Common use of RISK FACTORS Clause in Contracts

RISK FACTORS. An investment in our securities involves significant risks. Before purchasing any securities, you should carefully consider the risk factors incorporated by reference in this prospectus, including the risk factors contained in our annual, quarterly and current reports. Additional risk factors specific to particular securities will be detailed in one or more supplements to this prospectus. If any of these risks actually occur, our business, results of operations, financial condition, cash flows and prospects, the market price of our common stock and our ability to satisfy any debt service obligations may be materially and adversely affected. This could cause the value of our securities to decline and you could lose part or all of your investment. These risks are not the only ones we face. Additional risks not presently known to us or that as of the date of this prospectus we deem immaterial may also have a material adverse effect on us. Some statements included in this prospectus, in the documents incorporated by reference herein and in any prospectus supplement constitute forward-looking statements. Please refer to the sections entitled “Cautionary Statement Regarding Forward-Looking Statements,” “Where You Can Find More Information” and “Incorporation of Certain Information by Reference.” You should consult your financial, legal, tax and other professional advisors as to the risks associated with an investment in our securities and the suitability of the investment for you.

RISK FACTORS. An investment Investing in our securities involves a number of significant risks. Before purchasing any you invest in our securities, you should carefully consider be aware of various risks associated with the risk factors incorporated by reference investment, including those described in this prospectus, including the risk factors contained accompanying prospectus supplement, Part I, Item IA “Risk Factors” in our annualmost recent Annual Report on Form 10-K, quarterly which is incorporated by reference into this prospectus in their entirety, Part II, Item 1A “Risk Factors” in our most recent Quarterly Report on Form 10-Q, which is incorporated by reference into this prospectus in their entirety, any document incorporated by reference herein, and current reportsany free writing prospectus we may authorize in connection with a specific offering. You should carefully consider these risk factors, together with all of the other information included in this prospectus, before you decide whether to make an investment in our securities. The risks set out in this prospectus, the accompanying prospectus supplement, Part I, Item IA “Risk Factors” in our most recent Annual Report on Form 10-K, Part II, Item 1A “Risk Factors” in our most recent Quarterly Report on Form 10-Q, any document incorporated by reference herein, and any free writing prospectus we may authorize in connection with a specific offering are not the only risks we face. Additional risk factors specific risks and uncertainties not presently known to particular securities will be detailed in one us or more supplements to this prospectusnot presently deemed material by us may also impair our operations and performance. If any of these risks actually the following events occur, our business, financial condition and results of operations, financial condition, cash flows and prospects, the market price of our common stock and our ability to satisfy any debt service obligations may operations could be materially and adversely affected. This could cause the value of our securities to decline and In such case, you could may lose all or part or all of your investment. These risks are not the only ones we face. Additional risks not presently known to us or that as of the date of this prospectus we deem immaterial may also have a material adverse effect on us. Some statements included in this prospectus, in the documents incorporated by reference herein and in any prospectus supplement constitute forward-looking statements. Please refer to the sections entitled “Cautionary Statement Regarding Forward-Looking Statements,” “Where You Can Find More Information” and “Incorporation of Certain Information by Reference.” You should consult your financial, legal, tax and other professional advisors as to the risks associated with an investment in our securities and the suitability of the investment for you.

RISK FACTORS. An investment Investing in our securities involves significant risks. Before purchasing any securities, you You should carefully consider the risk factors incorporated by reference set forth below and the risk factors described under the heading “Risk Factors” in this prospectus, including the our Annual Report and any updates to those risk factors or new risk factors contained in our annualsubsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, quarterly and current reportsall of which is incorporated by reference into this prospectus, as the same may be amended, supplemented or superseded from time to time by our filings under the Exchange Act, as well as any prospectus supplement relating to a specific offering or resale. Additional risk factors specific to particular securities will be detailed Before making any investment decision, you should carefully consider these risks as well as other information we include or incorporate by reference in one this prospectus or in any applicable prospectus supplement or free writing prospectus. For more supplements to information, see the section entitled “Where You Can Find More Information; Incorporation of Documents by Reference” in this prospectus. If any of these These risks actually occur, could materially affect our business, results of operations, operations or financial condition, cash flows condition and prospects, the market price of our common stock and our ability to satisfy any debt service obligations may be materially and adversely affected. This could cause affect the value of our securities to decline and you securities. You could lose all or part or all of your investment. These Additionally, the risks and uncertainties discussed in this prospectus or in any document incorporated by reference into this prospectus are not the only ones risks and uncertainties that we face. Additional , and additional risks and uncertainties not presently known to us or that as of the date of this prospectus we currently deem immaterial may also have a material adverse effect on us. Some statements included in this prospectusaffect our business, in the documents incorporated by reference herein and in any prospectus supplement constitute forward-looking statements. Please refer to the sections entitled “Cautionary Statement Regarding Forward-Looking Statements,” “Where You Can Find More Information” and “Incorporation results of Certain Information by Referenceoperations or financial condition.” You should consult your financial, legal, tax and other professional advisors as to the risks associated with an investment in our securities and the suitability of the investment for you.

