Filing Analysis
Monroe Capital Corporation (MRCC) has completed the sale of all its investment assets for $335.3 million and subsequently merged into Horizon Technology Finance Corporation (HRZN). As a result of these transactions, MRCC has ceased to exist as an independent entity and has initiated the delisting of its common stock from Nasdaq.
π© Red Flags
- Delisting and deregistration of common stock from Nasdaq.
- Cessation of the company's separate existence.
- The asset sale was a related-party transaction involving Monroe Advisor and an affiliated entity (MCIP).
π Key Facts
- MRCC sold its investment assets to Monroe Capital Income Plus Corporation (MCIP) for approximately $335.3 million on April 14, 2026.
- MRCC merged with and into HRZN, with HRZN as the surviving entity.
- MRCC stockholders are entitled to receive 0.9402 shares of HRZN common stock for each share of MRCC common stock held.
- Approximately 20,370,693 shares of HRZN common stock will be issued to former MRCC stockholders.
- The company repaid in full and terminated its senior secured revolving credit agreement with ING Capital LLC.
- MRCC notified Nasdaq of the merger and requested the removal of its common stock from listing (Form 25).
Monroe Capital Corporation (MRCC) announced a press release regarding its final cash distribution on April 13, 2026. This disclosure, filed under Regulation FD, suggests a potential terminal payout or liquidation event for the company.
π© Red Flags
- The term 'final cash distribution' often indicates the liquidation of the entity or the conclusion of its investment operations, which is a terminal event for shareholders.
π Key Facts
- Press release issued on April 13, 2026, regarding a 'final cash distribution'.
- The filing was made under Item 7.01 (Regulation FD Disclosure).
- The distribution details are contained in Exhibit 99.1 (not fully provided in the text but referenced).
Monroe Capital Corporation announced the declaration of a final cash distribution and established a record date for shareholders. The announcement was made via a press release on April 1, 2026, under Regulation FD disclosure rules.
π© Red Flags
- The use of the term 'final cash distribution' implies a potential liquidation, merger, or cessation of operations for the BDC.
π Key Facts
- Declaration of a final cash distribution announced on April 1, 2026.
- The company filed under Item 7.01 (Regulation FD Disclosure).
- A record date for the distribution has been established.
- The filing includes Exhibit 99.1, the press release detailing the distribution.
Monroe Capital Corporation announced that shareholders approved all proposals at a special meeting held on March 13, 2026. The results were disclosed via a press release furnished under Regulation FD.
π Key Facts
- Special meeting of shareholders held on March 13, 2026
- All proposals submitted to a vote were approved by shareholders
- Press release issued on March 16, 2026
- Information furnished under Item 7.01 Regulation FD
Monroe Capital Corporation stockholders approved two major corporate actions at a special meeting on March 13, 2026: an Asset Sale Proposal and a Merger Proposal. These approvals facilitate a significant restructuring or liquidation of the company's current form.
π Key Facts
- Special Meeting of stockholders held on March 13, 2026.
- Stockholders approved the 'Asset Sale Proposal' with 11,645,478 votes in favor.
- Stockholders approved the 'Merger Proposal' with 11,636,057 votes in favor.
- As of the January 15, 2026 record date, 21,666,340 shares of common stock were outstanding.
- There were zero broker non-votes reported for either proposal.
Monroe Capital Corporation (MRCC) announced its fourth quarter and full year 2025 financial results and declared a first quarter 2026 dividend of $0.09 per share.
π Key Facts
- Financial results for Q4 and full year ended December 31, 2025, were released on March 5, 2026.
- A Q1 2026 dividend of $0.09 per share was declared.
- The dividend is payable on March 31, 2026, to stockholders of record as of March 16, 2026.
- The filing was also marked as a written communication pursuant to Rule 425 under the Securities Act, suggesting relevance to a business combination.
Monroe Capital Corporation entered into Amendment No. 9 to its Senior Secured Revolving Credit Agreement on January 14, 2026. The amendment establishes a 'Borrowing Base Flex Period' and includes financing arrangements to refinance the company's $130 million in 4.75% Notes due 2026.
π© Red Flags
- Increase in interest margins by 75 basis points (0.75%) on existing credit facilities.
- Enhanced mandatory prepayment provisions during the Borrowing Base Flex Period.
