Item 1.01. Entry into a Material Definitive Agreement.
As previously disclosed in the Current Report on Form 8-K filed with the
Pursuant to the Purchase Agreement, on
The number of shares of common stock outstanding immediately after the Second
Closing was 591,692,455 shares. The Company expects to receive approximately
The Shares will be issued to the Purchaser in a registered direct offering
pursuant to which the Shares will all be registered under the Securities Act of
1933, as amended (the "Securities Act"), pursuant to a prospectus supplement to
the Company's currently effective registration statement on Form S-3 (File No.
333-253953), which was initially filed with the
The foregoing description of the Purchase Agreement does not purport to be
complete and is qualified in its entirety by reference to the Purchase
Agreement, which was filed as Exhibit 10.1 to the Current Report on Form 8-K
filed by the Company with the
The Company is filing the opinion of its counsel,
This Form 8-K contains forward-looking statements. Forward-looking statements
include, but are not limited to, statements that express the Company's
intentions, beliefs, expectations, strategies, predictions, or any other
statements related to the Company's future activities, or future events or
conditions. These statements are based on current expectations, estimates and
projections about the Company's business based, in part, on assumptions made by
its management. These statements are not guarantees of future performances and
involve risks, uncertainties and assumptions that are difficult to predict.
Therefore, actual outcomes and results may differ materially from what is
expressed or forecasted in the forward-looking statements due to numerous
factors, including those risks discussed in documents that the Company files
from time to time with the
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit No. Description 5.1 Opinion ofLucosky Brookman LLP 10.1 Form of Securities Purchase Agreement, dated as ofApril 14, 2021 , by and between the Company and the Purchaser, incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by the Company with theSEC onApril 15, 2021 . 23.1 Consent ofLucosky Brookman LLP (contained in Exhibit 5.1 hereto)
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