Risk Factors.
−Removed: There were no material changes to the risk factors disclosed in P art I, Item 1A, Risk Factors of the Form 10-K, which was filed with the Securities and Exchange Commission on February 21, 2024.
+Added: Other than the amended risk factors set forth below, there were no material changes to the risk factors disclosed in Part I, Item 1A, Risk Factors of the Form 10-K, which was filed with the Securities and Exchange Commission on February 21, 2024.
Any of the risks discussed in such report, as well as additional risks and uncertainties not currently known to us or that we currently deem immaterial, could materially and adversely affect our results of operations, financial condition or prospects.
+Added: Our debt service requirements are significant, and we may not have sufficient cash flow from our business to pay our substantial debt.
+Added: The outstanding principal amount of our 2025 Notes at June 30, 2024 was $158.9 million.
+Added: The 2025 Notes have a maturity date of May 1, 2025.
+Added: While we have repurchased and/or entered into binding agreements to repurchase and/or exchange a significant amount of the outstanding principal amount of the 2025 Notes, including pursuant to the Convertible Debt Exchange described elsewhere in this report, there can be no assurance that the Convertible Debt Exchange will be consummated or that any required or desired restructuring or financing of the remaining balance of the 2025 Notes will be available on terms favorable to us, or at all.
+Added: Furthermore, if the Convertible Debt Exchange and any similar exchanges with additional holders of our 2025 Notes are consummated, we will owe a significant amount of secured indebtedness under the terms of the new indebtedness to be issued on account of a portion of the outstanding principal amount of the 2025 Notes (the “Replacement Indebtedness”).
+Added: In addition, we incurred $19.5 million in principal amount of indebtedness pursuant to the Short-Term Loan, which matures on September 30, 2024, provided that the Company may request an extension of the maturity date of up to six months, to March 31, 2025, which the Lender and each Participating Lender may grant or deny with respect to each of their respective portions of the Short-Term Loan.
+Added: The Company’s intention is to refinance the Short-Term Loan, however, there can be no assurance that any required or desired restructuring or financing will be available on terms favorable to the Company, or at all.
+Added: Our ability to make scheduled payments on, or to refinance our indebtedness, depends on our future performance, which is subject to economic, financial, competitive and other factors beyond our control.
+Added: Our business may not generate cash flow from operations in the future sufficient to service our debt and other fixed charges, fund working capital needs and make necessary capital expenditures.
+Added: If we are unable to generate such cash flow, we may be required to adopt one or more alternatives, such as selling assets, refinancing or restructuring debt or obtaining additional equity capital on terms that may be onerous or dilutive.
+Added: Our ability to refinance or restructure our indebtedness will depend on the condition of the capital markets and our financial condition at such time.
+Added: We may not be able to engage in any of these activities or engage in these activities on favorable terms, which could result in a default on our debt obligations.
+Added: Any default under such indebtedness could have a material adverse effect on our business, results of operations and financial condition.
+Added: We are required to comply with certain financial and other covenants under our Short-Term Loan Agreement and, if we fail to meet those covenants or otherwise suffer a default thereunder, our lenders may accelerate the payment of such obligations.
+Added: The Loan and Security Agreement entered into in connection with the establishment of the Short-Term Loan (the “Short-Term Loan Agreement”) contains various covenants, restrictions and events of default.
+Added: Among other things, these provisions require us to maintain a certain level of consolidated liquidity and impose certain limits on our ability to engage in certain activities.
+Added: The restrictions in the Short-Term Loan Agreement impose operating and financial restrictions on us and may limit our ability to compete effectively, take advantage of new business opportunities or take other actions that may be in our, or our shareholders’, best interests.
+Added: Further, various risks and uncertainties may impact our ability to comply with our obligations under the Short-Term Loan Agreement.
+Added: Our obligations under the Short-Term Loan Agreement are secured by, and we expect that our obligations under the Replacement Indebtedness, if and when incurred, will be secured by, a continuing security interest in all property (other than certain excluded collateral) of the Company and each of the borrower parties.
+Added: Our inability to comply with any of the provisions of the Short-Term Loan Agreement (and we expect that our inability to comply with any of the provisions of the agreements governing the Replacement Indebtedness, if and when entered into) could result in a default under it.
+Added: If such a default under the Short-Term Loan Agreement occurs, the lenders may elect to demand payment in full of all or any portion of our obligations under the Short-Term Loan Agreement and, among other remedies, foreclose on our assets.
+Added: The occurrence of any of these events could have a material adverse effect on our business, financial condition, results of operations and liquidity.
Unregistered Sales of Equity Securities and Use of Proceeds.
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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.