- The amendment includes references to a previously announced Asset Purchase Agreement and Merger, indicating ongoing structural complexity.
π Key Facts
- Entered into Amendment No. 9 to the Second Amended and Restated Senior Secured Revolving Credit Agreement on January 14, 2026.
- Established a temporary 'Borrowing Base Flex Period' to adjust borrowing base mechanics and concentration limits.
- Increased applicable interest margins by 0.75% (to 2.375% for ABR loans and 3.375% for SOFR/Eurocurrency/RFR loans).
- Completed redemption of all outstanding 4.75% Notes due 2026 in the aggregate principal amount of $130,000,000 on January 15, 2026.
- The amendment includes provisions for a '2026 Loan Increase' to facilitate the refinancing of the redeemed notes.
Monroe Capital Corporation announced the appointment of Ronald A. Holinsky as Chief Compliance Officer, Chief Legal Officer, and Corporate Secretary, effective January 14, 2026. He replaces Kristan Gregory (CCO) and Lewis W. Solimene, Jr. (Corporate Secretary), though Mr. Solimene will continue his roles as CFO and CIO.
π Key Facts
- Ronald A. Holinsky appointed as Chief Compliance Officer, Chief Legal Officer, and Corporate Secretary effective Jan 14, 2026.
- Holinsky replaces Kristan Gregory (CCO) and Lewis W. Solimene, Jr. (Corporate Secretary).
- Lewis W. Solimene, Jr. remains in his roles as CFO and CIO.
- Holinsky previously served as Senior Vice President and Chief Counsel at Lincoln National Corporation.
Monroe Capital Corporation announced the formal wind-down and dissolution of its co-investment vehicle, MRCC Senior Loan Fund I, LLC (SLF). The liquidation is part of a strategic move ahead of a proposed merger with Horizon Technology Finance Corporation.
π© Red Flags
- None identified; this appears to be an orderly liquidation of a specific sub-entity rather than the parent company.
π Key Facts
- SLF's Board of Managers approved the wind-down and dissolution on December 10, 2025.
- The liquidation process aims to complete by or before December 31, 2025.
- The company expects no early termination penalties or material continuing obligations from the dissolution.
- SLF was a co-investment vehicle with Life Insurance Company of the Southwest (LSW) established in 2017.
Monroe Capital Corporation announced a fourth quarter cash distribution of $0.18 per share. The dividend is payable on December 31, 2025, to shareholders of record as of December 23, 2025.
π Key Facts
- Declaration of Q4 distribution: $0.18 per share
- Record date for distribution: December 23, 2025
- Payment date for distribution: December 31, 2025
Monroe Capital Corporation has issued a conditional notice to redeem $130 million of its 4.75% Notes due 2026 on January 15, 2026. The redemption is contingent upon the company successfully completing financing transactions that generate at least $130 million in net proceeds.
π© Red Flags
- Conditional redemption: The company's ability to retire this debt is entirely dependent on successfully raising new capital (Financing Transactions).
π Key Facts
- Company intends to redeem $130 million aggregate principal amount of 4.75% Notes due 2026 (CUSIP No. 610335 AB7).
- The redemption is conditional upon completing financing transactions with net proceeds of at least $130 million before the Redemption Date.
- Redemption date is set for January 15, 2026, though it may be delayed or rescinded if financing conditions are not met.
- Notes will be redeemed at 100% of principal plus accrued and unpaid interest.
Monroe Capital Corporation has filed an 8-K to announce its third quarter financial results for the period ended September 30, 2025. The filing serves as a formal announcement of the release of earnings data via press release.
π Key Facts
- The filing reports on the Company's financial results for the third quarter ended September 30, 2025.
- Results were announced via a press release dated November 5, 2025.
- The report was signed by Lewis W. Solimene, Jr., CFO and Chief Investment Officer.
Monroe Capital Corporation announced the upcoming release of its third quarter 2025 financial results, scheduled for November 5, 2025, after market close.
π Key Facts
- Financial results for the period ended September 30, 2025, will be released on Wednesday, November 5, 2025.
- The announcement was made via a press release issued on October 30, 2025.
- Results will be disclosed after the close of financial markets.
Monroe Capital Corporation has announced a third quarter distribution of $0.25 per share, payable on September 30, 2025.
π Key Facts
- Distribution amount: $0.25 per share.
- Record date for stockholders: September 22, 2025.
