Filing Analysis
Starling Oncology, Inc. through its subsidiary SOM, LLC, entered into a $25 million revolving credit facility with Gemino Healthcare Finance, LLC. The facility is secured by substantially all of the subsidiary's collateral and is intended for working capital and general corporate purposes.
π© Red Flags
- The facility is secured by a first-priority security interest in substantially all of the subsidiary's collateral.
- The agreement includes various restrictive covenants regarding mergers, liens, and additional indebtedness.
π Key Facts
- Entered into a Revolving Loan Agreement on August 20, 2026.
- Total Revolving Loan Commitment: up to $25 million.
- As of August 21, 2026, the outstanding balance is $4,750,000.
- Maturity Date: August 20, 2029.
- Interest Rate: Term SOFR + 3.95% (with a 2.00% per annum floor on Term SOFR).
- Collateral: First-priority security interest in substantially all of SOM, LLC's collateral.
- Borrowing Base: Availability is based on a formula valuing certain accounts receivables.
- Covenants: Includes a 'Maximum Loan Turn Days' covenant of no more than 35 days on a rolling three-month basis starting Q4 2026.
Starling Oncology, Inc. filed an 8-K to announce its financial results for the three months ended June 30, 2026. The filing serves as a formal notice that a press release containing these results was issued on August 6, 2026.
π Key Facts
- Reporting period: Three months ended June 30, 2026.
- Filing date: August 6, 2026.
- The filing includes a press release (Exhibit 99.1) regarding financial results and other information.
The Oncology Institute, Inc. has filed a Certificate of Amendment to change its corporate name from 'The Oncology Institute, Inc.' to 'Starling Oncology, Inc.', effective immediately. The company's Nasdaq trading symbol will change from 'TOI' to 'STLN' on August 3, 2026.
π Key Facts
- Corporate name changed from 'The Oncology Institute, Inc.' to 'Starling Oncology, Inc.'
- Nasdaq ticker symbol changing from 'TOI' to 'STLN'
- Effective date of change: July 28, 2026; Symbol change effective August 3, 2026
- The name change was approved via Certificate of Amendment under Delaware law without stockholder approval as it did not affect shareholder rights.
- CUSIP number remains unchanged (68236X100).
The Oncology Institute, Inc. entered into a $75 million term loan agreement with Orbimed Opportunities (CA) V LLC to repay approximately $86 million in existing 4% senior secured convertible notes due 2027. As part of the debt restructuring/repayment, the company issued over 10 million warrants to Deerfield Partners, L.P. at an exercise price of $8.567 per share.
π© Red Flags
- Significant debt restructuring/refinancing involving a large principal amount ($75M-$86M).
- Issuance of over 10 million warrants to an affiliate (Deerfield Partners) as part of the repayment, which may lead to significant future dilution.
- Restrictive covenants including limitations on dividends, mergers, asset sales, and a high minimum net revenue requirement ($700M).
π Key Facts
- Entered into a $75 million Term Loan Agreement on July 1, 2026, with Orbimed Opportunities (CA) V LLC.
- The loan was drawn in full and used to repay approximately $86 million of 4% senior secured convertible notes due 2027.
- Interest rate is the higher of SOFR + 3.00% or a floor of 5.75%.
- Maturity date is July 1, 2031, or upon an event of default.
- The loan includes a minimum net revenue covenant of $700 million annually starting December 31, 2027.
- Issued 10,025,535 warrants to Deerfield Partners, L.P. with an exercise price of $8.567 per share and expiration on August 9, 2027.
The Oncology Institute, Inc. reported the results of its 2026 Annual Meeting of Stockholders held on June 17, 2026. Stockholders elected eight directors, ratified the appointment of BDO USA, P.C. as independent auditors, and approved advisory proposals regarding executive compensation (Say-on-Pay and Say-on-Frequency).
π Key Facts
- Annual Meeting held on June 17, 2026.
- Voter turnout was 75.26% (75,242,437 shares voted out of 99,982,933 outstanding).
- Eight directors were elected: Brad Hively, Karen Johnson, Mohit Kaushal, Anne McGeorge, Mark Pacala, Mark Stolper, Kimberly Tzoumakas, and Daniel Virnich.
- BDO USA, P.C. was ratified as the independent registered public accounting firm for the fiscal year ending December 31, 2026.
