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Form 8-K

sec.gov

8-K — HALLADOR ENERGY CO

Accession: 0001104659-26-056345

Filed: 2026-05-06

Period: 2026-05-06

CIK: 0000788965

SIC: 4911 (ELECTRIC SERVICES)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — hnrg-20260506x8k.htm (Primary)

EX-99.1 (hnrg-20260506xex99d1.htm)

GRAPHIC (hnrg-20260506x8k001.jpg)

GRAPHIC (hnrg-20260506xex99d1001.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: hnrg-20260506x8k.htm · Sequence: 1

Hallador Energy Company_May 6, 2026

0000788965false00007889652026-05-062026-05-06

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 6, 2026

Hallador Energy Company

(Exact name of registrant as specified in its charter)

Colorado

001-34743

84-1014610

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

1183 East Canvasback Drive, Terre Haute, Indiana 47802

(Address, including zip code, of principal executive offices)

Registrant’s telephone number, including area code: (812) 299-2800

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Name of each exchange

on which registered

Common Shares, $.01 par value

HNRG

Nasdaq

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 - Results of Operations and Financial Condition

On May 6, 2026, Hallador Energy Company issued a press release announcing its first quarter 2026 financial and operating results. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

The information included in this Current Report on Form 8-K, including Exhibit 99.1 hereto, that is furnished pursuant to this Item 2.02 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. In addition, the information included in this Current Report on Form 8-K, including Exhibit 99.1 hereto, that is furnished pursuant to this Item 2.02 shall not be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference into such filing.

Item 9.01 – Financial Statements and Exhibits

(d)  Exhibits

99.1 – Hallador Energy Company Signs 12-Year Capacity Agreement for Over $1 Billion; Reports First Quarter 2026 Financial and Operating Results

104 – Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

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 hereunto duly authorized.

May 6, 2026

By:

/s/ TODD E. TELESZ

Todd E. Telesz

CFO

EX-99.1

EX-99.1

Filename: hnrg-20260506xex99d1.htm · Sequence: 2

EXHIBIT 99.1

Hallador Energy Company Signs 12-Year Capacity Agreement for Over $1 Billion; Reports First Quarter 2026 Financial and Operating Results

- Q1 Total Revenue of $101.8 Million, with Operating Cash Flow of $20.5 Million -

- Q1 Net Loss of $9.3 Million, with Adj. EBITDA of $5.5 Million -

- On May 1, Hallador Signed a Capacity Agreement, for years 2028 – 2040, at More Than 2x Historical Capacity Pricing, Expected to Generate Over $1 Billion of Contracted Revenue -

TERRE HAUTE, Ind., May 6, 2026 – Hallador Energy Company (Nasdaq: HNRG) (“Hallador” or the “Company”) today reported its financial and operating results for the first quarter ended March 31, 2026. The Company is also announcing a newly signed 12-year capacity agreement with a subsidiary of a utility, which is further detailed below.

“In the last few months, we have made significant progress advancing our long-term contracting strategy, together with the three-year capacity agreement we announced in March for planning years 2026, 2027 and 2028, culminating now with the execution of a 12-year capacity agreement selling approximately 2/3rds of our accredited capacity starting in late 2028 through mid-2040. Together, these two capacity-only sales total approximately $1.1B, nearly doubling our forward sales book and making the Company substantially sold-forward on accredited capacity across the next fourteen consecutive years. We continue to see strong pricing signals for our remaining unsold capacity and continue to pursue opportunities in the market to add to our already substantial forward sales positions,” said Brent Bilsland, President and Chief Executive Officer. “These agreements provide durable revenue visibility and balance sheet support and are expected to convert to cash flow at a very high rate, enabling the company to focus on disciplined capital allocation across potential growth initiatives such as our proposed 515MW gas plant project and our dual-fuel ambitions for our existing 1-GW Merom Power Plant.”

“From an operating standpoint, first quarter results were generally in-line with expectations and reflect the impact of our previously disclosed availability constraints at Merom. With our planned plant outage now underway, emphasizing key reliability upgrades, we expect a meaningful improvement in performance as we move through the year and into the peak demand seasons.”

