UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of April 2022
Commission File Number: 001-39137
AnPac Bio-Medical Science Co., Ltd.
(Registrant’s name)
801 Bixing Street, Bihu County
Lishui, Zhejiang Province 323006
The
People’s Republic of China
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F x Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b) (1): ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b) (7): ¨
Explanatory Note:
Appointment of New CEO
On April 6, 2022, Dr. Chris Chang Yu resigned from his position as the Chief Executive Officer (“CEO”) of the Registrant. Dr. Chris Chang Yu confirmed that his resignation was not the result of any disagreement with the Registrant.
Effective April 6, 2022, the Board of Directors (the “Board”) of the Registrant appointed Dr. Aidong Chen as the Registrant’s new CEO.
Prior to being appointed as the Registrant’s CEO, Dr. Aidong Chen served as a Deputy Chief Physician of Nanjing Medical University from September 2014 to April 2022. From January 2017 to September 2019, Dr. Aidong Chen was a Postdoc at University of Duisburg-Essen. Dr. Aidong Chen received his Ph.D. from Nanjing Medical University in 2009, major in Biochemistry and Molecular Biology. Dr. Aidong Chen received his M.D. from Guiyang Medical College in 2006, major in Biochemistry and Molecular Biology. Dr. Aidong Chen received his Bachelor of Science from Anhui Medical University in 2003, major in Clinic Medicine.
The Registrant has entered into an employment agreement with Dr. Chen, an English translation of which is attached hereto as Exhibit 10.1. The employment agreement provides for a two year and seven month term. Dr. Aidong Chen will receive an annual salary of RMB127,442 per year.
There is no relationships or related transactions between Dr. Chen and the Registrant that would be required to be reported under Section 404(a) of Regulation S-K.
Election of New Directors
On April 6, 2022, Dr. Chris Chang Yu resigned from his positions as the Chairman of the Board, the Chairperson of the Nominating/Corporate Governance Committee, and a member of the Compensation Committee.
On April 6, 2022, Mr. Chao Feng resigned from his position as an independent director of the Board. Mr. Chao Feng’s resignation was not the result of any disagreement with the Registrant.
On April 6, 2022, the Board elected Dr. Aidong Chen as a director and the Chairman of the Board, effective April 2022 until the Registrant’s annual meeting of the shareholders in 2023, or a successor has been duly elected and qualified or until his earlier resignation, removal from office, death or incapacity.
On April 6, 2022, the Board elected Ms. Sheng Liu as an independent director of the Board, the Chairperson of the Nominating/Corporate Governance Committee, and a member of the Compensation Committee.
Ms. Sheng Liu serves as the CEO of Zhongjintai Venture Capital (Shenzhen) Co., Ltd. and has held that position since January 2019. From April 2017 to December 2021, Ms. Sheng Liu served as the General Manager of Shenzhen Zhaoyin Dinghong Investment Management Co., Ltd. Ms. Sheng Liu received her Bachelor Degree of Financial Economics from Massey University of New Zealand in 2005.
The Board has determined Ms. Sheng Liu is qualified to be an independent director under NASDAQ Listing Rule 5605(a)(2).
There is no relationships or related transactions between Ms. Liu and the Registrant that would be required to be reported under Section 404(a) of Regulation S-K.
Ms. Sheng Liu is entitled to an annual director’s fees of $18,000 and will be eligible to participate in the Registrant’s stock incentive plans. A copy of the Offer Letter from the Registrant to Ms. Sheng Liu is filed as Exhibit 10.2 to this Report and is incorporated by reference herein.
EXHIBIT INDEX
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| AnPac Bio-Medical Science Co., Ltd. | ||
| (Registrant) | ||
| Date: April 11, 2022 | By: | /s/ Dr. Aidong Chen |
| Name: | Dr. Aidong Chen | |
| Title: | Chairman of the Board of Directors and Chief Executive Officer |
Exhibit 10.1
Employment Agreement
Party A:
Legal Representative:
|
Party B: |
Gender: | Highest Education: |
| Date of Birth: | ID Number: | |||
| Address: | |
| Contact Number: | |
| Starting work on: | |
| Term of the Agreement: |
In accordance with the Labor Contract Law of the People’s Republic of China[, Regulation of Shanghai Municipality on Labor Contract,] and relevant laws, regulations and rules, Party A and Party B agree to enter into this Employment Agreement on the basis of equality, free will, fairness, justice, consensus through consultation and good faith.