- The 'Say-on-Pay' proposal was approved.
- The 'Say-on-Frequency' proposal was approved, with the company committing to hold advisory votes on executive compensation annually.
The Oncology Institute, Inc. (TOI) filed an 8-K under Item 1.05 (Material Cybersecurity Incidents) disclosing that a third-party vendor suffered a cybersecurity breach that compromised patient personal information. This filing is a follow-up to a voluntary disclosure made on November 6, 2025, and was triggered by notification from Kroll (the vendor's third-party administrator) on May 20, 2026, confirming unauthorized access to Company systems including patient data. The Company states that as of the filing date, the incident has not had a material impact on operations, financial systems, or quality of care, but the investigation and assessment remain ongoing.
π© Red Flags
- Confirmed patient personal data breach β significant HIPAA exposure and potential OCR (HHS Office for Civil Rights) investigation risk in the healthcare context
- ~6.5-month gap between initial voluntary disclosure (Nov 6, 2025) and confirmed breach notification (May 20, 2026), raising questions about vendor transparency and incident response timelines
- Investigation explicitly described as 'ongoing' β material financial and reputational impacts cannot yet be ruled out
- Risk of regulatory inquiries, class-action litigation, and patient notification obligations under state and federal breach laws (HIPAA, HITECH, state breach statutes)
- Vendor-driven breach (third-party supply chain risk) limits Company's direct control over remediation and disclosure timelines
- Company is evaluating 'any other material impact, if any, including on its financial condition or results of operations' β explicit acknowledgment of unquantified financial risk
- Reservation of claims against third parties signals potential costly legal proceedings ahead
- Healthcare sector breaches typically carry elevated regulatory and litigation costs, particularly for micro-cap companies with limited resources
π Key Facts
- Filing date: May 22, 2026; incident notification received: May 20, 2026
- Item 1.05 (Material Cybersecurity Incidents) triggered β mandatory SEC cybersecurity disclosure under rules adopted in 2023
- Prior voluntary disclosure was made under Item 7.01 on November 6, 2025, approximately 6.5 months before this mandatory follow-up
- Kroll, acting as third-party administrator for the unnamed Vendor, notified TOI on May 20, 2026 of confirmed unauthorized access to Company systems
- Breach confirmed to include systems affecting patient personal data
- Company believes incident has affected 'various other healthcare service providers,' suggesting a supply-chain/multi-victim breach
- Vendor has established a patient portal for information and inquiries
- Company will work with Vendor to offer credit monitoring and identity protection to impacted patients
- Company reserves all rights with respect to potential claims against the Vendor and other third parties
- Company states incident has not had a material impact on operations, financial systems, or quality of care as of the filing date
- Investigation and assessment described as 'ongoing' β potential for additional material disclosures
- Signed by Minh Merchant, Chief Legal Officer, on May 22, 2026
The Oncology Institute, Inc. announced its financial results for the first quarter ended March 31, 2026, via a press release furnished in this filing.
π Key Facts
- The filing reports financial results for the three months ended March 31, 2026.
- The information is furnished under Item 2.02 (Results of Operations and Financial Condition).
- A press release detailing the results is included as Exhibit 99.1.
- The report was signed by Robert Carter, the Chief Financial Officer, on May 7, 2026.
The Oncology Institute, Inc. furnished an updated investor presentation dated March 13, 2026, for use in upcoming investor meetings. The filing is a routine disclosure under Regulation FD to ensure public access to information shared with private investors.
π Key Facts
- The company furnished an investor presentation as Exhibit 99.1 on March 13, 2026.
- The disclosure was made under Item 7.01 (Regulation FD Disclosure).
- The report was signed by Robert Carter, the Chief Financial Officer.
- The company's common stock (TOI) and redeemable warrants (TOIIW) are listed on the Nasdaq Stock Market.
The Oncology Institute, Inc. announced its financial results for the fourth quarter and fiscal year ended December 31, 2025. The information was provided via a press release furnished as an exhibit to the filing.
π Key Facts
- The report covers financial results for the quarter and fiscal year ended December 31, 2025.
- The filing was made under Item 2.02 (Results of Operations and Financial Condition).
- The press release is included as Exhibit 99.1.
- The information is furnished and not deemed 'filed' for purposes of Section 18 of the Exchange Act.
