Item 2. Unregistered Sales of Equity Securities
Item
2. Unregistered Sales of Equity Securities and Use of Proceeds.
Use
of Proceeds from our Public Offering of Units
On
October 28, 2021, our registration statement on Form S-1 (File No. 333-257722) relating to the initial public offering
(“IPO”) of our common stock became effective. In the IPO, we issued 3,600,000 units (each consisting of (i)
one share of our common stock, par value $0.001 per share and (ii) one warrant entitling the holder to purchase one share of our
common stock at an exercise price of $5.00 per share) at an initial offering price of $5.00 per unit. The warrants issued in the IPO
are immediately exercisable upon issuance and are exercisable for a period of five years after the issuance date. The shares and
warrants were issued separately in the IPO, and may be transferred separately immediately upon issuance. The underwriters exercised
in full their option to purchase up to an additional 540,000 warrants to purchase one share of our common stock to cover
over-allotments. We estimate the net proceeds from the IPO to be $15.4 million after deducting estimated underwriting discounts and
commissions and estimated offering expenses payable. None of the expenses associated with the IPO were paid to directors, officers,
persons owning 10% or more of any class of equity securities, or to our affiliates. Roth Capital Partners, LLC and The Benchmark
Company, LLC acted as joint book-running managers. The offering commenced on October 28, 2021 and did not terminate until the sale
of all of the units offered.
Because
the closing of our IPO occurred on November 2, 2021, as of September 30, 2021, we had not yet received the net proceeds from the
sale of shares of the units in our IPO and therefore had used none of the proceeds as of September 30,
2021.
There
has been no material change in the planned use of proceeds from the IPO of the units described above from that described in the Prospectus.
Item
3. Defaults Upon Senior Securities
None.
Item
4. Mine Safety Disclosures
Not
Applicable.
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