- Payment date: September 30, 2025.
- The announcement was made via press release under Item 7.01 (Regulation FD Disclosure).
Monroe Capital Corporation has filed an 8-K to announce its financial results for the second quarter ended June 30, 2025. The filing serves as a formal notice that earnings data is being released via press release.
π Key Facts
- Reporting period: Second Quarter ended June 30, 2025.
- Filing date: August 11, 2025.
- The company furnished a press release (Exhibit 99.1) containing the financial results.
Monroe Capital Corporation announced the upcoming release of its second quarter 2025 financial results, scheduled for Monday, August 11, 2025, after market close.
π Key Facts
- Financial results for the second quarter ended June 30, 2025, to be released on August 11, 2025.
- Release timing is set for after the close of financial markets.
- The announcement was made via a press release (Exhibit 99.1).
Monroe Capital Corporation (MRCC) has entered into a definitive merger agreement with Horizon Technology Finance (HRZN), which includes an asset sale of MRCC's investments to Monroe Capital Income Plus Corp (MCIP) immediately prior to the merger. The transaction is structured as a reorganization where MRCC will become a wholly-owned subsidiary of HRZN and subsequently merge into it.
π© Red Flags
- Complex multi-step transaction structure (Asset Sale followed by two-step merger) increasing execution risk.
- Significant dependency on the 'fair value' determination of assets at a future date, which can lead to volatility in exchange ratios.
- Termination fees totaling millions of dollars indicate high stakes and potential for litigation if deals fail.
π Key Facts
- MRCC entered into an Agreement and Plan of Merger with Horizon Finance Technology (HRZN) on August 7, 2025.
- The transaction involves an Asset Sale where MCIP will acquire MRCC's investment assets at fair value for cash immediately prior to the merger.
- Upon completion, MRCC common stock holders will receive shares of HRZN common stock based on a NAV-based Exchange Ratio.
- Consummation is anticipated in Q4 2025, subject to stockholder and regulatory approvals.
- HRZN Advisor has agreed to waive $4.0 million in management/incentive fees over four quarters following the merger.
- Termination fees are set at approximately $11 million if a third-party acquirer acquires HRZN after termination, and $5.4 million for similar scenarios involving MRCC.
Monroe Capital Corporation (MRCC) has entered into a definitive merger agreement with Horizon Technology Finance Corporation (HRZN). The transaction involves a two-step process: an asset sale to Monroe Capital Income Corporation followed by a NAV-for-NAV share exchange merger.
π© Red Flags
- Complex two-step transaction structure (Asset Sale followed by Merger) increases execution risk.
- Preliminary Q2 2025 financial results are included in a joint presentation but remain subject to significant adjustments and third-party review.
π Key Facts
- MRCC will merge into HRZN in a two-step transaction; HRZN will be the surviving entity.
- The merger is structured as a 'reorganization' under Section 368(a) of the Internal Revenue Code.
- Transaction includes an Asset Purchase Agreement with Monroe Capital Income Plus Corporation (MCIP) for substantially all MRCC assets at fair value for cash.
- Shareholders will receive HRZN common stock based on a NAV-for-NAV exchange ratio.
- The deal is subject to shareholder approval and the consummation of the asset sale prior to the merger.
Monroe Capital Corporation held its 2025 virtual annual meeting of stockholders on June 17, 2025. The company successfully elected two Class I directors and obtained stockholder approval to sell common stock or warrants below Net Asset Value (NAV) over the next twelve months.
π© Red Flags
- Approval to sell shares below Net Asset Value (NAV) can be dilutive to existing shareholders.
π Key Facts
- Annual Meeting held virtually on June 17, 2025.
- Thomas J. Allison was elected as a Class I director with 8,906,506 votes 'For'.
- Robert S. Rubin was elected as a Class I director with 9,118,542 votes 'For'.
- Stockholders approved Proposal 2: Authorization to sell common stock/warrants below NAV for the next 12 months.
- Proposal 2 approval (without affiliate shares) received 7,979,467 votes 'For' and 2,036,074 votes 'Against'.
Monroe Capital Corporation dismissed KPMG LLP as its independent auditor following a significant change in ownership, where an affiliate of Wendel SE acquired 75% of the equity interest in Monroe Capital LLC. Grant Thornton LLP has been appointed to replace KPMG for the fiscal year ending December 31, 2025.