Capacity Agreement Overview

Hallador signed a 12-year agreement to sell a substantial portion of its accredited capacity to a subsidiary of a utility for planning years 2028 through 2040. The agreement initially covers a smaller volume of accredited capacity in 2028, increasing to approximately 2/3rds of the company’s accredited capacity beginning in 2029 through 2040. The sale is priced above the recent three-year agreement signed in March, and pricing is the same for all 12 years of the contract. Hallador expects to generate more than $1 billion in cumulative revenue from the agreement, nearly doubling its forward sales book, and is expected to convert to free cash flow at a very high rate. The structure is capacity-only and does not include the sale of energy, allowing the Company to retain flexibility to optimize future energy sales. The agreement is subject to customary regulatory approvals anticipated to be received in the second half of 2026.

First Quarter 2026 Highlights

● First quarter results reflected previously disclosed availability constraints at Merom, partially offset by continued strength in accredited capacity pricing and forward sales execution.

o Total revenue was $101.8 million in the first quarter of 2026 compared to $117.7 million in the prior year period, driven by lower electric sales due to reduced generation at Merom, partially offset by higher accredited capacity revenue and improved coal pricing.

o Net loss was $(9.3) million compared to net income of $10.0 million in the prior year period, and adjusted EBITDA was $5.5 million compared to $19.3 million in the prior year period.

● The Company generated $20.5 million of operating cash flow in the first quarter, which was partially used to fund capex.

o Hallador had no outstanding bank debt at March 31, 2026, compared to $29.7 million at December 31, 2025 and $23.0 million at March 31, 2025.

o Total liquidity was $97.5 million at March 31, 2026, following the signing of its new credit facility in early March, compared to $38.8 million at December 31, 2025, and $69.0 million at March 31, 2025.

o Capital expenditures in the first quarter were $7.7 million compared to $11.7 million in the year-ago period.

● Hallador continues to execute on its contracting strategy, increasing long-term revenue visibility and monetizing its dispatchable generation platform.

o Subsequent to quarter-end, the Company entered into a 12-year capacity agreement expected to generate more than $1 billion of contracted revenue through 2040, nearly doubling its forward sales book.

o As of March 31, 2026, Hallador had approximately $1.2 billion of total forward energy, capacity and coal sales commitments through 2029, or $859.6 million excluding the coal sales to Merom. Neither of these totals include the recently signed 12-year capacity agreement.

Financial Summary ($ in Millions and Unaudited)

​ ​ ​

Q1 2026

​ ​ ​

Q1 2025

Electric Sales

$

65.1

$

85.9

Coal Sales - 3rd Party

$

35.1

$

30.2

Other Revenue

$

1.6

$

1.6

Total Sales and Operating Revenue

$

101.8

$

117.7

Net Income (Loss)

$

(9.3)

$

10.0

Operating Cash Flow

$

20.5

$

38.4

Adjusted EBITDA*

$

5.5

$

19.3

*   Non-GAAP financial measure, defined as EBITDA plus effects of certain subsidiary and equity method investment activity, less other amortization, plus certain operating activities including stock-based compensation, asset retirement obligations accretion, less gain on disposal or abandonment of assets, plus loss on extinguishment of debt and other reclassifications such as special non-recurring project expenses.

Adjusted EBITDA should not be considered an alternative to net income, income from operations, cash flows from operating activities, or any other measure of financial performance presented in accordance with GAAP. Our method of computing Adjusted EBITDA may not be the same method used to compute similar measures reported by other companies. Management believes the non-GAAP financial measure, Adjusted EBITDA, is an important measure in analyzing our operations.

Reconciliation of GAAP "Net Income (Loss)" to non-GAAP "Adjusted EBITDA"

(In $ Thousands and Unaudited)

​ ​ ​

Three Months Ended

​ ​ ​

March 31,

​ ​ ​

2026

​ ​ ​

2025

NET INCOME (LOSS)

$

(9,321)

$

9,979

Interest expense

3,970

3,723

Income tax expense (benefit)

(504)

Depreciation, depletion and amortization

10,606

14,977

EBITDA

4,751

28,679

Stock-based compensation

1,135

1,084

Asset retirement obligations accretion

408

427

Other amortization (1)

(951)

(11,334)

Gain on disposal or abandonment of assets, net

(201)

(21)

Loss on extinguishment of debt

230

Equity method loss

121

236

Other reclassifications

14

239

ADJUSTED EBITDA

$

5,507

$

19,310

(1)

Other amortization relates to the non-cash amortization of the Hoosier PPA entered into and parts and supplies inventory acquired in connection with the acquisition of the Merom Power Plant in 2022.

