Item 3.02 Unregistered Sales of Equity Securities
Effective as of November 30, 2018, pursuant to a rights offering to its existing
stockholders, the Company sold 9,000,000 units to 15 accredited investors for
aggregate proceeds of $4,500,000. Each Unit consisted of one share of Common
Stock (a "Share") and a four year warrant (a "Warrant") to purchase a share of
Common Stock at $1.00 per share. The proceeds from the sale of the Units will be
used for working capital and general corporate purposes principally in
connection with the Company's ongoing clinical trials.
The Shares and Warrants issued to the investors were not registered under the
Securities Act of 1933, as amended (the "Act"), in reliance upon the exemption
from registration contained in Section 4(a)(2) of the Act. Such securities may
not be re-offered or sold in the United States in the absence of a registration
statement or exemption from the registration requirements of the Act.
Item 9.01 Financial Statements and Exhibits
There is filed as part of this report the exhibit listed on the accompanying
Index to Exhibits, which information is incorporated herein by reference.
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