Item 8.01 Other Events.
On March 4, 2020, the U.S. Securities and Exchange Commission (the "Commission")
issued an order under Section 36 (Release No. 34-88318) of the Securities
Exchange Act of 1934 ("Exchange Act") granting exemptions from specified
provisions of the Exchange Act and certain rules thereunder (the "Order"). The
Order provides that a registrant (as defined in Exchange Act Rule 12b-2) subject
to the reporting requirements of Exchange Act Section 13(a) or 15(d), and any
person required to make any filings with respect to such a registrant, is exempt
from any requirement to file or furnish materials with the Commission under
Exchange Act Sections 13(a), 13(f), 13(g), 14(a), 14(c), 14(f), 15(d) and
Regulations 13A, Regulation 13D-G (except for those provisions mandating the
filing of Schedule 13D or amendments to Schedule 13D), 14A, 14C and 15D, and
Exchange Act Rules 13f-1, and 14f-1, as applicable, where certain conditions are
satisfied.
The Company is furnishing this Current Report on Form 8-K to indicate its
reliance on the Order in connection with the Company's Annual Report on Form
10-K for the year ended December 31, 2019 as a result of the circumstances set
forth below.
As a result of the travel and work restrictions and financial problems stemming
from the COVID-19 pandemic, the Company is unable to meet with and obtain the
personnel and other resources it needs to compile all information for the
financial statements and related disclosures required to be incorporated into
its Form 10-K for the period ended December 31,2019 and to file a timely and
accurate Annual Report on Form 10-K for the year ended December 31, 2019 by the
prescribed date without undue hardship and expense to the Company. In addition,
the Company may be supplementing its Form 10-K disclosures with certain risk
factors due to the pandemic which are highly uncertain and cannot be predicted
at this point.
Accordingly, in reliance upon the Order, the Company intends to file its Annual
Report on Form 10-K approximately 45 days after March 30, 2020.
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