Forward Sales Position - (unaudited)*

​ ​ ​

2026

​ ​ ​

2027

​ ​ ​

2028

​ ​ ​

2029

​ ​ ​

Total

Power

Accredited Capacity

Average daily contracted accredited capacity MW

781

782

668

340

Average contracted accredited capacity price per MWd

$

246

$

264

$

300

$

398

Contracted accredited capacity revenue (in millions)

$

52.82

$

75.26

$

73.28

$

20.44

$

221.80

Energy

Contracted MWh (in millions)

3.10

3.06

1.09

0.27

7.52

Average contracted price per MWh

$

43.74

$

46.50

$

52.94

$

51.33

Contracted revenue (in millions)

$

135.59

$

142.29

$

57.70

$

13.86

$

349.44

Total Accredited Capacity & Energy Revenue (in millions)

$

188.41

$

217.55

$

130.98

$

34.30

$

571.24

Coal

Priced tons - 3rd party (in millions)

2.10

2.50

0.50

5.10

Avg price per ton - 3rd party

$

55.73

$

56.74

$

59.00

Contracted coal revenue - 3rd party (in millions)

$

117.03

$

141.85

$

29.50

$

$

288.38

TOTAL CONTRACTED REVENUE (IN MILLIONS) - CONSOLIDATED

$

305.44

$

359.40

$

160.48

$

34.30

$

859.62

Priced tons - Intercompany (in millions)

2.08

2.30

3.17

7.55

Avg price per ton - Intercompany

$

51.00

$

51.00

$

51.00

Contracted coal revenue - Intercompany (in millions)

$

106.08

$

117.30

$

161.67

$

$

385.05

TOTAL CONTRACTED REVENUE (IN MILLIONS) - SEGMENT

$

411.52

$

476.70

$

322.15

$

34.30

$

1,244.67

* Actual revenue related to forward sales positions may differ materially for various reasons, including price adjustment features for coal quality and cost escalations, volume optionality provisions, including rollover of unfulfilled coal commitments into future periods, and potential force majeure events. Forward sales figures in the 2026 column are for the period from April 1, 2026 through December 31, 2026. The table above reflects contracted balances as of March 31, 2026 and does not include the recently signed 12-year capacity agreement.

Forward-Looking Statements

This release contains forward-looking statements within the meaning of 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"). Statements that are not strictly historical statements constitute forward-looking statements and may often, but not always, be identified by the use of such words such as "expects," "believes," "intends," "anticipates," "plans," "estimates," "guidance," "target," "potential," "possible," or "probable" or statements that certain actions, events or results "may," "will," "should," or "could" be taken, occur or be achieved. Forward-looking statements include, without limitation, those relating to our ability to participate in the ERAS program (which ultimately requires the approval of MISO of our application and is a capital intensive project subject to construction, operational, financial, regulatory and legal risks that could impact the project’s viability and/or timeline) and achieve the expected benefits thereof, our ability to secure agreements in support of the development and construction of planned projects, including the expansion of our Merom Generating Station, and our expectations with respect to potential accelerating demand for accredited capacity. Forward-looking statements are based on current expectations and assumptions and analyses made by Hallador and its management in light of experience and perception of historical trends, current conditions and expected future developments, as well as other factors appropriate under the circumstances that involve various risks and uncertainties that could cause actual results to differ materially from those reflected in the statements. These risks include, but are not limited to, those set forth in Hallador’s annual report on Form 10-K for the year ended December 31, 2025, and other Securities and Exchange Commission filings. Hallador undertakes no obligation to revise or update publicly any forward-looking statements except as required by law.

Conference Call and Webcast

Hallador management will host a conference call today, May 6, 2026 at 5:00 p.m. Eastern time to discuss its financial and operational results, followed by a question-and-answer period.

Date: Wednesday, May 6, 2026

Time: 5:00 p.m. Eastern time

Toll-free dial-in number: (800) 715-9871

International dial-in number: (646) 307-1963

Conference ID: 8503380

Live webcast registration link: here

The conference call will also be broadcast live and available for replay in the investor relations section of the Company’s website at www.halladorenergy.com.