Article 1 Type and Term of the Agreement
The Employment Agreement shall be determined as set forth in Item below:
| (1) | A fixed-term agreement: From to , with a probationary period commencing on and ending on . |
| (2) | An open-ended agreement: From , with a probationary period commencing on and ending on . |
| (3) | A project-based agreement: From to the completion date of the project.] |
Article 2 Job Description and Requirements
| (1) | According to the requirements of Party A, Party B shall work as . The position of Party B may be changed reasonably and in good faith by Party A as needed and according to the performance evaluation results of Party B. Party B shall comply with Party A’s arrangements. |
| (2) | The work assignments and requirements for Party B should comply with the publicized regulations and provisions formulated by Party A according to applicable law. Party B shall fulfill the his or her work duties assigned by Party A through accomplishing the required workload with prescribed quality on time. |
Article 3 Working Hours and Holidays
| (1) | After mutual consultation of both Parties, the working hour system shall be determined as Item of the following: |
| 1. | Party A implements a working system in which there are working hours a day. |
| The specific work schedule of Party A is as follows: |
| 9:00 to 17:30 with a break from 12:00 to 13:00, from Monday to Friday. |
| Every Saturday and Sunday are off days. |
| 2. | Party A implements a working system in which employees work in shifts and work for eight (8) hours a day. Party B will be given two (2) off days per week. |
| 3. | Party B shall work as and work flexible working hours, and the Parties shall follow flexible working hours according to applicable law. |
| 4. | Party B shall work as and work according to a comprehensive working hour system, and the parties shall follow comprehensive working hours according to applicable law.] |
| (2) | Party A shall strictly comply with the working hour requirements according to applicable law, ensuring that Party B has sufficient rest and his or her physical and mental health. Party B shall be given time off or overtime compensation if Party A extends the working hours due to the requirements of work. |
| (3) | Party A shall arrange paid annual leaves for Party B according to applicable law. |
Article 4 Working Safety and Conditions
| (1) | Party A shall notify Party B of the positions that may cause occupational diseases, and arrange working safety and health training for Party B to prevent work-related accidents and reduce occupational hazards. |
| (2) | Party A shall provide Party B with safe and hygienic working conditions and necessary working protection measures according to applicable law. In the event that Party B engages in work with occupational hazards, Party A shall arrange periodic physical examination for Party B. |
| (3) | Party B must strictly abide by the rules of safe operations. Party B may refuse to follow Party A’s instructions that violate the relevant work safety regulations and may cause personal injury. |
| (4) | Party A shall provide protection for Party B in accordance with the relevant regulations in relation to the special protection of female employees and juvenile workers. |
| (5) | If Party B suffers from illness or non-work-related injuries, Party A shall implement the relevant regulations in relation to medical treatment leave. |
Article 5 Remuneration
Party A shall pay the remuneration in cash to Party B at least once a month without unreasonable deduction or delay. Party A shall provide Party B with remuneration not less than the local minimum wage, provided that Party B accomplishes the regular work within the legal working hours.
| (1) | The remuneration shall be paid to Party B on a monthly basis after deducting social insurance premium, housing provident fund, personal income tax and other expenses and the date of payment shall be the [10th] day of the month following a complete working month. In the event that the aforementioned date of payment is a public holiday, Party A shall pay in advance on the last working day before that date. |
| (2) | Agreed by both Parties, the specific remuneration requirements of Party B are as follows: |
Probation period months, term of agreement years
Remuneration: annual salary: (before tax), including:
Note: The salary of probation period is 90% of a regular employee (monthly salary: RMB ).
