).
Certification of Principal Executive Officer pursuant to Rule 13a-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
12 unchanged sentences
Furnished herewith
+Added: Management contract or compensation plan or arrangement
CLARUS CORPORATION
1 unchanged sentence
CLARUS CORPORATION
−Removed: November 9, 2020
/s/ Warren B.
1 unchanged sentence
(Principal Executive Officer)
−Removed: November 9, 2020
−Removed: Chief Administrative Officer and
+Added: Executive Vice President and
Chief Financial Officer
−Removed: (Principal Financial Officer)
+Added: (Principal Financial Officer and Principal Accounting Officer )
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.