About Hallador Energy Company

Hallador Energy Company (Nasdaq: HNRG) is a vertically-integrated Independent Power Producer (IPP) based in Terre Haute, Indiana. The Company has two core businesses: Hallador Power Company, LLC, which produces electricity and provides accredited capacity at its one-Gigawatt (GW) Merom Generating Station, and Sunrise Coal, LLC, which produces and supplies fuel to the Merom Generating Station and other companies. To learn more about Hallador, visit the Company’s website at www.halladorenergy.com.

Company Contact

Todd E. Telesz

Chief Financial Officer

TTelesz@halladorenergy.com

Investor Relations Contact

Sean Mansouri, CFA

Elevate IR

(720) 330-2829

HNRG@elevate-ir.com

Hallador Energy Company

Condensed Consolidated Balance Sheets

(in thousands, except per share data)

(unaudited)

​ ​ ​

March 31,

​ ​ ​

December 31,

2026

2025

ASSETS

Current assets:

Cash and cash equivalents

$

36,778

$

10,070

Restricted cash

6,585

5,302

Accounts receivable

9,152

13,989

Inventory

47,164

42,534

Parts and supplies

47,893

45,854

Prepaid expenses

1,604

5,638

Other current assets

1,927

Total current assets

151,103

123,387

Property, plant and equipment:

Land and mineral rights

69,952

69,952

Buildings and equipment

440,682

421,037

Mine development

102,302

102,302

Construction work in progress

35,788

39,671

Finance lease right-of-use assets

12,591

12,591

Total property, plant and equipment

661,315

645,553

Less - accumulated depreciation, depletion and amortization

(376,481)

(367,775)

Total property, plant and equipment, net

284,834

277,778

Equity method investments

2,528

2,647

Operating lease right-of-use assets

2,315

Other noncurrent assets

7,852

4,241

Total assets

$

448,632

$

408,053

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:

Accounts payable

$

19,818

$

12,594

Accrued liabilities and other

35,078

29,254

Current portion of lease financing

4,981

7,411

Contract liabilities - current

130,170

103,343

Total current liabilities

190,047

152,602

Long-term liabilities:

Bank debt, net

29,678

Long-term lease financing

617

1,338

Deferred income taxes

1,329

1,833

Asset retirement obligations

15,649

15,241

Contract liabilities - long-term

32,148

45,714

Other

3,268

1,814

Total long-term liabilities

53,011

95,618

Total liabilities

243,058

248,220

Commitments and contingencies (Note 14)

Stockholders' equity:

Preferred stock, $.10 par value, 10,000 shares authorized; none issued

Common stock, $.01 par value, 100,000 shares authorized; 47,132 and 43,817 issued and outstanding, as of March 31, 2026 and December 31, 2025, respectively

471

438

Additional paid-in capital

257,992

202,963

Retained deficit

(52,889)

(43,568)

Total stockholders’ equity

205,574

159,833

Total liabilities and stockholders’ equity

$

448,632

$

408,053

Hallador Energy Company

Condensed Consolidated Statements of Operations

(in thousands, except per share data)

(unaudited)

Three Months Ended March 31,

​ ​ ​

2026

​ ​ ​

2025

SALES AND OPERATING REVENUES:

Electric sales

$

65,096

$

85,943

Coal sales

35,080

30,185

Other revenues

1,631

1,596

Total sales and operating revenues

101,807

117,724

EXPENSES:

Fuel

14,963

15,210

Other operating and maintenance costs

29,156

28,389

Cost of purchased power

14,863

6,840

Utilities

3,333

4,152

Labor

27,388

27,029

Depreciation, depletion and amortization

10,606

14,977

Asset retirement obligations accretion

408

427

Exploration costs

84

21

General and administrative

6,858

6,825

Gain on disposal or abandonment of assets, net

(201)

(21)

Total operating expenses

107,458

103,849

INCOME (LOSS) FROM OPERATIONS

(5,651)

13,875

Interest income

147

63

Interest expense (1)

(3,970)

(3,723)

Loss on extinguishment of debt

(230)

Equity method investment (loss)

(121)

(236)

NET INCOME (LOSS) BEFORE INCOME TAXES

(9,825)

9,979

INCOME TAX EXPENSE (BENEFIT):

Current

Deferred

(504)

Total income tax expense (benefit)

(504)

