KLDiscovery : ORDER UNDER 8 DEL. C. § 205 - Form 8-K
March 15, 2023 at 05:30 pm EDT
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ORDER UNDER 8 DEL. C. § 205
WHEREAS, on December 19, 2019, KLDiscovery Inc. ("KLD") filed its Second Amended and Restated Certificate of Incorporation (the "Charter") with the Delaware Secretary of State;
WHEREAS, from time to time on or after December 19, 2019 through, the date of this Order, the Company has issued shares of its capital stock, and other securities convertible into or exercisable for shares of its capital stock, in reliance on the Charter;
WHEREAS, on February 16, 2023, KLD filed with this Court a Verified Petition for Relief Under 8 Del. C. § 205 (the "Petition"); and
WHEREAS, the Court, having considered the factors in 8 Del. C.§ 205(d), and for good cause shown,
IT IS HEREBY ORDERED, this 14th day of March, 2023, that, under 8 Del. C. § 205:
1.
The Charter, including the filing and effectiveness thereof, is hereby
validated and declared effective retroactive to the date of its filing with the Office of the Secretary of State of the State of Delaware on December 19, 2019, and all amendments effected thereby.
2.
The Company's securities (and the issuance of the securities) described in the Petition and any other securities issued in reliance on the validity of the Charter are hereby validated and declared effective, each as of the original issuance dates.
/s/ Lori W. Will
Vice Chancellor
2
This document constitutes a ruling of the court and should be treated as such.
Court:
DE Court of Chancery Civil Action
Judge:
Lori W. Will
File & Serve Transaction ID:
69146294
Current Date:
Mar 14, 2023
Case Number:
2023-0194-LWW
Case Name:
In re KLDiscovery Inc.
Court Authorizer:
Lori W. Will
Court Authorizer Comments:
The petition is granted pursuant to Section 205(a) of the Delaware General Corporation Law for the reasons set forth in the court's March 14, 2023 bench ruling. See transcript; see also Opinion Regarding Section 205 Petition, In re Lordstown Motors Corp., 2023-0083-LWW (Del. Ch. Feb. 21, 2023) (setting forth reasoning for granting similar relief in a Section 205 action).
KLDiscovery Inc. published this content on 15 March 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 15 March 2023 21:29:08 UTC.
KLDiscovery, Inc. is a global provider of eDiscovery, information governance and data recovery solutions to corporations, law firms, insurance companies and individuals in 17 countries around the world. The Company operates in one business segment, providing technology-based litigation support solutions and services. It provides a suite of technology offerings, including its end-to-end fully integrated solution, Nebula, which comprehensively addresses information governance, eDiscovery, and data recovery needs. It has developed an entire suite of proprietary technology solutions that creates a bespoke and enhanced experience within the platform. Its integrated, proprietary technology solutions enable clients to collect, process, transmit, review, and recover complex and large-scale enterprise data. The Companyâs proprietary platform Nebula addresses virtually all potential eDiscovery and information governance use cases for the global legal and corporate communities.
KLDISCOVERY INC. 