The Oncology Institute, Inc. appointed Kimberly Tzoumakas to its Board of Directors effective February 23, 2026. Ms. Tzoumakas is an independent director who will receive standard non-employee director compensation including a $75,000 annual retainer and future RSU grants.
π Key Facts
- Kimberly Tzoumakas appointed to the Board effective February 23, 2026
- Director meets Nasdaq independence requirements
- Annual cash compensation of $75,000 plus future RSU grants
- No reportable related-party transactions or conflicts of interest identified
The Oncology Institute, Inc. issued a press release reaffirming its 2025 financial guidance and providing preliminary 2026 financial outlook alongside long-term guidance.
π Key Facts
- Reaffirmed 2025 financial guidance on January 12, 2026.
- Provided preliminary 2026 financial outlook.
- Issued additional longer-term financial guidance.
The Oncology Institute, Inc. announced the appointment of Mark D. Stolper to its Board of Directors and his designation as Audit Committee Chairman and financial expert, effective January 2, 2026.
π Key Facts
- Mark D. Stolper appointed to the Board of Directors via Unanimous Written Consent, effective Jan 2, 2026.
- Mr. Stolper appointed as Audit Committee Chairman and designated as a financial expert.
- Appointment meets Nasdaq independence requirements.
- Compensation includes $75,000 per annum paid quarterly plus future restricted stock unit (RSU) awards.
The Oncology Institute, Inc. announced the resignation of Gabriel Ling from its Board of Directors, effective December 1, 2025. The company stated that the resignation was not due to any disagreement regarding operations, policies, or practices.
π Key Facts
- Gabriel Ling resigned from the Board of Directors on November 26, 2025.
- The resignation is effective December 1, 2025.
- The company explicitly stated there were no disagreements with management regarding operations or policies.
The Oncology Institute, Inc. filed an 8-K to furnish an investor presentation dated November 14, 2025. This filing is intended for use in meetings with investors and does not constitute a material agreement or financial restatement.
π Key Facts
- Company prepared an Investor Presentation (Exhibit 99.1) for use in investor meetings.
- The presentation was furnished pursuant to Item 7.01 (Regulation FD Disclosure).
- Information provided under Item 7.01 is not considered 'filed' for purposes of Section 18 of the Exchange Act.
The Oncology Institute, Inc. filed an 8-K to furnish its quarterly financial results for the three months ended September 30, 2025. The filing serves as a formal announcement of the company's recent earnings performance.
π Key Facts
- Reporting period: Three months ended September 30, 2025.
- Filing date: November 13, 2025.
- The filing includes an earnings press release as Exhibit 99.1.
- Company is classified as an 'emerging growth company'.
The Oncology Institute, Inc. disclosed a cybersecurity incident involving a third-party software provider that may cause brief delays in fee-for-service claim collections. The company currently assesses the impact as immaterial and reports no evidence of patient personal information compromise.
π© Red Flags
- Third-party cybersecurity risk impacting revenue collection cycles (billing delays).
π Key Facts
- Cybersecurity incident occurred at an information technology software provider used by the Company.
- Incident is expected to result in a brief, immaterial delay in fee-for-service claim collections.
- No evidence currently suggests that any patient personal information was compromised.
- The company is collaborating with the provider to restore normal billing operations.
The Oncology Institute, Inc. filed an 8-K to furnish its quarterly financial results for the three months ended June 30, 2025. The filing primarily serves as a vehicle to provide access to the company's press release regarding its recent operations and financial condition.
π Key Facts
- Report date: August 13, 2025.
- Reporting period: Three months ended June 30, 2025.
- The filing includes a press release as Exhibit 99.1 regarding financial results.
- Company is an emerging growth company.
Oncology Institute, Inc. announced the resignation of Richard Barasch from its Board of Directors, effective August 12, 2025. Anne McGeorge will succeed him as Chair of the Board.
π© Red Flags
- None identified in this specific filing.
π Key Facts
- Richard Barasch resigned from the Board of Directors effective August 12, 2025.
- The company stated the resignation was not due to any disagreement regarding operations, policies, or practices.
- Anne McGeorge has been appointed as the new Chair of the Board.
- The filing includes a press release dated August 13, 2025.
The Oncology Institute, Inc. has filed an 8-K to furnish an investor presentation dated May 19, 2025. This filing is intended for use in meetings with investors and does not constitute a material agreement or financial restatement.
