Katapult Holdings, Inc.
For the period ended Jul 27, 2026. Filed Jul 27, 2026.
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Jul 27, 2026 · Filed Jul 27, 2026
Contents
Forward-Looking Statements
This document contains “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act, and the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties, and actual results might differ materially from those discussed in, or implied by, the forward-looking statements. Forward-looking statements are based on the current beliefs and assumptions of the management of Katapult, CCFI and Aaron’s, respectively, and can often be identified by terms and phrases that include “anticipate,” “believe,” “intend,” “estimate,” “expect,” “continue,” “should,” “would,” “could,” “may,” “plan,” “project,” “predict,” “will,” “potential,” “forecast,” “target,” “guidance,” “outlook,” or other similar terminology. Various factors may cause actual results to be materially different than the suggested outcomes within forward-looking statements. Accordingly, there is no assurance that such results will be realized. In light of these risks, uncertainties and assumptions, the events described in the forward-looking statements included in this document might not occur or might occur to a different extent or at a different time than described. Actual results may differ materially from the current expectations of Katapult, CCFI and Aaron’s depending on a number of factors affecting their businesses and risks associated with the successful execution of the proposed transactions. In evaluating these forward-looking statements, you should carefully consider the risks described herein. Factors that could have a material adverse effect on operations and future prospects or that could cause events or circumstances to differ from the forward-looking statements include, but are not limited to: (i) the outcome and impact of the proposed transactions, including Katapult, CCFI and Aarons’ ability to recognize the anticipated objectives and benefits thereof; (ii) the occurrence of any event, change or other circumstances that could give rise to the right of one or all of Katapult, CCFI and Aaron’s to terminate the Merger Agreement; (iii) the possibility that the proposed transactions do not close when expected or at all because the conditions to closing are not received or satisfied on a timely basis or at all; (iv) the potential disruptions the proposed transactions may cause in the business operations of Katapult, CCFI and Aaron’s; (v) potential adverse effects of the proposed transactions on the business relationships of Katapult, CCFI and Aaron’s while the proposed transactions are pending; and (vi) changes in Katapult’s share price following the closing of the proposed transactions. These risks, as well as other risks associated with the proposed transactions, are more fully discussed in the Proxy Statement/Prospectus. While the list of factors presented here and in the Proxy Statement/Prospectus are considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward-looking statements. Consequences of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial loss, legal liability to third parties and similar risks, any of which could have a material adverse effect on Katapult’s, CCFI’s or Aaron’s consolidated financial condition, results of operations or liquidity. None of Katapult, CCFI or Aaron’s assumes any obligation to publicly provide revisions or updates to any forward-looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws.
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