SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS This prospectus contains forward-looking statements about us and our industry that involve substantial risks and uncertainties. All statements other than statements of historical facts contained in this prospectus, including statements regarding our strategy, future financial condition, future operations, projected costs, prospects, plans, objectives of management and expected market growth, are forward-looking statements. In some cases, you can identify forward-looking statements because they contain words such as “may,” “will,” “shall,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “target,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “potential,” “goal,” “objective,” “seeks,” or “continue,” or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans, or intentions. Forward-looking statements contained in this prospectus include, but are not limited to, statements about: •our future financial performance, including our expectations regarding our revenue, expenses, and other results of operations; •our ability to acquire new customers and grow our customer base; •our ability to successfully retain existing customers, including G42 and other significant customers, and expand sales within our existing customer base; •our expectations with respect to the performance of our products; •our ability to successfully maintain our relationships with our third-party suppliers and manufacturers; •launching new products and adding new product capabilities; •future investments in developing and enhancing our business; •our expectations regarding our ability to expand; •design, manufacturing, or product defects; •our ability to effectively manage our growth; •future investments in our business, our anticipated capital expenditures, and our estimates regarding our capital requirements; •the estimated size of our addressable market opportunity; •investments in our sales and marketing efforts; •our ability to compete effectively with existing competitors and new market entrants; •our reliance on our senior management team and our ability to identify, recruit, and retain skilled personnel; •our ability to obtain, maintain, protect, and enforce our intellectual property rights and any costs associated therewith; •our ability to comply with laws and regulations that currently apply or become applicable to our business both in the United States and internationally; •economic and industry trends and other macroeconomic factors, such as fluctuating interest rates and rising inflation; 66
•the impact of geopolitical changes or tensions, political conflicts, and other global financial, economic, and political events and wars on our industry, business, financial condition, results of operations, and prospects and any global pandemics or health crises; •the timing and completion of the G42 Primary Purchase; •our expected use of proceeds from this offering; and •other risks and uncertainties described in this prospectus, including those under the section titled “Risk Factors.” We caution you that the foregoing list does not contain all of the forward-looking statements made in this prospectus. You should not rely upon forward-looking statements as predictions of future events. We have based the forward-looking statements contained in this prospectus primarily on our current expectations, estimates, forecasts, and projections about future events and trends that we believe may affect our business, financial condition, results of operations, and prospects. Although we believe that we have a reasonable basis for each forward-looking statement contained in this prospectus, we cannot guarantee that the future results, levels of activity, performance, or events and circumstances reflected in the forward-looking statements will be achieved or occur at all. The outcome of the events described in these forward-looking statements is subject to risks, uncertainties and other factors described in the section titled “Risk Factors” and elsewhere in this prospectus. Moreover, we operate in a very competitive and rapidly changing environment. New risks and uncertainties emerge from time to time, and it is not possible for us to predict all risks and uncertainties that could have an impact on the forward-looking statements contained in this prospectus. The results, events, and circumstances reflected in the forward-looking statements may not be achieved or occur, and actual results, events or circumstances could differ materially from those described in the forward-looking statements. The forward-looking statements made in this prospectus relate only to events as of the date on which the statements are made. We undertake no obligation to update any forward-looking statements made in this prospectus to reflect events or circumstances after the date of this prospectus or to reflect new information or the occurrence of unanticipated events, except as required by law. We may not actually achieve the plans, intentions, or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures, or investments we may make. In addition, statements that “we believe” and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based upon information available to us as of the date of this prospectus, and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all potentially available relevant information. These statements are inherently uncertain, and you are cautioned not to unduly rely upon these statements. You should read this prospectus and the documents that we reference in this prospectus and have filed as exhibits to the registration statement, of which this prospectus is a part, completely and with the understanding that our actual future results may be materially different from what we expect. We qualify all of the forward-looking statements in this prospectus with these cautionary statements. 67
MARKET AND INDUSTRY DATA This prospectus contains estimates, projections, and other information concerning our industry and our business, as well as data regarding market research, estimates, and forecasts prepared by our management. Information that is based on estimates, forecasts, projections, market research, or similar methodologies is inherently subject to uncertainties, and actual events or circumstances may differ materially from events and circumstances that are assumed in this information. The industry in which we operate is subject to a high degree of uncertainty and risk due to a variety of factors, including those described in the section titled “Risk Factors.” Unless otherwise expressly stated, we obtained this industry, business, market, and other data from reports, research surveys, studies, and similar data prepared by market research firms and other third parties, industry and general publications, government data, and similar sources. Forecasts and other forward-looking information with respect to industry, business, market, and other data are subject to the same qualifications and additional uncertainties regarding the other forward-looking statements in this prospectus. See the section titled “Special Note Regarding Forward-Looking Statements” for additional information. Among others, we refer to estimates compiled by the following industry sources: •Artificial Analysis, Inc.; •Bloomberg Intelligence; •Gartner, Inc.* (“Gartner®”), Press Release, Gartner Poll Finds 55% of Organizations are in Piloting or Production Mode with Generative AI, October 2023; •International Data Corporation (“IDC”), Generative Artificial Intelligence: A New Chapter for Enterprise Business Applications, March 2023 (#US50471523); •McKinsey & Company (“McKinsey”), The economic potential of generative AI: The next productivity frontier, June 2023; and •McKinsey, The state of AI in GCC countries—and how to overcome adoption challenges, May 2023.
GARTNER is a registered trademark and service mark of Gartner, Inc. and/or its affiliates in the United States and internationally and is used herein with permission. All rights reserved. 68