ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
In connection with a proposed private offering of senior notes described in Item
8.01 below,
ITEM 7.01 REGULATION FD DISCLOSURE.
In addition to the information referenced in Item 2.02 of this Current Report on Form 8-K, the Preliminary Offering Memorandum includes certain additional information regarding the business and affairs of the Company. The Company is furnishing certain excerpts from the Preliminary Offering Memorandum as Exhibit 99.1 of this Report, which is incorporated herein by reference.
ITEM 8.01 OTHER EVENTS.
On
The 2029 Notes will be offered and sold to qualified institutional buyers in
reliance on Rule 144A under the Securities Act of 1933, as amended (the
"Securities Act"), and outside
The Company's press release dated
The information contained in Item 2.02, Item 7.01 and this Item 8.01 in this Current Report on Form 8-K, including Exhibit 99.1 and Exhibit 99.2 is being furnished and shall not be deemed to be "filed" for the 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, and shall not be deemed to be incorporated by reference into any of the Company's filings under the Securities Act or the Exchange Act, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such a filing.
This Current Report on Form 8-K does not constitute an offer to sell, or a solicitation of an offer to buy, the 2026 Notes or any security, and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering would be unlawful.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits Exhibit No. Description 99.1 Excerpts from the Preliminary Offering Memorandum datedJanuary 14, 2021 in connection with the Note Offering. 99.2 Press release of the Company datedJanuary 14, 2021 . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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