RISK FACTORS. An investment Investing in our securities involves significant risksrisk. Before purchasing any securities, you You should carefully consider the risk factors specific risks discussed or incorporated by reference into the applicable prospectus supplement, together with all the other information contained in the prospectus supplement or incorporated by reference into this prospectus and the applicable prospectus supplement. You should also consider the risks, uncertainties and assumptions discussed under the caption “Risk Factors” included in our Annual Report on Form 10‑K for the year ended December 31, 2015, as amended, and in subsequent filings, which are incorporated by reference into this prospectus, including the . These risk factors contained may be amended, supplemented or superseded from time to time by other reports we file with the SEC in the future or by a prospectus supplement relating to a particular offering of our annual, quarterly securities. These risks and current reportsuncertainties are not the only risks and uncertainties we face. Additional risk factors specific risks and uncertainties not presently known to particular securities will be detailed in one us, or more supplements to this prospectusthat we currently view as immaterial, may also impair our business. If any of these the risks or uncertainties described in our SEC filings or any prospectus supplement or any additional risks and uncertainties actually occur, our business, financial condition and results of operations, financial condition, cash flows and prospects, the market price of our common stock and our ability to satisfy any debt service obligations may operations could be materially and adversely affected. This could cause In that case, the value trading price of our securities to could decline and you could might lose all or part or all of your investment. These risks are not the only ones we face. Additional risks not presently known The following table sets forth our ratio of earnings to us or that as fixed charges and our ratio of earnings to combined fixed charges and preferred stock dividends for each of the date of periods indicated. You should read this prospectus we deem immaterial may also have a material adverse effect on us. Some table in conjunction with the financial statements included in this prospectus, in the documents and notes incorporated by reference herein in this registration statement. Ratios of earnings to fixed charges (1) (2) — — — — Ratios of earnings to combined fixed charges and in any prospectus supplement constitute forward-looking statements. Please refer to the sections entitled “Cautionary Statement Regarding Forward-Looking Statements,” “Where You Can Find More Information” and “Incorporation of Certain Information by Reference.” You should consult your financial, legal, tax and other professional advisors as to the risks associated with an investment in our securities and the suitability of the investment for you.preferred stock dividends

RISK FACTORS. An investment Investing in the shares of Class A common stock being offered pursuant to this prospectus supplement and the accompanying prospectus involves a high degree of risk. Before deciding whether to invest in our securities involves significant risks. Before purchasing any securitiesClass A common stock, you should consider carefully the risk factors described below. You should carefully consider the risk factors risks and uncertainties discussed under the section titled “Risk Factors” contained in our most recent Annual Report on Form 10-K and subsequently filed Quarterly Reports on Form 10-Q or Current Reports on Form 8-K, as well as any amendments thereto, which are incorporated by reference into this prospectus supplement, the accompanying prospectus and any applicable prospectus supplement in their entirety, together with other information in this prospectus, including the risk factors contained in our annual, quarterly and current reports. Additional risk factors specific to particular securities will be detailed in one or more supplements to this prospectus. If any of these risks actually occur, our business, results of operations, financial condition, cash flows and prospectsprospectus supplement, the market price of our common stock accompanying prospectus and our ability to satisfy any debt service obligations may be materially applicable prospectus supplement, and adversely affected. This could cause the value of our securities to decline and you could lose part or all of your investment. These risks are not the only ones we face. Additional risks not presently known to us or that as of the date of this prospectus we deem immaterial may also have a material adverse effect on us. Some statements included in this prospectus, in the documents incorporated by reference herein and in any prospectus supplement constitute forward-looking statementstherein, before making an investment decision. Please refer to These risks and uncertainties are not the sections entitled “Cautionary Statement Regarding Forward-Looking Statements,” only ones facing us. Additional risks and uncertainties that we are unaware of, or that we currently deem immaterial, also may become important factors that affect us. See “Where You Can Find More Information” and “Incorporation of Certain Information by Reference.” You should consult your financialOur business, legal, tax and other professional advisors as financial condition or results of operations could be materially adversely affected by the materialization of any of these risks. The trading price of our Class A common stock could decline due to the risks associated with an investment in our securities materialization of any of these risks, and you may lose all or part of your investment. This prospectus supplement, the accompanying prospectus and the suitability documents incorporated herein by reference also contain forward-looking statements that involve risks and uncertainties. Actual results could differ materially from those anticipated in these forward-looking statements as a result of certain factors, including the investment for yourisks described below.

RISK FACTORS. An investment in our any securities offered pursuant to this prospectus involves significant substantial risks. Before purchasing any securities, you You should carefully consider the risk factors incorporated by reference herein from our Annual Report on Form 10-K for the year ended December31, 2019, and the other information contained in this prospectus, including as updated, amended or superseded by our subsequent filings under the Exchange Act, and the risk factors and other information contained in our annual, quarterly and current reportsany accompanying prospectus supplement before acquiring any of such securities. Additional risk factors specific to particular securities will be detailed in one or more supplements to this prospectus. If The occurrence of any of these risks actually occur, could materially and adversely affect our business, results of operationsprospects, financial condition, results of operations and cash flows flow and prospects, the market price of our common stock and our ability might cause you to satisfy any debt service obligations may be materially and adversely affected. This could cause the value of our securities to decline and you could lose all or part or all of your investmentinvestment in the offered securities. These risks Much of the business information, as well as the financial and operational data contained in our risk factors, is updated in our periodic reports filed with the SEC pursuant to the Exchange Act, which are also incorporated by reference into this prospectus. Although we have tried to discuss key risk factors, please be aware that these are not the only ones risks we face. Additional face and there may be additional risks that we do not presently known to us know of or that as of the date of this prospectus we deem immaterial may also currently consider not likely to have a material adverse effect on ussignificant impact. Some statements included in this prospectus, in New risks may emerge at any time and we cannot predict such risks or estimate the documents incorporated by reference herein and in any prospectus supplement constitute forward-looking statementsextent to which they may affect our business or our financial performance. Please also refer to the sections section entitled “Cautionary Statement Regarding Forward-Looking Statements,” “Where You Can Find More Information” and “Incorporation of Certain Information by Referenceabove.” You should consult your financial, legal, tax and other professional advisors as to the risks associated with an investment in our securities and the suitability of the investment for you.

