Controls and Procedures
−Removed: of Disclosure Controls and Procedures
−Removed: controls and procedures reporting as promulgated under the Exchange Act is defined as controls and procedures that are designed to ensure
−Removed: that information required to be disclosed by us in the reports that we file or submit under the Exchange Act are recorded, processed,
−Removed: summarized and reported within the time periods specified in the SEC rules and forms.
−Removed: Disclosure controls and procedures include without
−Removed: limitation, controls and procedures designed to ensure that information required to be disclosed by us in the reports that we file or
−Removed: submit under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer (“CEO”)
−Removed: and Chief Financial Officer (“CFO”), or persons performing similar functions, as appropriate to allow timely decisions regarding
−Removed: required disclosure.
−Removed: CEO and our CFO have evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of December
−Removed: Based on their evaluation, our management has concluded that as of December 31, 2024, our disclosure controls and procedures
−Removed: were effective.
−Removed: in Internal Control Over Financial Reporting
−Removed: have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities
−Removed: Exchange Act of 1934, as amended) that occurred during the three months ended December 31, 2024, that have materially affected, or are
−Removed: reasonably likely to materially affect, our internal control over financial reporting.
−Removed: on the Effectiveness of Controls
−Removed: management, including our CEO and CFO, does not expect that our disclosure controls and procedures or our internal controls will prevent
−Removed: all errors and all fraud.
−Removed: A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance
−Removed: that the objectives of the control system are met.
−Removed: Further, the design of a control system must reflect the fact that there are resource
−Removed: constraints, and the benefits of controls must be considered relative to their costs.
−Removed: Due to the inherent limitations in all control
−Removed: systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within our
−Removed: company have been detected.
−Removed: II Other Information
−Removed: Legal Proceedings.
−Removed: Risk Factors included in our Annual Report on Form 10-K filed with the SEC on December 28, 2023.
−Removed: Unregistered Sales of Equity Securities and Use of Proceeds.
−Removed: shares were issued pursuant to the exemption contained under Section 4(a)(2) of the Securities Act of 1933, as amended, and/or Regulation
−Removed: D promulgated thereunder.
−Removed: Defaults Upon Senior Securities
−Removed: Mine Safety Disclosures
+Added: Evaluation of Disclosure Controls and Procedures
+Added: Disclosure controls and procedures
+Added: reporting as promulgated under the Exchange Act is defined as controls and procedures that are designed to ensure that information required
+Added: to be disclosed by us in the reports that we file or submit under the Exchange Act are recorded, processed, summarized and reported within
+Added: the time periods specified in the SEC rules and forms.
+Added: Disclosure controls and procedures include without limitation, controls and procedures
+Added: designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated
+Added: and communicated to our management, including our Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”),
+Added: or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
+Added: Our CEO and our CFO have evaluated
+Added: the effectiveness of the design and operation of our disclosure controls and procedures as of March 31, 2025.
+Added: Based on their evaluation,
+Added: our management has concluded that as of March 31, 2025, our disclosure controls and procedures were effective.
+Added: Changes in Internal Control Over Financial Reporting
+Added: There have been no changes in
+Added: our internal control over financial reporting (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934,
+Added: as amended) that occurred during the six months ended March 31, 2025, that have materially affected, or are reasonably likely to materially
+Added: affect, our internal control over financial reporting.
+Added: Limitations on the Effectiveness of Controls
+Added: Our management, including our
+Added: CEO and CFO, does not expect that our disclosure controls and procedures or our internal controls will prevent all errors and all fraud.
+Added: A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives
+Added: of the control system are met.
+Added: Further, the design of a control system must reflect the fact that there are resource constraints, and
+Added: the benefits of controls must be considered relative to their costs.
+Added: Due to the inherent limitations in all control systems, no evaluation
+Added: of controls can provide absolute assurance that all control issues and instances of fraud, if any, within our company have been detected.
+Added: Part II Other Information
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.