Item 3.02 Unregistered Sale of
On
The terms of the SPA, Notes and Warrants, and related Security Agreement,
Guaranty Agreement and Registration Rights Agreement were previously disclosed
on Form 8-K filed on
As previously disclosed,
The issuances of the Notes and the Warrants are exempt from registration under
Section 4(a)(2) and Rule 506(c) of Regulation D as promulgated by the
The foregoing description of the terms of the SPA, the Notes, the Warrants, the
Security Agreement, Guaranty Agreement and Registration Rights Agreement and the
transactions contemplated thereby does not purport to be complete and is
qualified in its entirety by reference to the form of Note, the form of Warrant,
form of Security Agreement, form of Guaranty Agreement and form of Registration
Rights Agreement, a copy which is filed as Exhibits 10.1, 10.2, 10.3, 10.4, 10.5
and 10.6, respectively, to the Form 8-K filed on
Item 9.01 Financial Statements and Exhibits
(d) Exhibits. Filed or Incorporated by Reference Furnished Exhibit # Exhibit Description Form Date Number Herewith 10.1 Securities Purchase Agreement 8-K 10/12/21 10.1 10.2 Form of Secured Convertible Promissory 8-K 10/12/21 10.2 Note 10.3 Form of Warrant 8-K 10/12/21 10.3 10.4 Form of Security Agreement 8-K 10/12/21 10.4 10.5 Form of Guaranty Agreement 8-K 10/12/21 10.5 10.6 Form of Registration Rights 8-K 10/12/21 10.6 Agreement 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 1
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