Amended Current Report Filing (8-k/a)
23 Março 2021 - 6:04PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant
to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 19, 2021
SUPPORT.COM, INC.
(Exact Name of Registrant as Specified in Charter)
|
|
|
|
|
Delaware
|
|
000-30901
|
|
94-3282005
|
(State or Other Jurisdiction
of Incorporation)
|
|
(Commission
File Number)
|
|
(IRS Employer
Identification No.)
|
|
|
1521 Concord Pike (US 202), Suite 301
Wilmington, DE
|
|
19803
|
(Address of Principal Executive Offices)
|
|
(Zip Code)
|
Registrants telephone number, including area code: (650)
556-9440
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation
of the registrant under any of the following provisions (see General Instruction A.2. below):
☐
|
Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
☒
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
|
☐
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
☐
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
Securities registered pursuant to Section 12(b) of the Act:
|
|
|
|
|
Title of each class
|
|
Trading Symbol
|
|
Name of exchange on which
registered
|
Common Stock, par value $0.0001 per share
|
|
SPRT
|
|
The Nasdaq Stock Market LLC
|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act
of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
Item 8.01 Other Events
Explanatory Note
This Amendment
No. 1 on Form 8-K/A (this Amendment No. 1) is being filed by Support.com, Inc. (the Company) to amend the Current Report on Form 8-K filed on March 22, 2021 (the Original Report), solely to correct one typographical error found in Exhibit 99.1 of the Original Report (the Exhibit). This Amendment No.1
deletes a reference to March 19, 2020 in the Exhibit of the Original Report, and replaces it with a reference to March 19, 2021. Except as provided herein, the disclosures made in the Original Report remain unchanged.
ADDITIONAL INFORMATION AND WHERE TO FIND IT
In connection with the proposed transaction, the Company and Greenidge Generation Holdings Inc. (Parent) will file relevant
materials with the United States Securities and Exchange Commission (the SEC), and Parent will file a registration statement on Form S-4, which will include a proxy statement/prospectus of
the Company. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ CAREFULLY AND IN THEIR ENTIRETY THE REGISTRATION STATEMENT, PROXY STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT DOCUMENTS FILED OR THAT WILL BE FILED WITH THE SEC WHEN THEY BECOME AVAILABLE
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. A definitive proxy statement/prospectus will be mailed to stockholders of the Company when it becomes available. Investors and security holders will be able to obtain free copies of the registration
statement, proxy statement/prospectus (when available) and the other documents filed with the SEC by the Company or Parent through the SECs website at www.sec.gov.
PARTICIPANTS IN SOLICITATION
The Company
and its directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies from stockholders of the Company in connection with the proposed transaction. A list of the
names of such directors and executive officers, information regarding their interests in the proposed merger and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the registration
statement, proxy statement/prospectus and other relevant materials to be filed with the SEC when they become available.
2
Parent, Merger Sub (as defined in the Original Report) and their directors, executive
officers, other members of management and employees may also be deemed to be participants in the solicitation of proxies from the shareholders of the Company in connection with the proposed transaction. A list of the names of such directors and
executive officers, information regarding their interests in the proposed merger and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the registration statement, proxy statement/prospectus
and other relevant materials to be filed with the SEC when they become available.
NO OFFER OR SOLICITATION
This communication shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of
securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a
prospectus meeting the requirements of Section 10 of the U.S. Securities Act of 1933, as amended.
CAUTIONS REGARDING FORWARD-LOOKING STATEMENTS
This document includes forward-looking statements within the meaning of Section 27A of the Securities Act, and
Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements are often identified by words such as anticipate, believe, foresee, expect, hope, intend, may, outlook, plan, project, potential, could, should,
would and will and the negative of these and other similar words or expressions. Such forward-looking statements are inherently uncertain and involve substantial risks, and stockholders and other potential investors should recognize that actual
results may differ materially from those expressed or implied in such statements. Many of these risks and uncertainties are unknown and/or are unable to be predicted or controlled. Risks and uncertainties related to the proposed transactions
include, but are not limited to, the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement; the failure of the parties to satisfy conditions to completion of the proposed merger,
including the failure of the Companys stockholders to approve the proposed merger; and the risks, uncertainties, and other factors detailed from time to time in the Companys Annual Report on
Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed or furnished with
the SEC. The Company cautions investors that any forward-looking statements made by the Company are not guarantees of future performance. The Company disclaims any obligation to update any forward-looking statement or to announce publicly the
results of any revisions to any of the forward-looking statements to reflect future events or developments, except as required by law.
Item 9.01
Financial Statements and Exhibits.
(d) Exhibits
3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
|
|
|
|
|
|
|
Date: March 23, 2021
|
|
|
|
Support.com, Inc.
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ Lance Rosenzweig
|
|
|
|
|
Name:
|
|
Lance Rosenzweig
|
|
|
|
|
Title:
|
|
President and Chief Executive Officer
|
4
Support com (NASDAQ:SPRT)
Gráfico Histórico do Ativo
De Dez 2024 até Jan 2025
Support com (NASDAQ:SPRT)
Gráfico Histórico do Ativo
De Jan 2024 até Jan 2025
Notícias em tempo-real sobre Support com Inc da NASDAQ bolsa de valores: 0 artigos recentes
Mais Notícias de Support.com, Inc.