π© Red Flags
- Auditor change triggered by a major shift in corporate control/ownership (Wendel SE acquisition of 75% interest).
- The dismissal of a Big Four firm (KPMG) in favor of a mid-tier firm (Grant Thornton) following a majority stake acquisition can sometimes signal changes in audit fee structures or internal control preferences under new ownership.
π Key Facts
- KPMG LLP was dismissed as the independent registered public accounting firm on June 3, 2025.
- Grant Thornton LLP was appointed as the new independent auditor to audit financial statements for the fiscal year ending December 31, 2025.
- The dismissal is linked to a transaction where an affiliate of Wendel SE acquired 75% of the outstanding equity interest in Monroe Capital LLC (the Company's investment adviser).
- KPMG reported no disagreements on accounting principles or audit scope for the fiscal year ended December 31, 2024.
- The company confirmed there were no 'reportable events' as defined by Regulation S-K through June 3, 2025.
Monroe Capital Corporation announced a second quarter distribution of $0.25 per share. The dividend is payable on June 30, 2025, to shareholders of record as of June 16, 2025.
π Key Facts
- Distribution amount: $0.25 per share
- Record date: June 16, 2025
- Payment date: June 30, 2025
- Filing type: Regulation FD Disclosure (Item 7.01)
Monroe Capital Corporation has filed an 8-K to announce its financial results for the first quarter ended March 31, 2025. The filing serves as a formal announcement of the earnings release via press release.
π Key Facts
- Reporting period: First Quarter ended March 31, 2025.
- Filing date: May 7, 2025.
- The company furnished Exhibit 99.1 containing the press release regarding financial results.
Monroe Capital Corporation announced via an 8-K that it will release its first quarter 2025 financial results on May 7, 2025, after market close.
π Key Facts
- Financial results for the quarter ended March 31, 2025, to be released on Wednesday, May 7, 2025.
- Release timing is scheduled for after the close of financial markets.
- The announcement was made via a press release (Exhibit 99.1).
Monroe Capital Corporation entered into a new investment advisory agreement with its adviser, Monroe Capital BDC Advisors, LLC, following a change of control in the Adviser's ownership. The transaction involves Momentum US Bidco LLC (an affiliate of Wendel SE) acquiring 75% of the equity interest in the Adviser.
π© Red Flags
- Related-party transaction: The Company is entering into a material contract with its own adviser, which underwent a significant change in ownership (75% acquisition by Momentum US Bidco LLC).
π Key Facts
- New Advisory Agreement entered into on March 31, 2025.
- The agreement replaces the original advisory agreement dated November 4, 2019.
- Momentum US Bidco LLC (affiliate of Wendel SE) acquired 75% of the outstanding equity interest in Monroe Capital LLC affiliates.
- The change of control triggered an automatic termination of the previous advisory agreement.
- Terms and fee structures remain unchanged from the original agreement; only the date and term are updated.
- Current leadership and investment teams at the Adviser will remain in place.
Monroe Capital Corporation has issued a press release announcing its financial results for the fourth quarter and full year ended December 31, 2024. This is a routine earnings announcement filing.
π Key Facts
- Reporting period: Fourth quarter and full year ended December 31, 2024.
- Filing date: March 3, 2025.
- The company furnished Exhibit 99.1 containing the press release.
Monroe Capital Corporation held a special meeting on February 21, 2025, where stockholders approved a new investment advisory and management agreement with Monroe Capital BDC Advisors, LLC. This approval is contingent upon the closing of an upcoming Adviser change in control transaction.
π© Red Flags
- Related-party transaction: The management agreement is with the Company's own investment advisor (Monroe Capital BDC Advisors, LLC).
- Contingent structure: The effectiveness of the new agreement depends on an undisclosed/pending 'Adviser change in control transaction'.
π Key Facts
- Special meeting held on February 21, 2025.
- Stockholders approved a new investment advisory and management agreement with Monroe Capital BDC Advisors, LLC (the 'Adviser').
- The proposal was detailed in the Proxy Statement filed on December 27, 2024.
- Quorum reached: 11,440,470 shares present/represented out of 21,666,340 outstanding shares.
- Approval results (Without Affiliate Shares): 9,704,814 For, 445,777 Against, 490,619 Abstain.
