4 unchanged sentences
In 2020, we entered into an agreement to sell to the other owner our 55.1% ownership stake in EEG.
−Removed: The transaction is subject to approval by each of the states in which EEG’s schools operate, as well as EEG’s institutional accrediting agency, National Accrediting Commission of Career Arts and Sciences (NACCAS), and the Department of Education.
+Added: The transaction is subject to approval by each of the states in which EEG’s schools operate, as well as EEG’s institutional accrediting agency, the National Accrediting Commission of Career Arts and Sciences (NACCAS).
Some state approvals and the NACCAS approval must be obtained prior to the closing of the transaction.
−Removed: Additionally, three state agencies have indicated that the pertinent EEG schools must post surety bonds as a condition of transaction approval and ongoing authorization to operate.
−Removed: The other owner of EEG has not obtained the required surety bonds to facilitate a closing of the transaction.
−Removed: The Department of Education similarly may require a letter of credit as a condition of EEG’s participation in the Title IV programs following the transaction.
−Removed: As a result of these conditions, there is no guarantee that we will be able to close the sale.
+Added: Additionally, while these approval processes are ongoing, three state agencies have previously indicated that the pertinent EEG schools may be required to post surety bonds as a condition of transaction approval and ongoing authorization to operate.
+Added: Department of Education similarly may require a letter of credit as a condition of EEG’s participation in the Title IV programs following the transaction.
+Added: If the other owner of EEG is not able to obtain the required surety bonds or letter of credit to facilitate a closing of the transaction, there is no guarantee that we will be able to close the sale.
If the transaction does not close, our financial results may be adversely affected.
21 unchanged sentences
The Company moved its trading to the Nasdaq after failing to regain compliance with the New York Stock Exchange's minimum market capitalization requirement.
−Removed: Under Nasdaq's continued listing standards, the Company is required to maintain, among other things, an average market capitalization of at least $15.0 million.
−Removed: We are currently in compliance with these continued listing standards.
−Removed: However, if we fail to timely comply with applicable continued listing standards, our common stock may be delisted from Nasdaq.
+Added: Under Nasdaq's continued listing standards currently applicable to the Company, the Company is required to maintain, among other things, a market value of publicly held shares of at least $15.0 million.
+Added: We estimate that the market value of our publicly held shares has been below $15.0 million since April 15, 2024.
+Added: If the market value of the Company’s publicly held shares remains below $15.0 million for a period of 30 consecutive business days, we will be considered out of compliance with such standard .
+Added: We are currently in compliance with the Nasdaq continued listing standards.
+Added: However, if we fail to comply with the currently applicable listing standards, including with regard to the market value of the Company’s publicly held shares, we do not believe we will be able to satisfy alternative listing standards for the Nasdaq Global Market tier and we do not believe we would qualify to transfer to another Nasdaq tier;
+Added: therefore, our common stock may be delisted from Nasdaq.
If, for any reason, Nasdaq were to suspend or remove our securities from trading on the Nasdaq Global Market and we were unable to qualify for listing on another tier or national securities exchange, a reduction in some or all of the following may occur, each of which could materially adversely affect our shareholders:
16 unchanged sentences
GAAP, the Company's goodwill is evaluated for impairment on an annual basis, during the fourth fiscal quarter, or more frequently if an event occurs or circumstances change that indicate that a potential impairment exists.
−Removed: Fair value determinations requires considerable judgment and is sensitive to changes in underlying assumptions, estimates and market factors.
+Added: Fair value determination requires considerable judgment and is sensitive to changes in underlying assumptions, estimates and market factors.
If any estimates, market factors or assumptions change in the future, these amounts are susceptible to impairments.
−Removed: As such, any future evaluations of goodwill may result in impairment charge on the Company's current goodwill balance, which could have a material adverse impact on our business, results of operations and financial condition.
+Added: As such, any future evaluations of goodwill may result in an impairment charge on the Company's current goodwill balance, which could have a material adverse impact on our business, results of operations and financial condition.
Our Board has adopted a Tax Benefits Preservation Plan, which may not protect the future availability of the Company’s tax assets in all circumstances and which could delay or discourage takeover attempts that some shareholders may consider favorable.
12 unchanged sentences
On January 28, 2024, our Board of Directors authorized and declared a dividend of one preferred stock purchase right for each outstanding share of Common Stock.
−Removed: See “Note 13.
−Removed: Subsequent Events” for additional information on the terms and operation of the Tax Benefits Preservation Plan, dated as of January 28, 2024, as the same may be amended from time to time (the “Plan”), between the Company and Equiniti Trust Company, LLC, as Rights Agent.
+Added: See Note 1 of the unaudited Condensed Consolidated Financial Statements for additional information on the terms and operation of the Tax Benefits Preservation Plan, dated as of January 28, 2024, as the same may be amended from time to time (the “Plan”), between the Company and Equiniti Trust Company, LLC, as Rights Agent.
By adopting the Plan, the Board of Directors is seeking to protect the Company’s ability to use its NOLs and other tax attributes to offset potential future income tax liabilities.
8 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.