−Removed: You should carefully consider the risk described below, in addition to other information contained or incorporated by reference herein.
−Removed: Realization of the following risk could have a material adverse effect on our business, financial condition, cash flows and results of operations.
−Removed: The risk factor below updates our risk factors previously discussed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021 and in our Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2022.
−Removed: The Company could be subject to changes in its tax rates, the adoption of new tax legislation, tax audits, or exposure to additional tax liabilities that could have a material adverse effect on our business, consolidated results of operations, and consolidated financial condition.
−Removed: We are subject to taxes in the U.S.
−Removed: and numerous jurisdictions where we operate and our subsidiaries are organized.
−Removed: Due to economic and political conditions, tax rates in the U.S.
−Removed: and other jurisdictions may be subject to significant change.
−Removed: In addition, our tax returns are subject to examination by the U.S.
−Removed: and other tax authorities and governmental bodies.
−Removed: We regularly assess the likelihood of an adverse outcome resulting from these examinations to determine the adequacy of our provision for taxes.
−Removed: Recently, the Company received and paid a $51 million transfer pricing tax assessment in Denmark.
−Removed: The Company and its advisors believe the assessment is without merit.
−Removed: The Company is presently appealing and believes it will be reimbursed following a successful appeals process.
−Removed: The payment has been recorded as a long term receivable.
−Removed: There can be no assurance as to the outcome of the examinations.
−Removed: Furthermore, an increase in tax rates, particularly in the U.S., changes in our ability to realize our deferred tax assets, or adverse outcomes resulting from examinations of our tax returns could have a material adverse effect on our business, consolidated results of operations, and consolidated financial condition.
+Added: As of the date of this filing, the Company and its operations continue to be subject to the risk factors previously disclosed in Part I, Item 1A "Risk Factors" in our 2021 Annual Report on Form 10-K for the fiscal year ended December 31, 2021 and in our Quarterly Reports on Form 10-Q for the fiscal quarter ended March 31, 2022 and the fiscal quarter ended June 30, 2022.
Purchases of Equity Securities by the Issuer and Affiliated Purchasers
7 unchanged sentences
under the plans or
−Removed: April 1 through April 30, 2022
−Removed: May 1 through May 31, 2022
−Removed: June 1 through June 30, 2022
+Added: July 1 through July 31, 2022
+Added: August 1 through August 31, 2022
+Added: September 1 through September 30, 2022
(1) The 8,794 shares listed as “purchased”
9 unchanged sentences
(Exhibit 3.2) (1)
−Removed: Form of Non-Employee Director Restricted Stock Unit Agreement (2022) (2)
+Added: Retirement Policy for Equity Awards (Exhibit 10.1) (2)
Certification pursuant to Rule 13a-14a and Rule 15d-14(a) of the Securities and Exchange Act, as amended.
12 unchanged sentences
* Compensatory plan or arrangement for management or others.
−Removed: (1) Filed as an Exhibit to our Current Report on Form 8-Q filed on December 21, 2020.
+Added: (1) Filed as an Exhibit to our Current Report on Form 8-K filed on December 21, 2020.
+Added: (2) Filed as an Exhibit to our Current Report on Form 8-K filed on July 12, 2022.
(3) Filed herewith.
2 unchanged sentences
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
−Removed: July 28, 2022
+Added: October 28, 2022
/s/ Christy H.
2 unchanged sentences
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.