| 1. | Party A has the right to change the position, duties and remuneration of Party B according to Party B’s performance assessment. |
| 2. | Party B’s bonus is based on Party A’s accomplishment of the performance objectives set by his or her superior, and must be given by Party A after the performance appraisal of Party B. |
| 3. | If the company encounters difficulties in operation, the monthly salary of Party B may be adjusted accordingly. |
| 4. | Party A may reasonably transfer Party B to another position (including mobilizing Party B to work in other provinces and cities due to the needs of project development) due to work needs, and Party B shall comply with that transfer decision. If Party B refuses to comply, Party A has the right to terminate this agreement unilaterally. |
| (3) | The remuneration paid to Party B for overtime work shall be calculated based on the monthly salary as agreed by the Parties through consultation. |
| (4) | While Party B leaves for personal affairs, Party B’s remuneration shall be reduced on the basis of his or her monthly salary. |
| (5) | For sick leave, the relevant laws and local regulations shall be applicable. |
| (6) | The remuneration for paid holidays shall be paid as part of the salary of Party B.] |
Article 6 Social Insurance and Welfare Benefits
| (1) | Both Parties shall participate in the social insurance program according to law, and pay various social insurance premiums on time. As for the part of social insurance premium paid by the individual, Party A can withhold it from Party B’s salary. |
| (2) | Party B has the right to inquire Party A about payment of social insurance premiums, and Party A shall provide assistance. |
| (3) | If Party B suffers from work-related injuries, Party A shall be responsible to provide timely rescue, and, within the required time, apply to the relevant administrative department of work safety for work-related injury authentication and the assessment of labor ability for Party B. Party A shall also provide Party B with corresponding medical benefits for work-related injuries. |
| (4) | The welfare benefits of Party B shall be provided according to applicable law and in line with Party A’s internal rules. |
Article 7 Performance and Change of Employment Agreement
| (1) | Party A shall, in accordance with this agreement, provide Party B with appropriate workplace, labor conditions and position, and pay remuneration to Party B on time. Party B shall conscientiously perform labor duties and complete tasks under this agreement in person. |
| (2) | If any of the following circumstances arises, either Party A or Party B may change this agreement: |
| 1. | changes of this agreement shall be without prejudice to the interests of the state, the collective and others, agreed by both Parties; |
| 2. | fundamental circumstances on which the Employment Agreement is based have significantly changed, and changes of this agreement are based on Party A’s consultation with Party B; |
| 3. | the Employment Agreement cannot be completely fulfilled due to force majeure; |
| 4. | laws and regulations on which the Employment Agreement is based have been amended; and |
| 5. | other circumstances as stipulated by laws and regulations. |
Article 8 Dissolution and Termination of Employment Agreement
| (1) | Under any of the following circumstances, Party A may terminate this Employment Agreement: |
| 1. | Party B is proved ineligible for employment during the probation period; |
| 2. | Party B does not pass the physical examination; |
| 3. | Party B conducts a material violation of the labor discipline and the rules and regulations of Party A; |
| 4. | during the training period, Party B does not pass all the milestone training exams, or there are other circumstances indicating that Party B is not suitable to continue the training; |
| 5. | Party B commits serious dereliction of duty, jobbery and malpractice, causing significant damage to the interests of Party A; |
| 6. | Party B establishes labor relations with other employers during the term of this agreement, which has a serious impact on the completion of the work tasks assigned by Party A, and Party B refuses to make corrections upon the request of Party A; |
| 7. | Party B compels Party A to enter into or change the Employment Agreement against true will by means of fraud or coercion or when Party A is in duress; |
| 8. | Party B is under investigation for criminal responsibility according to applicable law. |
| (2) | Under any of the following circumstances, Party A may terminate this agreement by giving a written notice to Party B three (3) days in advance during the probationary period, or thirty (30) days in advance after the probationary period expires: |
| 1. | Party B is ineligible for the original position or other position arranged by Party A after the medical period of sickness or non-work-related injuries; |
| 2. | Party B is not qualified for his or her position, and Party B is still not qualified after training or being transferred to another position; |
| 3. | Fundamental circumstances on which the Employment Agreement is based has undergone major changes, causing the original Employment Agreement unenforceable, and the Parties cannot reach an agreement on the change of the Employment Agreement through negotiation; |