π Key Facts
- Company prepared an Investor Presentation (Exhibit 99.1) for use in investor meetings.
- The presentation is furnished under Item 7.01 (Regulation FD Disclosure).
- Information provided under Item 7.01 is not considered 'filed' for purposes of Section 18 liability.
The Oncology Institute, Inc. filed an 8-K to furnish its quarterly financial results for the three months ended March 31, 2025. The filing includes a press release detailing the company's recent operations and financial condition.
π Key Facts
- Reporting period: Three months ended March 31, 2025.
- Filing date: May 14, 2025.
- The filing is under Item 2.02 (Results of Operations and Financial Condition).
- Information furnished under Item 2.02 is not considered 'filed' for purposes of Section 18 liability.
The Oncology Institute, Inc. held its 2025 Annual Meeting of Stockholders where shareholders approved a proposal to amend the Certificate of Incorporation to allow for a reverse stock split with a ratio between 1-for-5 and 1-for-40 if deemed necessary by the Board.
π© Red Flags
- Approval of a reverse stock split (often used to maintain Nasdaq listing compliance or improve share price).
- Potential for significant dilution and market volatility upon implementation of the split.
π Key Facts
- Annual Meeting held on May 7, 2025.
- 81.70% of outstanding common stock (61,891,379 shares) was voted.
- Proposal 3 (Reverse Stock Split) was approved by a significant majority: 59,269,880 votes 'For'.
- The reverse split ratio is authorized between 1-for-5 and 1-for-40.
- The Board of Directors has discretion to implement the split within one year of the meeting.
The Oncology Institute, Inc. announced the resignation of its Chief Operating Officer, Jeremy Castle, effective May 30, 2025. The company stated the departure is not due to any disagreements regarding operations, policies, or practices.
π Key Facts
- Jeremy Castle resigned as Chief Operating Officer (COO).
- Resignation effective date: May 30, 2025.
- The resignation was not due to any disagreement with the Company's operations, policies, or practices.
The Oncology Institute, Inc. has successfully regained compliance with Nasdaq's minimum bid price requirement after a period of non-compliance. The company's stock closed at or above $1.00 for 12 consecutive business days ending April 8, 2025.
π© Red Flags
- Historical delisting risk due to low share price (though this specific issue has been resolved).
π Key Facts
- The Company was previously in violation of Nasdaq Listing Rule 5550(a)(2) due to the stock price falling below $1.00 for 30 consecutive business days.
- Nasdaq had granted an extension to regain compliance until June 16, 2025.
- The Company regained compliance as of April 9, 2025, after maintaining a closing bid price of $1.00 or greater for 12 consecutive business days (March 24, 2025 β April 8, 2025).
- The stock is currently listed on the Nasdaq Capital Market.
The Oncology Institute, Inc. closed a significant private placement of common stock and warrants on March 26, 2025, involving over 12 million shares and several million warrants. The deal also included an exchange of $4.1 million in senior secured convertible notes for preferred stock held by Deerfield Management Company.
π© Red Flags
- Significant potential dilution: The issuance of millions of new shares and warrants will substantially increase the total share count.
- Related-party involvement: Purchasers include members of the Company's management team and board of directors.
- Convertible debt exchange: Conversion of $4.1 million in senior secured notes into preferred stock convertible into common equity often leads to downward pressure on stock price upon conversion.
π Key Facts
- Closed a private placement of 12,006,510 shares of common stock.
- Issued pre-funded warrants to purchase up to 2,886,614 shares and common warrants for up to 7,446,562 shares.
- Exchanged $4.1 million in senior secured convertible notes for Series A Common Equivalent Convertible Preferred Stock with Deerfield Management Company.
- The preferred stock is convertible into an aggregate of 3,723,283 shares of common stock.
- Entered into a Registration Rights Agreement requiring the filing of a resale registration statement within 45 days.
Oncology Institute, Inc. entered into a $16.5 million private placement of common stock and warrants with existing investors and management/board members. Additionally, the company executed an exchange agreement to convert $4.1 million in senior secured convertible notes into preferred stock.
π© Red Flags
- Significant dilution: The issuance involves over 12 million new shares plus millions in warrants/pre-funded warrants.
- Related-party transactions: Participation by management and board members in the private placement is a red flag for potential conflicts of interest.