RISK FACTORS. An investment in our securities involves significant risks. Before purchasing any securities, you You should read and carefully consider the risks and uncertainties and the risk factors set forth in our most recent Annual Report on Form 10-K, our subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K we file after the date of this prospectus, and the other information contained in or incorporated by reference into this prospectus, as updated, amended or superseded by our subsequent filings under the Exchange Act, and the risk factors and other information contained in any applicable prospectus supplement before acquiring any of such securities. The occurrence of any of these risks could materially and adversely affect our business, prospects, financial condition, results of operations and cash flow and might cause you to lose all or part of your investment in the offered securities. Much of the business information, as well as the financial and operational data contained in our risk factors, are updated by our periodic reports filed with the SEC pursuant to the Exchange Act, which are also incorporated by reference into this prospectus. The risks that we discuss in the documents incorporated by reference in this prospectus, including the risk factors contained in prospectus are those we currently believe may materially affect our annual, quarterly and current reports. Additional risk factors specific to particular securities will be detailed in one or more supplements to this prospectus. If any of these risks actually occur, our business, results of operations, financial condition, cash flows and prospects, the market price of our common stock and our ability to satisfy any debt service obligations may be materially and adversely affected. This could cause the value of our securities to decline and you could lose part or all of your investment. These risks are not the only ones we faceCompany. Additional risks not presently known to us or that as we currently believe are immaterial also may materially and adversely affect our business, financial condition, results of the date of this prospectus we deem immaterial may also have a material adverse effect on us. Some statements included in this prospectus, in the documents incorporated by reference herein operations and in any prospectus supplement constitute forward-looking statementscash flows. Please also refer to the sections section entitled “Cautionary Statement Special Note Regarding Forward-Forward- Looking Statements,” “Where You Can Find More Information” and “Incorporation of Certain Information by Referenceherein.” You should consult your financial, legal, tax and other professional advisors as to the risks associated with an investment in our securities and the suitability of the investment for you.

RISK FACTORS. An investment Investing in our securities involves significant risksa high degree of risk. Before purchasing any securities, you You should carefully consider review the risks and uncertainties described under the heading “Risk Factors” contained in the applicable prospectus supplement and any related free writing prospectus, and under similar headings in our Annual Report and Quarterly Report, as updated by any subsequently filed periodic reports and other documents that are incorporated by reference into this prospectus, before deciding whether to purchase any of the securities being registered pursuant to the registration statement of which this prospectus is a part. Each of the risk factors incorporated by reference described in this prospectusthe documents referenced above could adversely affect our business, including operating results and financial condition, as well as adversely affect the risk factors contained value of an investment in our annualsecurities, quarterly and current reports. Additional risk factors specific to particular securities will be detailed in one or more supplements to this prospectus. If the occurrence of any of these risks actually occur, our business, results of operations, financial condition, cash flows and prospects, the market price of our common stock and our ability might cause you to satisfy any debt service obligations may be materially and adversely affected. This could cause the value of our securities to decline and you could lose all or part or all of your investment. These risks are not the only ones we face. Additional risks not presently known to us or that as of the date of this prospectus we deem currently believe are immaterial may also have significantly impair our business operations. This prospectus and the documents that are incorporated by reference in this prospectus contain forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those anticipated in these forward-looking statements as a material adverse effect on us. Some statements included result of certain factors, including the risks and uncertainties mentioned elsewhere in this prospectus. For more information, in the documents incorporated by reference herein and in any prospectus supplement constitute forward-looking statements. Please refer to the sections entitled see “Cautionary Statement Note Regarding Forward-Looking Statements,” “Where You Can Find More Information” and “Incorporation of Certain Information by Reference.” You should consult your financial, legal, tax and other professional advisors as to the risks associated with an investment in our securities and the suitability of the investment for you.”

RISK FACTORS. An investment Investing in our securities involves significant risksa high degree of risk. Before purchasing any securities, you You should carefully consider review the risk factors incorporated by reference risks and uncertainties described under the heading “Risk Factors” contained in this the applicable prospectus supplement and any related free writing prospectus, including and under similar headings in our Annual Report on Form 10-Kfor the risk factors contained in year ended December 31, 2019, as filed with the SEC on March 12, 2020 and our Quarterly Reports on Form 10-Q for the quarters ended March 31, 2019, June 30, 2020 and September 30, 2020, as filed with the SEC on May 7, 2020, August 10, 2020 and November 2, 2020, respectively, as updated by our annual, quarterly and current reportsother reports and documents that are incorporated by reference into this prospectus, before deciding whether to purchase any of the securities being registered pursuant to the registration statement of which this prospectus is a part. Additional Each of the risk factors specific to particular securities will be detailed could adversely affect our business, operating results, financial condition and cash flow, as well as adversely affect the value of an investment in one or more supplements to this prospectus. If our securities, and the occurrence of any of these risks actually occur, our business, results of operations, financial condition, cash flows and prospects, the market price of our common stock and our ability might cause you to satisfy any debt service obligations may be materially and adversely affected. This could cause the value of our securities to decline and you could lose all or part or all of your investment. These risks and uncertainties are not the only ones risks and uncertainties we face. Additional risks not presently known to us or that as of the date of this prospectus we deem currently believe are immaterial may also have a material adverse effect on us. Some statements included in this prospectus, in the documents incorporated by reference herein and in any prospectus supplement constitute forward-looking statementssignificantly impair our business operations. Please refer to the sections entitled “Cautionary Statement Special Note Regarding Forward-Looking Statements,” “Where You Can Find More Additional Information” and “Incorporation of Certain Information by Reference.” You should consult your financial, legal, tax and other professional advisors as to the risks associated with an investment in our securities and the suitability of the investment for you.”

