DLH Announces Filing of New Shelf Registration Statement
31 Maggio 2023 - 2:00PM
DLH Holdings Corp. (NASDAQ: DLHC) (“DLH” or the
“Company”), a leading provider of digital transformation,
systems engineering and integration, and science research and
development solutions to federal agencies, today announced that it
has filed a new shelf registration statement on Form S-3 with the
United States Securities and Exchange Commission (“SEC”) to replace
its expiring shelf registration statement. The registration
statement was filed on May 30, 2023 and will become effective upon
successful review by the SEC.
If and when it is declared effective, the
registration statement will allow DLH to offer and sell, from time
to time, up to $100 million of its equity securities; however,
there are no current plans to do so. The Company did not issue any
securities under the expired registration statement. Like many
issuers, DLH filed the shelf registration statement to provide it
with flexibility to access capital markets if circumstances arise
that would make the sale of securities advantageous to the
Company.
These securities may not be sold, nor may offers
to buy be accepted, prior to the time the registration statement
becomes effective. Following the effectiveness of the shelf
registration statement, DLH may periodically offer one or more of
the registered securities in amounts, at prices, and on terms to be
announced when, and if, the securities are offered. The terms of
any securities offered under the registration statement, and the
intended use of the net proceeds resulting therefrom, will be
established at the times of the offerings and will be described in
prospectus supplements filed with the SEC at the times of the
offerings.
This press release is not an offer to sell or a
solicitation of an offer to buy, nor shall there be any sale of
securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction. Any offer of securities covered by the
registration statement may be made solely by means of the
prospectus included in the registration statement and a related
prospectus supplement containing specific information about the
terms of any such offering.
About DLH
DLH (NASDAQ:DLHC) delivers improved health and
national security readiness solutions for federal programs through
science research and development, systems engineering and
integration, and digital transformation. The Company’s experts in
public health, performance evaluation, and health operations solve
the complex problems faced by civilian and military customers
alike, leveraging digital transformation, artificial intelligence,
advanced analytics, cloud-based applications, telehealth systems,
and more. With over 3,200 employees dedicated to the idea that
“Your Mission is Our Passion,” DLH brings a unique combination of
government sector experience, proven methodology, and unwavering
commitment to innovation to improve the lives of millions. For more
information, visit www.DLHcorp.com.
Safe Harbor Statement under the Private Securities
Litigation Reform Act of 1995:
This press release may contain forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. These statements relate to future events or
DLH`s future financial performance. Any statements that refer to
expectations, projections or other characterizations of future
events or circumstances or that are not statements of historical
fact (including without limitation statements to the effect that
the Company or its management “believes”, “expects”, “anticipates”,
“plans”, “intends” and similar expressions) should be considered
forward looking statements that involve risks and uncertainties
which could cause actual events or DLH’s actual results to differ
materially from those indicated by the forward-looking statements.
Forward-looking statements in this release include, among others,
statements regarding estimates of future revenues. These statements
reflect our belief and assumptions as to future events that may not
prove to be accurate. Our actual results may differ materially from
such forward-looking statements made in this release due to a
variety of factors, including: the outbreak of the novel
coronavirus (“COVID-19”), including the measures to reduce its
spread, and its impact on the economy and demand for our services,
are uncertain, cannot be predicted, and may precipitate or
exacerbate other risks and uncertainties; the risk that we will not
realize the anticipated benefits of the GRSi acquisition;
(including anticipated future financial operating performance and
results); diversion of management’s attention from normal daily
operations of the business and the challenges of managing larger
and more widespread operations resulting from the acquisition; the
inability to retain GRSi employees and customers; contract awards
in connection with re-competes for present business and/or
competition for new business; the risks and uncertainties
associated with client interest in and purchases of new services;
compliance with new bank financial and other covenants; changes in
client budgetary priorities; government contract procurement (such
as bid and award protests, small business set asides, loss of work
due to organizational conflicts of interest, etc.) and termination
risks; the ability to successfully integrate the operations of GRSi
and any future acquisitions; the impact of inflation and higher
interest rates; and other risks described in our SEC filings. For a
discussion of such risks and uncertainties which could cause actual
results to differ from those contained in the forward-looking
statements, see “Risk Factors” in the Company’s periodic reports
filed with the SEC, including our Annual Report on Form 10-K for
the fiscal year ended September 30, 2022, as well as subsequent
reports filed thereafter. The forward-looking statements contained
herein are not historical facts, but rather are based on current
expectations, estimates, assumptions and projections about our
industry and business.
Such forward-looking statements are made as of
the date hereof and may become outdated over time. The Company does
not assume any responsibility for updating forward-looking
statements, except as may be required by law.
CONTACTS:
MEDIAEmail: dlh.communications@dlhcorp.com
INVESTOR RELATIONSContact: Chris WittyPhone:
646-438-9385Email: cwitty@darrowir.com
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