Item 1.01. Entry into a Material Definitive Agreement
On
All 641,416 shares of common stock issuable upon exercise of the Existing
Warrants are registered for resale pursuant to an effective registration
statement on Form S-3 (File No. 333-224061). The gross proceeds to the Company
from the Exercise are expected to be approximately
In consideration for the immediate exercise of the Existing Warrants for cash,
the exercising holder will receive new unregistered warrants to purchase up to
an aggregate of 641,416 shares of common stock (the "New Warrants") in a private
placement pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended
(the "1933 Act"). The New Warrants will have an exercise price of
The Company currently intends to use the net proceeds from the Exercise to pay
amounts incurred by
Item 3.02. Unregistered Sales of
The information in Item 1.01 above is incorporated herein by reference. The New
Warrants described in Item 1.01 above were offered in a private placement
pursuant to an applicable exemption from the registration requirements of the
1933 Act and, along with the shares of common stock issuable upon their
exercise, have not been registered under the 1933 Act, and may not be offered or
sold in
This report shall not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of these New Warrants and the shares of common stock underlying the New Warrants in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.
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