−Removed: Risk Factors.
−Removed: You should carefully consider the information in this Form 10-Q, including the risk factors below, and the risk factors discussed in "Risk Factors" and other risks discussed in our 2019 Form 10-K and our filings with the SEC since December 31, 2019.
+Added: ITEM 1A Risk Factors
+Added: You should carefully consider the information in this Form 10-Q, including the risk factors below, and the risk factors discussed in "Risk Factors" and other risks discussed in our 2019 Form 10-K and our filings with the SEC since December 31, 2019 including our Quarterly Reports on Form 10-Q for the quarterly period ended March 31, 2020 and June 30, 2020.
These risks could materially and adversely affect our results of operations, financial condition, liquidity and cash flows.
Our business also could be affected by risks that we are not presently aware of or that we currently consider immaterial to our operations.
−Removed: Risks Related to Our Common Stock
−Removed: Provisions in our corporate charter documents and under Delaware law may delay or prevent attempts by our stockholders to change our management and hinder efforts to acquire a controlling interest in us.
−Removed: Certain provisions of our certificate of incorporation and by-laws may inhibit changes in control of our company not approved by our board of directors.
−Removed: These provisions include:
−Removed: • a prohibition on stockholder action through written consents;
−Removed: • a requirement that special meetings of stockholders be called only by the board of directors;
−Removed: • advance notice requirements for stockholder proposals and director nominations;
−Removed: • limitations on the ability of stockholders to amend, alter or repeal the by-laws;
−Removed: • the authority of the board of directors to issue, without stockholder approval, preferred stock and common stock with such terms as the board of directors may determine.
−Removed: We are also afforded the protections of Section 203 of the Delaware General Corporation Law, which would prevent us from engaging in a business combination with a person who becomes a 15% or greater stockholder for a period of three years from the date such person acquired such status unless certain board or stockholder approvals were obtained.
−Removed: In addition, on June 23, 2020, our board of directors unanimously adopted a limited duration stockholder rights plan and declared a dividend of one right for each outstanding share of our common stock as of July 5, 2020, the record date for such dividend.
−Removed: Under the rights plan, the rights will become exercisable only if a person or persons acquires beneficial ownership of 10% or more of our outstanding common stock, or 15% in the case of certain passive investors.
−Removed: In the event that the rights become exercisable, each holder of rights (other than the person or group triggering the rights plan) will be entitled to purchase, at the right’s exercise price, a number of shares of our common stock having a market value of twice the right’s exercise price.
−Removed: Such exercise of the rights will cause the person or group triggering the rights plan to suffer dilution of their ownership stake in our company.
−Removed: The rights plan will expire on June 24, 2021 unless earlier terminated or amended by our board of directors.
−Removed: These charter provisions, as well as the potential impact of Section 203 and the rights plan, could limit the price that certain investors might be willing to pay in the future for shares of our common stock, discourage potential acquisition proposals and delay, deter or prevent a change in control.
−Removed: Unregistered Sales of Equity Securities and Use of Proceeds.
−Removed: We did not sell any equity securities during the three months ended June 30, 2020 that were not registered under the Securities Act of 1933, as amended.
−Removed: Defaults Upon Senior Securities.
+Added: ITEM 2 Unregistered Sales of Equity Securities and Use of Proceeds
+Added: We did not sell any equity securities during the three months ended September 30, 2020 that were not registered under the Securities Act of 1933, as amended.
+Added: ITEM 3 Defaults Upon Senior Securities
Not applicable.
−Removed: Mine Safety Disclosures.
+Added: ITEM 4 Mine Safety Disclosures
Not applicable.
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.