| Item 2.05. | Costs Associated with Exit or Disposal Activities. |
On June 22, 2023, Ouster, Inc. (the “Company” or “Ouster”) announced a series of cost cutting measures, including a reduction in force (collectively, the “Restructuring Initiatives”). The Restructuring Initiatives are expected to result in a range of approximately $7.5 million - $9.0 million of aggregate charges, which are anticipated to include $3.0 million - $3.5 million of one-time cash termination benefits and approximately $4.5 million - $5.5 million of non-cash stock-based compensation charge related to the vesting of share-based awards for employees who are terminated. The Company anticipates that the Restructuring Initiatives will be substantially completed by the end of the fiscal year ending December 31, 2023.
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Such statements are based upon current plans, estimates and expectations of management that are subject to various risks and uncertainties that could cause actual results to differ materially from such statements. The inclusion of forward-looking statements should not be regarded as a representation that such plans, estimates and expectations will be achieved. Words such as “anticipate,” “expect,” “project,” “intend,” “believe,” “may,” “will,” “should,” “plan,” “could,” “may,” “continue,” “target,” “contemplate,” “estimate,” “forecast,” “guidance,” “predict,” “possible,” “potential,” “pursue,” “likely,” and similar expressions are intended to identify forward-looking statements, though not all forward-looking statements use these words or expressions. All statements, other than statements of historical fact, including statements regarding Ouster’s anticipated charges associated with the Restructuring Initiatives, including specific categories of costs and future cash expenditures, the timing of when such charges are expected to be recognized, and the benefits of the Restructuring Initiatives, are forward-looking statements.
All forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those that the Company expects, including but not limited to its ability to successfully integrate its business with Velodyne and achieve the anticipated benefits of the Velodyne merger; Ouster’s future capital needs and ability to secure additional capital on favorable terms or at all; Ouster’s ability to recruit and retain key personnel; and other important factors discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, that are further updated from time to time in the Company’s other filings with the SEC. Readers are urged to consider these factors carefully and in the totality of circumstances when evaluating these forward-looking statements, and not to place undue reliance on any of them. Any such forward-looking statements represent management’s reasonable estimates and beliefs as of the date of this Current Report on Form 8-K. While Ouster may elect to update such forward-looking statements at some point in the future, it disclaims any obligation to do so, other than as may be required by law, even if subsequent events cause its views to change.
