Item 7.01 Regulation FD Disclosure.
To access the live webcast and slide presentation, please use the following link: https://www.webcaster4.com/Webcast/Page/2829/44253. To access the conference call by phone, dial (888) 506-0062 (domestic), or (973) 528-0011 (international) and use access code: 529487.
A replay of the conference call will be available until
Attached hereto as Exhibit 99.1 and incorporated into this Item 7.01 by reference is the presentation that the Company will use during the conference call.
The information in this Form 8-K (including Exhibit 99.1) is being furnished and shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise be subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.
Additional Information and Where to Find It
In connection with the proposed transaction, the Company will file relevant
materials with the
Additionally, the Company will file other relevant materials in connection with
the Company's proposed acquisition of Gresham pursuant to the terms of the Share
Exchange Agreement by and among the Company, BitNile and Gresham. The Company
and its directors, executive officers and other members of its management and
employees, under
Forward-Looking Statements
This report contains "forward looking statements" within the meaning of Section
27A of the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended. These forward-looking statements generally
include statements that are predictive in nature and depend upon or refer to
future events or conditions, and include words such as "believes," "plans,"
"anticipates," "projects," "estimates," "expects," "intends," "strategy,"
"future," "opportunity," "may," "will," "should," "could," "potential," or
similar expressions. Statements that are not historical facts are
forward-looking statements. Forward-looking statements are based on current
beliefs and assumptions that are subject to risks and uncertainties, including
those related the expected benefits of the proposed transactions; statements
concerning future operating results, revenues, growth, production or market
share; any other statements of expectation or belief; and any statements of
assumptions underlying any of the foregoing. A number of important factors and
uncertainties could cause actual results or events to differ materially from
those described in these forward-looking statements, including without
limitation: the failure to satisfy any of the conditions to the consummation of
the proposed transaction, including the adoption of the Share Exchange Agreement
by the Company's shareholders; the occurrence of any event, change or other
circumstance that could give rise to the termination of the Share Exchange
Agreement; the outcome of any legal proceedings that may be instituted against
the Company related to the Share Exchange Agreement or the proposed transaction;
unexpected costs, charges or expenses resulting from the proposed transactions;
the occurrence of a Company Material Adverse Effect (as defined in the Share
Exchange Agreement); and other risks that are described in the reports of the
Company filed the
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Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description 99.1 Presentation forJanuary 13, 2022 Investor Call 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) - 3-
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