- The agreement becomes effective upon the closing of an Adviser change in control transaction.
Monroe Capital Corp announced the upcoming release of its fourth quarter and full year 2024 financial results, scheduled for February 28, 2025.
π Key Facts
- Financial results for Q4 and FY ended December 31, 2024, will be released on Friday, February 28, 2025.
- The announcement was made via press release after the close of financial markets.
- Filing includes an interactive data file (XBRL) as Exhibit 104.
Monroe Capital Corporation announced the resignation of Class II director Caroline (βCareyβ) Davidson and the simultaneous appointment of Lynn J. Jerath to fill the vacancy.
π© Red Flags
- None identified; the resignation was explicitly stated to be non-dispute related.
π Key Facts
- Carey Davidson resigned as a Class II director effective December 10, 2024.
- The resignation was not due to any disagreement with the Company regarding operations, policies, or practices.
- Lynn J. Jerath appointed as Class II director to serve until the 2025 annual meeting of stockholders.
- Ms. Jerath is an independent director and founder/President of Citrine Investment Group.
- Director compensation for Ms. Jerath includes a $50,000 annual retainer and $1,000 per meeting attended.
Monroe Capital Corporation announced a fourth quarter cash distribution of $0.25 per share. The dividend is payable on December 30, 2024, to shareholders of record as of December 16, 2024.
π Key Facts
- Distribution amount: $0.25 per share
- Record date: December 16, 2024
- Payment date: December 30, 2024
- Filing type: Item 7.01 (Regulation FD Disclosure)
Monroe Capital Corporation has filed an 8-K to announce its financial results for the third quarter ended September 30, 2024. The filing serves as a formal notice that earnings data is being released via press release.
π Key Facts
- Reporting period: Third Quarter ended September 30, 2024.
- Filing date: November 12, 2024.
- The company furnished a press release (Exhibit 99.1) containing the financial results.
Monroe Capital LLC (an affiliate of the Company) has entered into a definitive agreement with Wendel Group for a strategic investment in Monroe Capital. The transaction is expected to close in Q1 2025 and will involve seeking shareholder approval for a new investment advisory agreement.
π© Red Flags
- The transaction involves an affiliate (Monroe Capital LLC) and requires the approval of a new investment advisory agreement with another affiliate (Monroe Capital BDC Advisors, LLC), which may raise related-party scrutiny.
π Key Facts
- Monroe Capital LLC (affiliate) entered a definitive agreement with Wendel Group (Euronext: MF:FP).
- The transaction involves a strategic investment in Monroe Capital by Wendel.
- Expected closing date is the first quarter of 2025.
- Transaction is subject to regulatory clearances, approvals, and client consents.
- Company expects to seek shareholder approval for a new investment advisory agreement with its affiliate, Monroe Capital BDC Advisors, LLC.
Monroe Capital Corporation announced the upcoming release of its third quarter 2024 financial results, scheduled for November 12, 2024.
π Key Facts
- Financial results for the third quarter ended September 30, 2024, will be released on Tuesday, November 12, 2024.
- The announcement was made via a press release issued on October 21, 2024.
- Results will be released after the close of the financial markets.
Monroe Capital Corporation announced a third quarter distribution of $0.25 per share. The payment is scheduled for September 30, 2024, to shareholders of record as of September 16, 2024.
π Key Facts
- Declaration of Q3 distribution: $0.25 per share
- Record date: September 16, 2024
- Payment date: September 30, 2024
Monroe Capital Corporation announced its financial results for the second quarter ended June 30, 2024. The filing serves as a formal announcement of the earnings release via press release.
π Key Facts
- Reporting period: Second Quarter ended June 30, 2024.
- Filing date: August 7, 2024.
- The company issued a press release (Exhibit 99.1) containing the financial results.
Monroe Capital Corporation announced the upcoming release of its second quarter 2024 financial results, scheduled for August 7, 2024.
π Key Facts
- Financial results for the second quarter ended June 30, 2024, will be released on Wednesday, August 7, 2024.
- The announcement was made via press release after the close of financial markets.
- The filing is under Item 7.01 (Regulation FD Disclosure).
Monroe Capital Corporation held its 2024 annual meeting of stockholders on June 18, 2024. The company successfully elected a Class III director and obtained stockholder approval to sell common stock or warrants below Net Asset Value (NAV) over the next twelve months.