RISK FACTORS. An investment in our any securities offered pursuant to this prospectus and the applicable prospectus supplement involves significant risksa high degree of risk. Before purchasing any securities, you You should carefully consider the risk factors and all of the other information included in, or incorporated by reference in into, this prospectus, including those included in our most recent Annual Report on Form 10-K and any subsequent Quarterly Reports on Form 10-Q or Current Reports on Form 8-K we file after the date of this prospectus, and all other information contained or incorporated by reference into this prospectus, as updated by our subsequent filings under the Exchange Act, and the risk factors and other information contained in the applicable prospectus supplement and any applicable free writing prospectus before making a decision about investing in our annual, quarterly and current reports. Additional risk factors specific to particular securities will be detailed in one or more supplements to this prospectussecurities. If any of these risks actually were to occur, our business, financial condition or results of operations, financial condition, cash flows and prospectsoperations could be adversely affected. In that case, the market trading price of our common stock and our ability to satisfy any debt service obligations may be materially and adversely affected. This securities could cause the value of our securities to decline and you could lose all or part or all of your investment. These Although we have tried to discuss key factors, please be aware that the risks and uncertainties we have described are not the only ones we face. Additional risks and uncertainties not presently known to us or that as of the date of this prospectus we currently deem immaterial may also have a material adverse effect on usaffect our operations. Some statements included in this prospectus, in New risks may emerge at any time and we cannot predict such risks or estimate the documents incorporated by reference herein and in any prospectus supplement constitute forward-looking statementsextent to which they may affect our business or our financial performance. Please also refer to the sections section entitled “Cautionary Statement Regarding Forward-Looking Statements,” “Where You Can Find More Information” in this prospectus. When we offer and “Incorporation of Certain Information by Referencesell any securities pursuant to a prospectus supplement, we may include additional risk factors relevant to such securities in the prospectus supplement or any related free writing prospectus.” You should consult your financial, legal, tax and other professional advisors as to the risks associated with an investment in our securities and the suitability of the investment for you.

RISK FACTORS. An investment in our securities common stock involves significant risksa high degree of risk. Before purchasing any securitiesdeciding whether to invest in our common stock, you should consider carefully consider the risk factors risks described below and discussed under the sections captioned “Risk Factors” contained in our most recent Annual Report on Form 10-K, as well as in any of our subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, which are incorporated by reference herein in their entirety, together with other information in this prospectus, the information and documents incorporated by reference in this prospectus, including the risk factors contained and in our annual, quarterly and current reports. Additional risk factors specific to particular securities will be detailed any free writing prospectus that we have authorized for use in one or more supplements to connection with this prospectusoffering. If any of these risks actually occuroccurs, our business, results of operations, financial condition, results of operations or cash flows and prospects, flow could be seriously harmed. This could cause the market trading price of our common stock and our ability to satisfy any debt service obligations may decline, resulting in a loss of all or part of your investment. Our business, financial condition or results of operations could be materially and adversely affectedaffected by any of these risks. This could cause the value The trading price of our securities could decline due to decline any of these risks, and you could may lose part or all of your investment. These This prospectus and the incorporated documents also contain forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those anticipated in these forward-looking statements as a result of certain factors, including the risks mentioned below. Forward-looking statements included in this prospectus are not the only ones we face. Additional risks not presently known based on information available to us or that on the date hereof, and all forward-looking statements in documents incorporated by reference are based on information available to us as of the date of this prospectus we deem immaterial may also have a material adverse effect on ussuch documents. Some statements included in this prospectus, in the documents incorporated by reference herein and in We disclaim any prospectus supplement constitute intent to update any forward-looking statements. Please refer to the sections entitled “Cautionary Statement Regarding Forward-Looking Statements,” “Where You Can Find More Information” and “Incorporation of Certain Information by Reference.” You should consult your financial, legal, tax and other professional advisors as to the risks associated with an investment in our securities and the suitability of the investment for you.

