Delay in filing of Quarterly
Report on Form 10-Q for the quarter ended March 31, 2020 due to the ongoing COVID-19 Pandemic
On March 25,
2020, the Securities and Exchange Commission issued an order under Section 36 of the Securities Exchange Act of 1934, as amended
(the “Exchange Act”), Modifying Exemptions From the Reporting and Proxy Delivery Requirements for Public
Companies (Release No. 34-88465) (the “Order”), which allows registrants to delay the filing of certain
reports under Section 13(a) or 15(d) of the Exchange Act by up to 45 days after the original filing deadline if a registrant is unable
to meet such original filing deadline due to circumstances related to 2019 novel coronavirus (“COVID-19”) pandemic.
The Company is
filing this Current Report on Form 8-K to report that it will be relying on the Order to delay the filing of its Quarterly Report
on Form 10-Q for the three months ended March 31, 2020 (the “Form 10-Q”) due to circumstances
related to COVID-19. In particular, COVID-19 has caused disruptions to the Company's operations, including, among
other things, the closing of the Company's offices and requiring all Company staff to work from home. Consequently, the
Company’s ability to complete its quarterly review and prepare its Form 10-Q has been delayed. The Company expects
to file the Form 10-Q within 45 days from the Form 10-Q’s original filing deadline of May 15, 2020.
The Company is supplementing its risk factors described in Item
1A of the 2019 Form 10-K as follows:
We face various risks related to health epidemics, pandemics
and similar outbreaks, which may have material adverse effects on our business.
Our business could be adversely affected by health epidemics,
pandemics and similar outbreaks of contagious disease, including the recent outbreak of respiratory illness caused by the novel
coronavirus (“COVID-19”). The extent to which any epidemic, pandemic, or similar outbreak affects our operations will
depend on future developments, which are highly uncertain, including the duration of the outbreak, new information which may emerge
concerning the severity of the coronavirus and the actions to contain the coronavirus or address its impact, among others.
For instance, because of the impact of and measures taken
to limit the spread of COVID-19, the Company has experienced and may continue to experience disruptions in its operations. If our
workforce is unable to work effectively, including because of illness, quarantines, government actions, facility closure or other
restrictions in connection with the COVID-19 pandemic, we may have more limited access to our financial and other records
and personnel, resulting in slower or more costly operations. We continue to monitor the situation, to assess further possible
implications to our business and to take actions in an effort to mitigate adverse consequences. We cannot at this time predict
the impact of the COVID-19 pandemic, but it could have a material adverse effect on our business, financial position,
results of operations and/or cash flows.
Forward-looking Statements:
This Current Report on Form 8-K includes “forward-looking
statements” as such term is defined in the Private Securities Litigation Reform Act of 1995. When used in this Current Report
on Form 8-K, words such as “anticipate,” “believe,” “expect,” “intend,” and similar
expressions, as they relate to the Company, identify forward-looking statements. Such forward-looking statements are based on the
beliefs of the Company’s management, as well as assumptions made by and information currently available to the Company’s
management. Actual results could differ materially from those contemplated by the forward-looking statements as a result of certain
factors which may not be in the control of the Company. Readers are cautioned not to place undue reliance on any such forward-looking
statements, which speak only as of the date made. The Company has no obligation to update any forward-looking statement to reflect
events or circumstances after the date hereof.