NET INCOME (LOSS)

$

(9,321)

$

9,979

NET INCOME (LOSS) PER SHARE:

Basic

$

(0.20)

$

0.23

Diluted

$

(0.20)

$

0.23

WEIGHTED AVERAGE SHARES OUTSTANDING

Basic

46,519

42,619

Diluted

46,519

43,462

(1) Interest Expense:

Interest on bank debt

​ ​ ​

$

862

​ ​ ​

$

1,494

Other interest

2,834

1,732

Amortization of debt issuance costs

274

497

Total interest expense

$

3,970

$

3,723

Hallador Energy Company

Condensed Consolidated Statements of Cash Flows

(in thousands)

(unaudited)

​ ​ ​

Three Months Ended March 31,

​ ​ ​

2026

​ ​ ​

2025

CASH FLOWS FROM OPERATING ACTIVITIES:

Net income (loss)

$

(9,321)

$

9,979

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

Deferred income tax (benefit)

(504)

Equity method investment loss

121

236

Depreciation, depletion and amortization

10,606

14,977

Gain on disposal or abandonment of assets, net

(201)

(21)

Loss on extinguishment of debt

230

Amortization of debt issuance costs

274

497

Asset retirement obligations accretion

408

427

Cash paid on asset retirement obligation reclamation

(148)

(156)

Stock-based compensation

1,135

1,084

Amortization of contract liabilities

(36,447)

(35,669)

Accretion on contract liabilities

2,834

1,560

Amortization of right-of-use assets

87

Other

1,533

3,224

Change in current assets and liabilities:

Accounts receivable

4,837

2,856

Inventory

(4,630)

367

Parts and supplies

(2,039)

(1,033)

Prepaid expenses

(2,580)

(330)

Accounts payable and accrued liabilities

7,427

3,124

Contract liabilities

46,874

37,297

Net cash provided by operating activities

20,496

38,419

CASH FLOWS FROM INVESTING ACTIVITIES:

Capital expenditures

(7,681)

(11,693)

Proceeds from sale of equipment

201

21

Net cash used in investing activities

(7,480)

(11,672)

CASH FLOWS FROM FINANCING ACTIVITIES:

Payments on bank debt

(56,700)

(33,000)

Borrowings of bank debt

26,700

12,000

Payments on lease financing

(3,172)

(1,693)

Debt issuance costs

(5,780)

Proceeds from ATM offering, net of issuance costs

201

Proceeds from public offering, net of issuance costs

53,764

Taxes paid on vesting of RSUs

(38)

Net cash (used in) provided by financing activities

14,975

(22,693)

Increase in cash, cash equivalents, and restricted cash

27,991

4,054

Cash, cash equivalents, and restricted cash, beginning of period

15,372

12,153

Cash, cash equivalents, and restricted cash, end of period

$

43,363

$

16,207

CASH, CASH EQUIVALENTS, AND RESTRICTED CASH:

Cash and cash equivalents

$

36,778

$

6,891

Restricted cash

6,585

9,316

$

43,363

$

16,207

SUPPLEMENTAL CASH FLOW INFORMATION:

Cash paid for interest

$

1,002

$

1,830

Non-cash change in capital expenditures included in accounts payable and prepaid expense

$

9,981

$

(1,649)

Right-of-use asset additions

$

2,402

$

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Document and Entity Information

May 06, 2026

Document and Entity Information [Abstract]

Entity Registrant Name

Hallador Energy Company

Document Type

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Document Period End Date

May 06, 2026

Entity Incorporation, State or Country Code

CO

Entity File Number

001-34743

Entity Tax Identification Number

84-1014610

Entity Address, Address Line One

1183 East Canvasback Drive

Entity Address, City or Town

Terre Haute

Entity Address State Or Province

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Entity Address, Postal Zip Code

47802

City Area Code

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Local Phone Number

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Address Line 1 such as Attn, Building Name, Street Name

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Name of the City or Town

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Code for the postal or zip code

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Name of the state or province.

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A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

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Indicate if registrant meets the emerging growth company criteria.

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Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

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Two-character EDGAR code representing the state or country of incorporation.

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The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

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The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

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Local phone number for entity.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

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Title of a 12(b) registered security.

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Name of the Exchange on which a security is registered.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

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Trading symbol of an instrument as listed on an exchange.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

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