| (3) | Under any of the following circumstances, Party B may terminate this agreement by giving a written notice to Party A three (3) days in advance during the probationary period, or 30 days in advance after the probationary period expires: |
| 1. | Party A cannot not provide reasonable remuneration for Party B on time; |
| 2. | Party A fails to provide reasonable insurance benefits for Party B on time; |
| 3. | Party A cannot provide reasonable positions and training opportunities for Party B. |
| (4) | Party A shall not terminate this agreement under any of the following circumstances: |
1. Party B is engaged in work with occupational hazards but does not receive an occupational physical examination before leaving the post, or Party B is a suspected occupational disease patient pending diagnosis or in the medical observation period;
| 1. | Party B suffers from occupational diseases or work-related injuries while working for Party A and is confirmed to have lost or partially lost the ability to work; |
| 2. | Party B suffers from illness or non-work-related injuries within the prescribed medical period; |
| 3. | Party B (female) is in pregnancy, delivery or lactation; |
| 4. | Party B has been working for Party A for fifteen (15) consecutive years and is less than five (5) years from the statutory retirement age; and |
| 5. | other circumstances as stipulated by laws and administrative regulations.] |
| (5) | Under any of the following circumstances, the agreement shall be terminated: |
| 1. | the Employment Agreement expires under the conditions stipulated in the Labor Contract Law; |
| 2. | Party B begins to enjoy basic endowment insurance benefits according to applicable law; |
| 3. | Party B dies or is declared dead or missing by court; |
| 4. | Party A is declared to be bankrupt according to applicable law; |
| 5. | Party A’s business license is revoked, Party A is ordered to be closed or canceled, or Party A decides to dissolve in advance; and |
| 6. | other circumstances as stipulated by laws and administrative regulations. |
Article 9 Special Articles Agreed by Both Parties
| (1) | Before signing the Employment Agreement, Party A has the right to know the basic conditions directly related to the Employment Agreement of Party B, including but not limited to the education background, curriculum vitae, qualifications or certificate of employment and whether the previous labor relationship has been dissolved or terminated, etc. Party B shall truthfully state the aforementioned basic information. If Party B is found by Party A or be sued by the previous employer that it has deliberately misreported or concealed the information and defrauded Party A to sign an Employment Agreement, Party B shall be deemed to commit fraud and cause serious misunderstanding of Party A. Party A has the right to apply for the annulment of this agreement according to applicable law, and the losses of Party A shall be borne by Party B in full. |
| (2) | During the term of this agreement, all patents, copyrights and other intellectual property rights arising from the work achievements of Party B in the position appointed by Party A, the materials and technical conditions mainly provided by Party A, shall be owned by Party A, and Party B has no right to use them for commercial purpose. |
| (3) | Party B shall not disclose any confidential information and trade secrets of Party A and its affiliates it obtained during the agreement period to any third party (including employees of Party A who are not involved in the related work). Party B’s violation of duty of confidentiality is considered a serious breach of this agreement and a sufficient reason for dismissal. Such duty of confidentiality is still binding on Party B at any time after the termination or expiration of this agreement. Party A shall, in advance, negotiate with Party B to stipulate the matters of keeping trade secrets and sign an confidential agreement. |
| (4) | In the course of the performance of this agreement, if Party A changes its name, legal representative or principal head, investor, etc., the performance of this agreement shall not be affected; if Party A merges with another entity, splits off or similar circumstances occur to it, this agreement shall continue to be valid and performed by the successor entity. |
| (5) | Certificates obtained by the employees after the expiration of the training period shall be owned by Party A, and they shall be returned to Party A before Party B leaves Party A.] |
Article 10 Responsibility and Economic Compensation for Breach, Dissolution and Termination of Employment Agreement
| (1) | During the term of this agreement, if either Party violates this agreement and causes economic losses to the other party, it shall compensate the other Party according to the result and liability. |
| (2) | During the term of this agreement, if Party B receives Party A’s training and dissolves the agreement within the service period due to personal reasons, Party B shall provide Party A with economic compensation according to Party A’s relevant regulations. |
| 1. | Party B shall compensate 100% of the training costs if he or she leaves the company during the training period or within one year; if Party B has worked for more than one year but less than two years, compensation of 50% of the training costs shall be paid; if it has worked for more than two years but less than three years, it shall be compensated 20% of the training costs; the loss caused to Party A shall be calculated separately by Party A according to the actual situation. |
