Item 8.01. Other Events.
In accordance with the Securities and Exchange Commission Order Under Section 36
of the Securities Exchange Act of 1934 Modifying Exemptions from the Reporting
and Proxy Delivery Requirements for Public Companies, SEC Release No. 34-88465,
dated March 25, 2020 (the "Order"), Sector 5, Inc. (the "Company") will be
relying on the relief provided by the Order to delay the filing of its Annual
Report on Form 10-K for the fiscal year ended December 31, 2019 (the "Annual
Report") by up to 45 days. The Company expects to file the Annual Report on or
before May 14, 2020. The Company's operations and business have experienced
disruption due to the unprecedented conditions surrounding the recent global
outbreak of COVID-19. The Company has been following the recommendations of
local government and health authorities to minimize exposure risk for its
employees, including the temporary closure of its offices and having employees
work remotely. As a result, the Company will not be able to timely review and
prepare the Company's financial statements for the 2019 fiscal year.
The Company is supplementing the risk factors previously disclosed in its most
recent periodic reports filed under the Securities Exchange Act of 1934, as
amended, with the following risk factor:
The recent coronavirus outbreak could have an adverse effect on our business.
Concerns are rapidly growing about the global outbreak of a novel strain of
coronavirus, COVID-19. The virus has spread rapidly across the globe, including
the U.S. The pandemic is having an unprecedented impact on the U.S. economy as
federal, state and local governments react to this public health crisis, which
has created significant uncertainties. These uncertainties include, but are not
limited to, the potential adverse effect of the pandemic on the economy, our
vendors, our employees and customers and customer sentiment in general.
Continued impacts of the pandemic could materially adversely impact global
economic conditions, our business, results of operations and financial
condition, including our potential to conduct financings on terms acceptable to
us, if at all, and may require significant actions in response, including but
not limited to expense reductions or discounting of pricing of our products, in
an effort to mitigate such impacts. The extent of the impact of the pandemic on
our business and financial results will depend largely on future developments,
including the duration of the spread of the outbreak, the impact on capital and
financial markets and the related impact on the financial circumstances of our
customers, all of which are highly uncertain and cannot be predicted. This
situation is changing rapidly, and additional impacts may arise that we are not
aware of currently.
Forward-Looking Statements
This report contains forward-looking statements within the meaning of federal
securities laws. Forward-looking statements include statements with respect to
the Company's beliefs, plans, goals, objectives, expectations, anticipations,
assumptions, estimates, intentions, and future performance, and involve known
and unknown risks, uncertainties and other factors, which may be beyond the
Company's control, and which may cause its actual results, performance or
achievements to be materially different from future results, performance or
achievements expressed or implied by such forward-looking statements. All
statements other than statements of historical fact are statements that could be
forward-looking statements. For example, forward-looking statements include
statements regarding the projected impact of the recent outbreak of COVID-19 on
the Company's business, operating results, cash flows and/or financial
condition. The risks and uncertainties referred to above include, but are not
limited to, the severity and duration of the COVID-19 pandemic, the pandemic's
impact on the U.S. and global economies, the effect of the pandemic on the
Company's supply chain, the Company's ability to implement cost containment and
business recovery strategies, the adverse effects of the pandemic on the
Company's business or the market price of the Company's common stock, U.S. and
foreign governmental responses to the pandemic, and other risks detailed from
time to time in the Company's filings with the Securities and Exchange
Commission. These risks could cause actual results to differ materially from
those expressed in any forward-looking statements made by, or on behalf of, the
Company. Unless otherwise required by applicable law, the Company assumes no
obligation to update any forward-looking statements, and expressly disclaims any
obligation to do so, whether as a result of new information, future events or
otherwise.
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