RISK FACTORS. An investment in our securities involves significant risksa high degree of risk. The prospectus supplement applicable to each offering of our securities will contain a discussion of the risks applicable to an investment in our securities. Before purchasing any deciding whether to invest in our securities, you should carefully consider the risk specific factors discussed under the heading “Risk Factors” in the applicable prospectus supplement, together with all of the other information contained or incorporated by reference in the prospectus supplement or appearing or incorporated by reference in this prospectus. You should also consider the risks, including the risk factors contained uncertainties and assumptions discussed under Item 1A, “Risk Factors,” in our annualAnnual Report on Form 10-K for the fiscal year ended December 31, quarterly 2021, and current reportsany subsequent Quarterly Report on Form 10-Q or Current Report on Form 8-K which are incorporated herein by reference, as updated or superseded by the risks and uncertainties described under similar headings in the other documents that are filed after the date hereof and incorporated by reference into this prospectus and any prospectus supplement related to a particular offering. Additional risk factors specific to particular securities will be detailed in one or more supplements to this prospectus. If any of these The risks actually occur, our business, results of operations, financial condition, cash flows and prospects, the market price of our common stock and our ability to satisfy any debt service obligations may be materially and adversely affected. This could cause the value of our securities to decline and you could lose part or all of your investment. These risks uncertainties we have described are not the only ones we face. Additional risks and uncertainties not presently known to us or that as of the date of this prospectus we currently deem immaterial may also have affect our operations. Past financial performance may not be a material adverse effect on usreliable indicator of future performance, and historical trends should not be used to anticipate results or trends in future periods. Some statements included If any of these risks actually occurs, our business, business prospects, financial condition or results of operations could be seriously harmed. This could cause the trading price of our common stock to decline, resulting in this prospectus, in the documents incorporated by reference herein and in any prospectus supplement constitute forward-looking statementsa loss of all or part of your investment. Please refer to also read carefully the sections section below entitled “Cautionary Statement Regarding Forward-Looking Statements,” “Where You Can Find More Information” and “Incorporation of Certain Information by Reference.” You should consult your financial, legal, tax and other professional advisors as to the risks associated with an investment in our securities and the suitability of the investment for you.”

RISK FACTORS. An investment Investing in our securities involves significant risksa high degree of risk. Before purchasing any deciding whether to invest in our securities, you should consider carefully consider the risk factors risks and uncertainties described under the heading "Risk Factors" contained in the applicable prospectus supplement and any related free writing prospectus, and discussed under the section titled "Risk Factors" contained in our most recent Annual Report on Form 10-K for the year ended December 31, 2014 and in our most recent Quarterly Report on Form 10-Q, as well as any amendments thereto reflected in subsequent filings with the SEC, which are incorporated by reference into this prospectus in their entirety, together with other information in this prospectus, including our quarterly reports, and documents incorporated by reference and any free writing prospectus that we may authorize for use in connection with this offering. The risks described in these documents are not the risk only ones we face, but those that we consider to be material. There may be other unknown or unpredictable economic, business, competitive, regulatory or other factors contained that could have material adverse effects on our future results. Past financial performance may not be a reliable indicator of future performance, and historical trends should not be used to anticipate results or trends in our annual, quarterly and current reports. Additional risk factors specific to particular securities will be detailed in one or more supplements to this prospectusfuture periods. If any of these risks actually occuroccurs, our business, results of operations, financial condition, results of operations or cash flows and prospects, flow could be seriously harmed. This could cause the market trading price of our common stock and our ability to satisfy any debt service obligations may be materially and adversely affected. This could cause the value decline, resulting in a loss of our securities to decline and you could lose all or part or all of your investment. These risks are not Please also read carefully the only ones we face. Additional risks not presently known to us or that as of the date of this prospectus we deem immaterial may also have a material adverse effect on us. Some statements included in this prospectus, in the documents incorporated by reference herein and in any prospectus supplement constitute forward-looking statements. Please refer to the sections entitled “Cautionary Statement section below titled "Special Note Regarding Forward-Looking Statements,” “Where You Can Find More Information” and “Incorporation of Certain Information by Reference.” You should consult your financial, legal, tax and other professional advisors as to the risks associated with an investment in our securities and the suitability of the investment for you."

RISK FACTORS. An investment Investing in our securities involves significant risks. Before purchasing any securities, you You should carefully consider the risk factors incorporated by reference in this prospectusprospectus from our Annual Report on Form 10-K for the year ended December 31, including the 2020 and any updates to those risk factors or new risk factors contained in our annualsubsequent Annual Reports on Form 10-K, quarterly and current reports. Additional risk factors specific to particular securities will be detailed in one Quarterly Reports on Form 10-Q or more supplements to this prospectus. If any of these risks actually occurCurrent Reports on Form 8-K, our business, results of operations, financial condition, cash flows and prospects, the market price of our common stock and our ability to satisfy any debt service obligations may be materially and adversely affected. This could cause the value of our securities to decline and you could lose part or all of your investment. These risks which are not the only ones we face. Additional risks not presently known to us or that as of the date of this prospectus we deem immaterial may also have a material adverse effect on us. Some statements included in incorporated by reference into this prospectus, as the same may be amended, supplemented or superseded from time to time by our filings under the Exchange Act, as well as the applicable prospectus supplement relating to a specific offering or resale. Before making any investment decision, you should carefully consider these risks as well as other information we include or incorporate by reference in this prospectus or in the documents incorporated by reference herein and in any applicable prospectus supplement constitute forward-looking statementsor any free writing prospectus. Please refer to For more information, see the sections section entitled “Cautionary Statement Regarding Forward-Looking Statements,” “Where You Can Find More Information” and “Incorporation of Certain Information Documents by Reference.” elsewhere in this prospectus. These risks could materially affect our business, results of operations or financial condition and affect the value of our securities. You should consult could lose all or part of your financialinvestment. Additionally, legal, tax and other professional advisors as to the risks associated with an investment and uncertainties discussed in this prospectus or any accompanying prospectus supplement, including the documents incorporated by reference into this prospectus or any accompanying prospectus supplement, are not the only risks and uncertainties that we face, and additional risks and uncertainties not presently known to us or that we currently deem immaterial may also affect our securities and the suitability business, results of the investment for youoperations or financial condition.