| 2. | Party A has the right to deduct the economic compensation from the wages, subsidies and benefits of Party B. |
| (3) | If any violation, dissolution and termination of Employment Agreement involves economic compensation, it shall be handled in accordance with relevant provisions of PRC and Shanghai]. |
Article 11 Handling of Labor Disputes
| (1) | A dispute between Party A and Party B arising from the implementation of this agreement may be settled through negotiation of Party A and Party B. If no settlement can be reached through negotiation by the Parties, the dispute may be submitted to the internal labor dispute mediation committee of the employer for mediation. [If the dispute still cannot be mediated, the Parties may apply to the Labor Dispute Arbitration Committee for arbitration. The Parties may also apply directly to the Labor Dispute Arbitration Committee for arbitration. The party requesting the arbitration shall submit a written application to the Labor Dispute Arbitration Committee within 60 days from the date of labor dispute. If either party is dissatisfied with the arbitral decision, it may commence a lawsuit to the court within fifteen (15) days from the date of receipt of the arbitral decision.] |
| (2) | If Party A violates labor laws, regulations and rules and causes damages to the lawful rights and interests of Party B, Party B has the right to report the violations to the administrative department of labor security or relevant departments. |
Article 12 Others
| (1) | During the term of this agreement, Part B shall notify Party A timely of changes on household address, current residential address, contact information, etc. |
| (2) | Matters not covered in this agreement shall be handled in accordance with relevant provisions of the state, or through equal consultation of the Parties. |
| (3) | This agreement shall not be obliterated. |
| (4) | If this agreement needs to be made in both Chinese and English, in the event of any inconsistency, the Chinese version shall prevail. |
| (5) | The Employment Agreement shall be renewed or resigned one month before the expiration of the agreement as agreed by both Parties. |
| (6) | This agreement is made in duplicate, each party holding one original. |
| Party A: | Party B: | |||
| Representative: | Name: | |||
| [DD/MM/YY] | [DD/MM/YY] | |||
Exhibit 10.2
AnPac Bio-Medical Science Co., Ltd.
April 6, 2022
Via Email
Dear Ms. Sheng Liu ：
This letter shall confirm our discussions pursuant to which you have indicated your willingness to serve as an independent director on the Board of Directors of AnPac Bio-Medical Science Co., Ltd. (the “Company”), Chairperson of the Nominating and Corporate Governance Committee, a member of the and the Compensation Committee, effective as of the date hereof, until the next annual shareholders meeting or your earlier resignation or the removal pursuant to the Company’s by-laws.
Our company compensates our non-employee directors for all services they perform as a director of our company, including attendance at Board of Directors meetings and service as members of committees of the Board of Directors to which they are appointed. The details of such compensation are:
| 1. | an annual director’s fee of $18,000; |
| 2. | eligible to participate in the Company’s Stock Incentive Plan, and to be compensated at the same level of other independent directors’ of the Company. |
You would also be reimbursed for all of your out-of-pocket expenses in traveling to and attending meetings of the Board of Directors and committees on which you would serve.
You may indicate your agreement with these terms by signing and dating this letter agreement and returning it to the undersigned. By signing this letter agreement, you reconfirm to the Company that you have no contractual commitments or other legal obligations that would prohibit you from performing your duties for the Company.
| Very truly yours, | ||
| AnPac Bio-Medical Science Co., Ltd. | ||
| By: | /s/ Jianhua Shao | |
|
Jianhua Shao Director | ||
I have read and accept and agree to the above terms of employment:
| By: | /s/ Sheng Liu | |
| Sheng Liu |
Exhibit 99.1
AnPac Bio Appoints Dr. Aidong Chen as New Chief Executive Officer and Chairman of the Board
and Miss Sheng Liu as a New Board Member
Philadelphia, PA, April 8, 2022 – AnPac Bio-Medical Science Co., Ltd. (“AnPac Bio,” the “Company” or “we”) (ANPC), a biotechnology company with operations in the United States and China focused on early cancer screening and detection, announced that Dr. Aidong Chen has joined the Company as its board director, Chief Executive Officer and Chairman of the Board of Directors. Dr. Aidong Chen has been a practicing physician and researcher for over 10 years. He has received over 20 global patents on his work and published 91 papers over his career. Dr. Chen has been affiliated with many leading hospitals, including Yijishan Hospital, and Nanjing Medical University. He has replaced Dr. Chris Yu, Company’s founder, who resigned as board director, CEO and Chairman of the Board of the Company. As head of China operations of the Company, Dr. Yu will remain with the Company in a senior management role to focus on growing business in China.
