Item 1.01 Entry into a Material Definitive Agreement.
As previously reported on the Company's Form 8-K dated
Item 1.02 Termination of a Material Definitive Agreement.
On
On
After further delays, the Company sent Unifinance a demand to fund the remaining
amounts owed under the Subscription Agreement no later than
The Company plans to use the additional amounts raised under the Common Stock Offering (as discussed in Item 1.01 above) to fund near term operations. The Company is currently engaged with several debt and equity financing partners to implement additional avenues to fund long term capital expenditures.
Item 3.02 Unregistered Sales of Securities
The information required to be disclosed in this Item 3.02 is incorporated herein by reference from Item 1.01.
The securities described in Item 1.01 above were offered and sold in reliance upon exemptions from registration pursuant to Section 4(2) of the Securities Act of 1933, as amended, and Rule 506 promulgated thereunder. The Subscription Agreements contain representations to support the Company's reasonable belief that the Investors had access to information concerning the Company's operations and financial condition, the investors acquired the securities for their own account and not with a view to the distribution thereof in the absence of an effective registration statement or an applicable exemption from registration, and that the Investors are sophisticated within the meaning of Section 4(2) of the Securities Act and are "accredited investors" (as defined by Rule 501 under the Securities Act). In addition, the sale of securities did not involve a public offering; the Company made no solicitation in connection with the sale other than communications with the investors; the Company obtained representations from the investors regarding their investment intent, experience and sophistication; and the investors either received or had access to adequate information about the Company in order to make an informed investment decision.
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