π© Red Flags
- Approval to sell shares below NAV can be dilutive to existing shareholders.
π Key Facts
- Annual Meeting held on June 18, 2024.
- Theodore L. Koenig was elected as a Class III director (9,140,058 votes 'For').
- Stockholders approved Proposal 2: Authorization to sell common stock or warrants below Net Asset Value (NAV) for the next twelve months.
- Proposal 2 approval details: 7,844,670 votes 'For' and 2,135,616 votes 'Against' (excluding affiliate shares).
Monroe Capital Corporation announced the declaration of a second quarter distribution to its shareholders. The dividend is set at $0.25 per share.
π Key Facts
- Distribution amount: $0.25 per share.
- Record date: June 17, 2024.
- Payment date: June 28, 2024.
- The announcement was made via press release on June 3, 2024.
Monroe Capital Corporation has filed an 8-K to announce its financial results for the first quarter ended March 31, 2024. The filing serves as a formal announcement of the earnings release issued on May 8, 2024.
π Key Facts
- Reporting period: First Quarter ended March 31, 2024.
- Filing date: May 8, 2024.
- The filing includes a press release (Exhibit 99.1) regarding results of operations and financial condition.
Monroe Capital Corp announced the upcoming release of its first quarter 2024 financial results, scheduled for May 8, 2024, after market close.
π Key Facts
- Q1 2024 earnings release date: Wednesday, May 8, 2024
- Timing of release: After the close of the financial markets
- Reporting period end date: March 31, 2024
Monroe Capital Corporation announced that two long-standing directors, Jeffrey D. Steele and Jorde M. Nathan, will step down from the Board following the 2024 Annual Meeting in June 2024. This transition will result in a reduction of the Board size from seven to five members.
π© Red Flags
- Reduction in Board size from 7 to 5 directors may reduce oversight breadth, though this is a planned transition rather than an emergency departure.
π Key Facts
- Jeffrey D. Steele will not stand for re-election as a Class III director at the 2024 Annual Meeting (expected June 2024).
- Jorde M. Nathan will resign from the Board and step down from the Nominating and Corporate Governance Committee and Compensation Committee effective at the Annual Meeting.
- The Board size will decrease from seven directors to five directors following these departures.
- Thomas J. Allison is appointed to replace Mr. Nathan on the Nominating and Corporate Governance Committee.
- Jeffrey A. Golman is appointed to replace Mr. Nathan on the Compensation Committee.
Monroe Capital Corporation has dismissed its long-standing auditor, RSM US LLP, and appointed KPMG LLP as its new independent registered public accounting firm effective March 13, 2024.
π© Red Flags
- Auditor change: While the company claims no disagreements, a dismissal of an auditor that has been in place since inception can sometimes signal underlying friction or a desire for a larger firm (KPMG) to handle increased complexity/scale.
π Key Facts
- Dismissal of RSM US LLP on March 13, 2024; RSM has served since the company's inception.
- Appointment of KPMG LLP to audit consolidated financial statements for the fiscal year ending December 31, 2024.
- The Company stated there were no disagreements with RSM regarding accounting principles, practices, or auditing scope/procedures.
- Audit reports for FY2022 and FY2023 from RSM did not contain adverse opinions, disclaimers, or qualifications.
Monroe Capital Corporation announced its financial results for the fourth quarter and full year ended December 31, 2023. The filing serves as a formal announcement of the earnings release via Exhibit 99.1.
π Key Facts
- Reporting period: Fourth quarter and full year ended December 31, 2023.
- Filing date: March 11, 2024.
- The report includes the announcement of financial results through a press release (Exhibit 99.1).
Monroe Capital Corporation announced the declaration of a first quarter distribution to shareholders. The dividend is set at $0.25 per share.
π Key Facts
- Declaration of Q1 distribution: $0.25 per share.
- Record date for stockholders: March 15, 2024.
- Payment date: March 29, 2024.
Monroe Capital Corporation announced the upcoming release of its fourth quarter and full year 2023 financial results. The earnings announcement is scheduled for March 11, 2024, after market close.
π Key Facts
- Financial results for Q4 and Full Year ended December 31, 2023, to be released on March 11, 2024.
- Release timing is scheduled for after the close of financial markets.
- The filing includes a press release (Exhibit 99.1) regarding the earnings announcement date.