RISK FACTORS. An investment Investing in our securities involves significant risksa high degree of risk. Before purchasing any deciding whether to invest in our securities, you should consider carefully consider the risk factors risks and uncertainties described under the heading "Risk Factors" contained in the applicable prospectus supplement and any related free writing prospectus, and discussed under the section entitled "Risk Factors" contained in our most recent Annual Report on Form 10-K and in our most recent Quarterly Report on Form 10-Q, as well as any amendments thereto reflected in subsequent filings with the SEC, which are incorporated by reference into this prospectus in their entirety, together with other information in this prospectus, including the risk documents incorporated by reference and any free writing prospectus that we may authorize for use in connection with this offering. The risks described in these documents are not the only ones we face, but those that we consider to be material. There may be other unknown or unpredictable economic, business, competitive, regulatory or other factors contained that could have material adverse effects on our future results. Past financial performance may not be a reliable indicator of future performance, and historical trends should not be used to anticipate results or trends in our annual, quarterly and current reports. Additional risk factors specific to particular securities will be detailed in one or more supplements to this prospectusfuture periods. If any of these risks actually occuroccurs, our business, results of operations, financial condition, results of operations or cash flows and prospects, flow could be seriously harmed. This could cause the market trading price of our common stock and our ability to satisfy any debt service obligations may be materially and adversely affected. This could cause the value decline, resulting in a loss of our securities to decline and you could lose all or part or all of your investment. These risks are not Please also read carefully the only ones we face. Additional risks not presently known to us or that as of the date of this prospectus we deem immaterial may also have a material adverse effect on us. Some statements included in this prospectus, in the documents incorporated by reference herein and in any prospectus supplement constitute forward-looking statements. Please refer to the sections section below entitled “Cautionary Statement "Special Note Regarding Forward-Looking Statements,” “Where You Can Find More Information” and “Incorporation of Certain Information by Reference.” You should consult your financial, legal, tax and other professional advisors as to the risks associated with an investment in our securities and the suitability of the investment for you."

RISK FACTORS. An investment in our any securities offered pursuant to this prospectus involves significant substantial risks. Before purchasing any securities, you You should carefully consider the risk factors incorporated by reference herein from our Annual Report on Form 10-K for the year ended December31, 2021, and the other information contained in this prospectus, including as updated, amended or superseded by our subsequent filings under the Exchange Act, and the risk factors and other information contained in our annual, quarterly and current reportsany accompanying prospectus supplement before acquiring any of such securities. Additional risk factors specific to particular securities will be detailed in one or more supplements to this prospectus. If The occurrence of any of these risks actually occur, could materially and adversely affect our business, results of operationsprospects, financial condition, results of operations and cash flows flow and prospects, the market price of our common stock and our ability might cause you to satisfy any debt service obligations may be materially and adversely affected. This could cause the value of our securities to decline and you could lose all or part or all of your investmentinvestment in the offered securities. These risks Much of the business information, as well as the financial and operational data contained in our risk factors, is updated in our periodic reports filed with the SEC pursuant to the Exchange Act, which are also incorporated by reference into this prospectus. Although we have tried to discuss key risk factors, please be aware that these are not the only ones risks we face. Additional face and there may be additional risks that we do not presently known to us know of or that as of the date of this prospectus we deem immaterial may also currently consider not likely to have a material adverse effect on ussignificant impact. Some statements included in this prospectus, in New risks may emerge at any time and we cannot predict such risks or estimate the documents incorporated by reference herein and in any prospectus supplement constitute forward-looking statementsextent to which they may affect our business or our financial performance. Please also refer to the sections section entitled “Cautionary Statement Regarding Forward-Looking Statements,” “Where You Can Find More Information” and “Incorporation of Certain Information by Referenceabove.” You should consult your financial, legal, tax and other professional advisors as to the risks associated with an investment in our securities and the suitability of the investment for you.

RISK FACTORS. An investment Investing in our securities involves significant risksa high degree of risk. Before purchasing making an investment decision or acquiring any securitiesoffered securities pursuant to this prospectus, you should carefully consider the risk specific factors discussed under the heading “Risk Factors” in the applicable prospectus supplement, together with all of the other information contained or incorporated by reference in the prospectus supplement or appearing or incorporated by reference in this prospectus, including in light of your particular investment objectives and financial circumstances. You should also consider the risk factors contained risks, uncertainties, and assumptions discussed under the heading “Risk Factors” included in our annualmost recent Annual Report on Form 10-K, quarterly as revised or supplemented by our subsequent Quarterly Reports on Form 10-Q, or our Current Reports on Form 8-K that we have filed with the SEC, all of which are incorporated herein by reference, and current reportswhich may be amended, supplemented, or superseded from time to time by other reports we file with the SEC in the future. Additional risk factors specific to particular securities will be detailed in one or more supplements to this prospectus. If any of these risks actually occur, our business, results of operations, financial condition, cash flows and prospectsMoreover, the market price of our common stock and our ability to satisfy any debt service obligations may be materially and adversely affected. This could cause the value of our securities to decline and you could lose part or all of your investment. These risks so described are not the only ones risks we face. Additional risks not presently known to us or that we currently perceive as of the date of this prospectus we deem immaterial may ultimately prove more significant than expected and impair our business operations. Any of these risks could adversely affect our business, financial condition, results of operations, and prospects. The trading price of our securities could decline due to any of these risks and you may lose all or part of your investment. This prospectus and the incorporated documents also have a material adverse effect on us. Some statements included in this prospectus, in the documents incorporated by reference herein and in any prospectus supplement constitute contain forward-looking statements. Please refer to the sections entitled “Cautionary Statement Regarding Forward-Looking Statements,” “Where You Can Find More Information” statements that involve risks and “Incorporation of Certain Information by Referenceuncertainties.” You should consult your financial, legal, tax and other professional advisors as to the risks associated with an investment in our securities and the suitability of the investment for you.