- Debt conversion: Conversion of $4.1M in senior secured debt into preferred stock indicates pressure to manage the balance sheet.
- Warrant overhang: The high number of warrants with low exercise prices ($0.0001 and $1.1980) creates significant future dilution.
π Key Facts
- Private Placement: Issuance of 12,006,510 shares of common stock, 2,886,614 pre-funded warrants, and 7,446,562 common warrants.
- Total gross proceeds from the private placement are approximately $16.5 million.
- Common Warrant exercise price: $1.1980 per share; Pre-Funded Warrant exercise price: $0.0001 per share.
- Exchange Agreement: Conversion of $4.1 million in senior secured convertible notes into 37,232.83 shares of Series A Common Equivalent Convertible Preferred Stock and warrants held by Deerfield Management Company affiliates.
- The private placement includes participation from members of the Company's management team and board of directors.
- Company agreed to a standstills on issuing common stock equivalents until registration is effective or 45 days after closing.
The Oncology Institute, Inc. has filed an 8-K to furnish an investor presentation dated March 2025 under Regulation FD disclosure requirements.
π Key Facts
- Company prepared an Investor Presentation for use in meetings with investors.
- The presentation is furnished as Exhibit 99.1 and is not considered 'filed' for purposes of Section 18 liability.
- Filing date: March 24, 2025.
The Oncology Institute, Inc. filed an 8-K to furnish its financial results for the fourth quarter and fiscal year ended December 31, 2024. The filing is a standard earnings release announcement.
π Key Facts
- Reporting period: Fourth quarter and fiscal year ended December 31, 2024.
- Filing date: March 24, 2025.
- The company is an emerging growth company.
- Financial results were released via press release (Exhibit 99.1).
The Oncology Institute, Inc. entered into a Limited Consent and Amendment No. 1 to its existing Facility Agreement on February 26, 2025. This amendment involves the removal of significant cash maintenance covenants and provides waivers for future equity issuances.
π© Red Flags
- Removal of a $40M cash maintenance covenant suggests potential liquidity pressure or a need for greater operational flexibility to manage cash.
- Amendment and restatement of the entire financial reporting covenant may indicate previous difficulties in meeting existing debt requirements.
- The waiver for issuing equity-linked securities often precedes dilutive capital raises.
π Key Facts
- Entered into Limited Consent and Amendment No. 1 to Facility Agreement with Deerfield Partners, L.P. (Agent) on February 26, 2025.
- Lenders consented to a waiver of restrictions regarding the issuance and sale of equity and equity-linked securities.
- Removed financial covenant requiring the Company to maintain at least $40,000,000 in cash/cash equivalents subject to control agreements.
- The entire financial reporting covenant under the Facility Agreement was amended and restated.
- Company made a partial prepayment of approximately $20,000,000 toward senior secured convertible notes plus accrued interest.
The Oncology Institute, Inc. has received a second 180-day compliance period from Nasdaq to address its failure to meet the minimum $1.00 bid price requirement. The company intends to cure this deficiency by June 16, 2025, potentially through a reverse stock split.
π© Red Flags
- Delisting notice/Non-compliance with minimum bid price requirement
- Explicit mention of a potential reverse stock split to avoid delisting
- Failure to meet the initial 180-day compliance deadline (December 17, 2024)
π Key Facts
- The Company failed to regain compliance with Nasdaq Listing Rule 5550(a)(2) by the initial deadline of December 17, 2024.
- Nasdaq granted an additional 180-day compliance period ending June 16, 2025.
- The company must complete a reverse stock split no later than ten business days prior to the end of the Second Compliance Period if it chooses that route to regain compliance.
- The company met other continued listing requirements regarding market value of publicly held shares.
The Oncology Institute, Inc. filed an 8-K to furnish its quarterly financial results for the three months ended September 30, 2024 via a press release.
π Key Facts
- Report date: November 13, 2024
- Reporting period: Three months ended September 30, 2024
- The filing is an Item 2.02 disclosure regarding results of operations and financial condition.
- Company is classified as an emerging growth company.
The Oncology Institute, Inc. announced the upcoming resignation of director Maeve OβMeara and a board restructuring to maintain Nasdaq independence requirements.
π© Red Flags
- None identified in this filing.
π Key Facts
- Maeve OβMeara will resign from the Board of Directors effective January 1, 2025.
