Due to the outbreak of coronavirus disease 2019 (COVID-19), SeaChange International, Inc., a Delaware
corporation (the Company), is filing this Current Report on Form 8-K to avail itself of an extension to file its Annual Report on Form 10-K for the fiscal
year ended January 31, 2020 (the Annual Report), originally due on April 15, 2020, relying on an order issued by the Securities and Exchange Commission (the SEC) on March 25, 2020, pursuant to Section 36
of the Securities Exchange Act of 1934, as amended (Release No. 34-88465) (the Order) regarding exemptions granted to certain public companies.
The Companys operations and business have been challenged due to the conditions and travel restrictions surrounding the
COVID-19 pandemic spreading throughout the United States. These challenges have resulted in limited access to the Companys facilities and have interfered with managements ability to work with its
independent accountants, professional advisors and support staff in order to complete the Companys Annual Report. Management is therefore currently unable to prepare and review the Annual Report by April 15, 2020.
As such, the Company will be relying upon the 45-day grace period provided by the Order to delay filing of the Annual
Report. The Company will file the Annual Report by no later than June 1, 2020, 45 days after its original due date.
In light of the COVID-19 pandemic, the Company will be including the following Risk Factor in the Annual Report:
The recent COVID-19 outbreak may adversely affect our revenues, results of operations and financial condition.
The U.S. and
other countries are experiencing outbreaks of COVID-19, which is continuing to spread to other countries, including countries in which we, our customers and our suppliers do business. Governments in affected
regions have implemented and may continue to implement safety precautions, including quarantines, travel restrictions, business closures, cancellations of public gatherings and other measures. Other organizations and individuals are taking
additional steps to avoid or reduce infection, including limiting travel and staying home from work. These measures are disrupting normal business operations both in and outside of affected areas. We continue to monitor our operations and government
recommendations and have made appropriate modifications to our operations because of COVID-19, including substantial modifications to employee travel, employee work locations, virtualization or cancellation of
customer and employee events, and remote sales, implementation, and support activities, among other modifications. These decisions may delay or reduce sales and harm productivity and collaboration. The cancellation of major industry events in the
region reduces our ability to meet with existing and potential new customers. Our customers businesses could be distupted or they could seek to limit spending, either of which could foreclose future business opportunities, could negatively
impact the willingness of our customers to enter into or renew contracts with us and ultimately could adversely affect our revenues. The pandemic has impacted our ability to complete certain implementations, negatively impacting our ability to
recognize revenue, and could also negatively impact the payment of accounts receivable and collections. Although we are unable to predict the precise impact of COVID-19 on our business, our mobile
communications business in particular depends to a large extent on travel and the willingness of customers to enter into or renew contracts with us. We anticipate that, unless the outbreak is swiftly contained, governmental, individual, business and
other organizational measures to limit the spread of the virus will adversely affect our revenues, results of operations and financial condition, perhaps materially. This or any other outbreak and any additional preventative or protective actions
that may be taken in response to this or any other global health threat or pandemic may result in additional business and/or operational disruption.
Additionally, global economic disruptions like COVID-19 could negatively impact our supply chain and cause delays in
the delivery of raw materials, components and other supplies that we need to conduct our operations. We may be unable to locate replacement materials, components or other supplies, and ongoing delays could reduce sales and adversely affect our
revenues and results of operations. The extent to which COVID-19 will impact our business will depend on many factors beyond our control, including the speed of contagion, the development and implementation of
effective preventative measures and possible treatments, the scope of governmental and other restrictions on travel and other activity, and public reactions to these factors.
Cautionary Note Regarding Forward-Looking Statements
This Current Report on Form 8-K may contain statements that are forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. These forward-looking statements relate to expectations or forecasts for future events, including, without limitation, the Companys future financial or business performance or strategies,
results of operations or financial condition. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors. In addition to those risks described from time to time in the Companys filings
with the SEC and other similar risks, the forward-looking statements in this Form 8-K are subject to the uncertainties regarding the duration, spread and effects of
COVID-19, and its economic, financial and market consequences generally and on the Companys business in particular. The Company does not undertake any obligation to update forward-looking statements to
reflect events or circumstances after the date they were made, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.