8 unchanged sentences
The demand letter seeks, among other things, that we provide additional disclosures related to the Brivo Business Combination.
+Added: On June 27, 2022, we received a demand letter by a purported stockholder of Crown.
+Added: The demand letter alleges, among other things, that the Registration Statement fails to disclose material information regarding the Brivo Business Combination.
+Added: The demand letter seeks, among other things, that we provide additional disclosures related to the Brivo Business Combination.
We believe that the claims asserted in these demand letters are without merit and intends to defend vigorously against all claims asserted.
−Removed: Additional potential plaintiffs may file lawsuits challenging the Brivo Business Combination.
−Removed: The outcome of any future litigation is uncertain.
−Removed: Such litigation, if not resolved, could prevent or delay consummation of the Brivo Business Combination and result in substantial costs to the Company, including any costs associated with the indemnification of directors and officers.
−Removed: One of the conditions to the consummation of the Brivo Business Combination is that no injunction or other order or decree issued by a governmental authority that prohibits or makes illegal consummation of the Brivo Business Combination (including the Mergers) or enjoins the Company, Brivo, Merger Sub I or Merger Sub II from consummating the Brivo Business Combination (including the Mergers) is in effect.
−Removed: Therefore, if a plaintiff were successful in obtaining an injunction prohibiting the consummation of the Brivo Business Combination on the agreed-upon terms, then such injunction may prevent the Brivo Business Combination from being consummated, or from being consummated within the expected time frame.
−Removed: There have been no material changes from the risk factors previously disclosed in the Company’s Annual Report on form 10-K for the year ended December 31, 2021, dated April 12, 2022.
+Added: Given the termination of the Business Combination Agreement, we believe these claims in the demand letters are now moot.
+Added: On August 10, 2022, we received a notice of election from Brivo, notifying us that Brivo has elected to terminate the Business Combination.
+Added: As a result of such election the Business Combination was immediately terminated.
+Added: We believe that prior to termination Brivo breached the Business Combination Agreement, and that EMBUIA LLC, an affiliate of Dean M.
+Added: Drako, the Chairman of the board of directors of Brivo, breached the Stockholder Support Agreement (as defined in the Business Combination Agreement), in each case, including breaching their respective obligations not to take certain actions in connection with a Company Acquisition Proposal (as defined in the Business Combination Agreement).
+Added: We intend to vigorously pursue its remedies.
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.