- The resignation is for personal reasons and not due to any disagreement with the Company or its operations/finances.
- Gabriel Ling will be designated as an independent director effective January 1, 2025.
- The board restructuring ensures a majority of independent directors remain on the Board following the departure.
The Oncology Institute, Inc. announced the resignation of its CFO, Mihir Shah, effective October 14, 2024. The company has appointed Robert Carter, currently Senior Vice President of Finance, to succeed him in the same role.
π© Red Flags
- CFO departure can sometimes signal underlying financial stress, though the company explicitly denied this in the filing.
π Key Facts
- Mihir Shah resigned as CFO, Principal Financial Officer, and Principal Accounting Officer on September 19, 2024.
- Effective date for departure is October 14, 2024.
- The company stated the resignation is not related to operations, policies, practices, or accounting issues.
- Mr. Shah will remain as a consultant at an agreed-upon hourly rate for an indefinite period.
- Robert Carter appointed as new CFO effective October 14, 2024; he currently serves as SVP of Finance.
- New CFO employment terms include a $375,000 base salary and a target annual bonus of 40%.
The Oncology Institute, Inc. filed an 8-K to furnish its quarterly financial results for the three months ended June 30, 2024. The filing serves as a formal announcement of the company's recent earnings performance.
π Key Facts
- Report date: August 13, 2024
- Reporting period: Three months ended June 30, 2024
- The filing includes an earnings press release as Exhibit 99.1
- Company is classified as an 'emerging growth company' under the Securities Act
The Oncology Institute, Inc. received a notice from Nasdaq stating it is non-compliant with the minimum bid price requirement after its common stock traded below $1.00 for 30 consecutive business days. The company has until December 17, 2024, to regain compliance or face potential delisting.
π© Red Flags
- Delisting notice from Nasdaq
- Potential for a reverse stock split (dilutive/structural risk)
- Stock price has been depressed below the $1.00 threshold for an extended period
π Key Facts
- Received written notice from Nasdaq on June 20, 2024.
- Non-compliance is due to violation of Nasdaq Listing Rule 5550(a)(2) (minimum bid price < $1.00 for 30 consecutive business days).
- Compliance deadline: December 17, 2024.
- The company may be eligible for an additional 180-day extension if specific market value requirements are met.
- Management explicitly mentioned considering a reverse stock split to regain compliance.
The Oncology Institute, Inc. held its 2024 Annual Meeting of Stockholders on June 13, 2024. The meeting resulted in the election of nine directors and the ratification of BDO USA, LLP as independent auditors.
π© Red Flags
- Approval of potential future dilution: Shareholders approved the maximum number of shares (20.4M) issuable under the Deerfield Financing facility, which could lead to significant dilution for existing shareholders upon conversion or exercise.
π Key Facts
- Held 2024 Annual Meeting on June 13, 2024.
- Total of 61,082,992 shares voted (82.06% of outstanding shares).
- Nine directors were elected to serve for the ensuing year.
- BDO USA, LLP was ratified as independent registered public accounting firm for fiscal year ending Dec 31, 2024.
- Stockholders approved the issuance of up to 20,459,040 aggregate shares of Common Stock underlying Secured Senior Convertible Notes and Warrants per Nasdaq Listing Rule 5635.
The Oncology Institute, Inc. filed an 8-K to furnish its quarterly financial results for the three months ended March 31, 2024 via a press release.
π Key Facts
- Report date: May 14, 2024
- Reporting period: Three months ended March 31, 2024
- The filing includes results of operations and financial condition under Item 2.02.
- The company is an emerging growth company.
The Oncology Institute, Inc. issued a slide presentation containing financial results for the three months and fiscal year ended December 31, 2023, along with business updates and guidance.
π Key Facts
- Reported financial results for the three months and full year ended December 31, 2023.
- Provided business updates and guidance for the fiscal year ending December 31, 2023.
- Filed via Exhibit 99.1 as a slide presentation.
The Oncology Institute, Inc. filed an 8-K to furnish its financial results for the fourth quarter and fiscal year ended December 31, 2023.
π Key Facts
- Reporting period: Fourth quarter and fiscal year ended December 31, 2023.
- Filing date: March 27, 2024.
- The filing is for the purpose of furnishing financial results via a press release (Exhibit 99.1).
- Company is an emerging growth company.