RISK FACTORS. An investment Investing in the shares of Class A common stock being offered pursuant to this prospectus supplement and the accompanying prospectus involves a high degree of risk. Before deciding whether to invest in our securities involves significant risks. Before purchasing any securitiesClass A common stock, you should consider carefully the risk factors described below. You should carefully consider the risk factors risks and uncertainties discussed under the section titled “Risk Factors” contained in our most recent Annual Report on Form 10-K and any subsequently filed Quarterly Reports on Form 10-Q or Current Reports on Form 8-K, as well as any amendments thereto, which are incorporated by reference into this prospectus supplement, the accompanying prospectus and any applicable prospectus supplement in their entirety, together with other information in this prospectus, including the risk factors contained in our annual, quarterly and current reports. Additional risk factors specific to particular securities will be detailed in one or more supplements to this prospectus. If any of these risks actually occur, our business, results of operations, financial condition, cash flows and prospectsprospectus supplement, the market price of our common stock accompanying prospectus and our ability to satisfy any debt service obligations may be materially applicable prospectus supplement, and adversely affected. This could cause the value of our securities to decline and you could lose part or all of your investment. These risks are not the only ones we face. Additional risks not presently known to us or that as of the date of this prospectus we deem immaterial may also have a material adverse effect on us. Some statements included in this prospectus, in the documents incorporated by reference herein and in any prospectus supplement constitute forward-looking statementstherein, before making an investment decision. Please refer to These risks and uncertainties are not the sections entitled “Cautionary Statement Regarding Forward-Looking Statements,” only ones facing us. Additional risks and uncertainties that we are unaware of, or that we currently deem immaterial, also may become important factors that affect us. See “Where You Can Find More Information” and “Incorporation of Certain Information by Reference.” You should consult your financialOur business, legal, tax and other professional advisors as financial condition or results of operations could be materially adversely affected by the materialization of any of these risks. The trading price of our Class A common stock could decline due to the risks associated with an investment in our securities materialization of any of these risks, and you may lose all or part of your investment. This prospectus supplement, the accompanying prospectus and the suitability documents incorporated herein by reference also contain forward-looking statements that involve risks and uncertainties. Actual results could differ materially from those anticipated in these forward-looking statements as a result of certain factors, including the investment for yourisks described below.

RISK FACTORS. An investment Investing in our securities involves significant risksa high degree of risk. Before purchasing any deciding whether to invest in our securities, you should consider carefully consider the risk factors risks and uncertainties described under the heading “Risk Factors” contained in the applicable prospectus supplement and any related free writing prospectus, and discussed under the section entitled “Risk Factors” contained in our most recent Annual Report on Form 10-K and in our most recent Quarterly Report on Form 10-Q, as well as any amendments thereto reflected in subsequent filings with the SEC, which are incorporated by reference into this prospectus in their entirety, together with other information in this prospectus, including the risk documents incorporated by reference and any free writing prospectus that we may authorize for use in connection with this offering. The risks described in these documents are not the only ones we face, but those that we consider to be material. There may be other unknown or unpredictable economic, business, competitive, regulatory or other factors contained that could have material adverse effects on our future results. Past financial performance may not be a reliable indicator of future performance, and historical trends should not be used to anticipate results or trends in our annual, quarterly and current reports. Additional risk factors specific to particular securities will be detailed in one or more supplements to this prospectusfuture periods. If any of these risks actually occuroccurs, our business, results of operations, financial condition, results of operations or cash flows and prospects, flow could be seriously harmed. This could cause the market trading price of our common stock and our ability to satisfy any debt service obligations may be materially and adversely affected. This could cause the value decline, resulting in a loss of our securities to decline and you could lose all or part or all of your investment. These risks are not Please also read carefully the only ones we face. Additional risks not presently known to us or that as of the date of this prospectus we deem immaterial may also have a material adverse effect on us. Some statements included in this prospectus, in the documents incorporated by reference herein and in any prospectus supplement constitute forward-looking statements. Please refer to the sections section below entitled “Cautionary Statement Special Note Regarding Forward-Looking Statements,” “Where You Can Find More Information” and “Incorporation of Certain Information by Reference.” You should consult your financial, legal, tax and other professional advisors as to the risks associated with an investment in our securities and the suitability of the investment for you.”