The Company will also be adding Sheng “Dorothy” Liu to the Board of Directors, who will be replacing Mr. Chao Feng. Ms. Liu is currently the CEO of Zhongjintai Venture Capital (Shenzhen) Co., Ltd., a venture capital firm in Shenzhen. She has worked in finance and consulting, including in private equity, for almost ten years. Ms. Liu will be an independent director and will also serve as a member of the Compensation Committee and Chairperson of the Nominating Committee.
About AnPac Bio
AnPac Bio is a biotechnology company focused on early cancer screening and detection, with 150 issued patents as of September 30, 2021. With two certified clinical laboratories in China and one CLIA and CAP accredited clinical laboratory in the United States, AnPac Bio performs a suite of cancer screening and detection tests, including CDA (Cancer Differentiation Analysis), bio-chemical, immunological, and genomics tests. According to a report by Frost & Sullivan, AnPac Bio ranked first globally in multi-cancer screening and detection test sample volume (accumulative to January 2021). AnPac Bio’s CDA technology platform has been shown in retrospective validation studies to be able to detect the risk of over 20 different cancer types with high sensitivity and specificity.
For more information, please visit: https://www.Anpacbio.com.
For investor and media inquiries, please contact:
Company:
Phil Case, Marketing and Investor Relations
Phone: +1-267-810-6776 (US)
Email: phil case@AnPacbio.com
Investor Relations:
Ascent
Investor Relations LLC
Tina Xiao, President
Phone: +1-917-609-0333 (US)
Email: tina.xiao@ascent-ir.com
Safe Harbor Statement
This announcement contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements are made under the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 and are relating to the Company’s future financial and operating performance. The Company has attempted to identify forward-looking statements by terminologies including “believes,” “estimates,” “anticipates,” “expects,” “plans,” “projects,” “intends,” “potential,” “target,” “aim,” “predict,” “outlook,” “seek,” “goal” “objective,” “assume,” “contemplate,” “continue,” “positioned,” “forecast,” “likely,” “may,” “could,” “might,” “will,” “should,” “approximately” or other words that convey uncertainty of future events or outcomes to identify these forward-looking statements. These statements are based on current expectations, assumptions and uncertainties involving judgments about, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond the Company’s control. These statements also involve known and unknown risks, uncertainties and other factors that may cause the Company’s actual results to be materially different from those expressed or implied by any forward-looking statement. Known and unknown risks, uncertainties and other factors include, but are not limited to, our ability to comply with Nasdaq Listing Rules, the implementation of our business model and growth strategies; trends and competition in the cancer screening and detection market; our expectations regarding demand for and market acceptance of our cancer screening and detection tests and our ability to expand our customer base; our ability to obtain and maintain intellectual property protections for our CDA technology and our continued research and development to keep pace with technology developments; our ability to obtain and maintain regulatory approvals from the NMPA, the FDA and the relevant U.S. states and have our laboratories certified or accredited by authorities including the CLIA; our future business development, financial condition and results of operations and our ability to obtain financing cost-effectively; potential changes of government regulations; general economic and business conditions in China and elsewhere; our ability to hire and maintain key personnel; our relationship with our major business partners and customers; and the duration of the coronavirus outbreaks and their potential adverse impact on the economic conditions and financial markets and our business and financial performance, such as resulting from reduced commercial activities due to quarantines and travel restrictions instituted by China, the U.S. and many other countries around the world to contain the spread of the virus. Additionally, all forward-looking statements are subject to the “Risk Factors” detailed from time to time in the Company’s most recent Annual Report on Form 20-F and other filings with the U.S. Securities and Exchange Commission. Because of these and other risks, uncertainties and assumptions, undue reliance should not be placed on these forward-looking statements. In addition, these statements speak only as of the date of this press release and, except as may be required by law, the Company undertakes no obligation to revise or update publicly any forward-looking statements for any reason.