RISK FACTORS. An investment Investing in our securities involves significant risks. Before purchasing any securities, you You should carefully consider the risks and uncertainties described under the heading “Risk Factors” included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2018, as such risk factors may be updated in our subsequent filings with the SEC (including our subsequent quarterly reports on Form 10-Q) and the other information contained in this document, in an applicable prospectus supplement or incorporated by reference herein or therein, before purchasing any of our securities. See “Where You Can Find More Information; Incorporation by Reference” in this base prospectus, including the risk factors contained in our annual, quarterly and current reports. Additional risk factors specific to particular securities will be detailed in one or more supplements to this prospectus. If any of these risks actually occur, our business, results of operations, financial condition, cash flows and prospects, the market price of our common stock and our ability to satisfy any debt service obligations may be materially and adversely affected. This could cause the value of our securities to decline and you could lose part or all of your investment. These risks are not the only ones we facefaced by us. Additional risks not presently known to us or that as are currently deemed immaterial could also materially and adversely affect our financial condition, results of operations, business and prospects. In connection with the date of this prospectus we deem immaterial may also have a material adverse effect on us. Some forward-looking statements included that appear in this prospectus, you should carefully review the factors referred to above and the cautionary statements referred to in “Forward-Looking Statements May Prove Inaccurate” below. Actual results could differ materially from those anticipated in these forward-looking statements as a result of certain factors, including the risks faced by us described above and in the documents incorporated herein by reference herein and in any prospectus supplement constitute forward-looking statements. Please refer to the sections entitled “Cautionary Statement Regarding Forward-Looking Statements,” “Where You Can Find More Information” and “Incorporation of Certain Information by Referencereference.” You should consult your financial, legal, tax and other professional advisors as to the risks associated with an investment in our securities and the suitability of the investment for you.

RISK FACTORS. An investment Investing in our securities involves significant risksa high degree of risk. Before purchasing any deciding whether to invest in our securities, you should consider carefully consider the risk factors risks and uncertainties described under the heading “Risk Factors” contained in the applicable prospectus supplement and any related free writing prospectus, and discussed under the section titled “Risk Factors” contained in our most recent Annual Report on Form 10-K and in our most recent Quarterly Report on Form 10-Q, as well as any amendments thereto reflected in subsequent filings with the SEC, which are incorporated by reference into this prospectus in their entirety, together with other information in this prospectus, including the risk documents incorporated by reference and any free writing prospectus that we may authorize for use in connection with a specific offering. The risks described in these documents are not the only ones we face, but those that we consider to be material. There may be other unknown or unpredictable economic, business, competitive, regulatory or other factors contained that could have material adverse effects on our future results. Past financial performance may not be a reliable indicator of future performance, and historical trends should not be used to anticipate results or trends in our annual, quarterly and current reports. Additional risk factors specific to particular securities will be detailed in one or more supplements to this prospectusfuture periods. If any of these risks actually occuroccurs, our business, results of operations, financial condition, results of operations or cash flows and prospects, the market price of our common stock and our ability to satisfy any debt service obligations may flow could be materially and adversely affectedseriously harmed. This could cause the value trading price of our securities to decline and you could lose decline, resulting in a loss of all or part or all of your investment. These risks are not Please also read carefully the only ones we face. Additional risks not presently known to us or that as of the date of this prospectus we deem immaterial may also have a material adverse effect on us. Some statements included in this prospectus, in the documents incorporated by reference herein and in any prospectus supplement constitute forward-looking statements. Please refer to the sections entitled section below titled “Cautionary Statement Regarding Forward-Looking Statements,” “Where You Can Find More Information” and “Incorporation of Certain Information by Reference.” You should consult your financial, legal, tax and other professional advisors as to the risks associated with an investment in our securities and the suitability of the investment for you.”

RISK FACTORS. An investment Investing in our securities involves significant risksa high degree of risk. Before purchasing any deciding whether to invest in our securities, you should consider carefully consider the risk factors risks and uncertainties described under the heading "Risk Factors" contained in the applicable prospectus supplement and any related free writing prospectus, and discussed under the section entitled "Risk Factors" contained in our most recent Annual Report on Form 10-K and in our most recent Quarterly Report on Form 10-Q, as well as any amendments thereto reflected in subsequent filings with the SEC, which are incorporated by reference into this prospectus in their entirety, together with other information in this prospectus, including the risk documents incorporated by reference and any free writing prospectus that we may authorize for use in connection with this offering. The risks described in these documents are not the only ones we face, but those that we consider to be material. There may be other unknown or unpredictable economic, business, competitive, regulatory or other factors contained that could have material adverse effects on our future results. Past financial performance may not be a reliable indicator of future performance, and historical trends should not be used to anticipate results or trends in our annual, quarterly and current reports. Additional risk factors specific to particular securities will be detailed in one or more supplements to this prospectusfuture periods. If any of these risks actually occuroccurs, our business, results of operations, financial condition, results of operations or cash flows and prospects, the market price of our common stock and our ability to satisfy any debt service obligations may flow could be materially and adversely affectedseriously harmed. This could cause the value trading price of our securities Class A common stock to decline and you could lose decline, resulting in a loss of all or part or all of your investment. These risks are not Please also read carefully the only ones we face. Additional risks not presently known to us or that as of the date of this prospectus we deem immaterial may also have a material adverse effect on us. Some statements included in this prospectus, in the documents incorporated by reference herein and in any prospectus supplement constitute forward-looking statements. Please refer to the sections section below entitled “Cautionary Statement Regarding "Forward-Looking Statements,” “Where You Can Find More Information” and “Incorporation of Certain Information by Reference.” You should consult your financial, legal, tax and other professional advisors as to the risks associated with an investment in our securities and the suitability of the investment for you."