Item 2. Unregistered Sales of Equity Securities
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES
AND USE OF PROCEEDS
We issued 105,000 shares of our common stock as
a commitment fee and warrants for the purchase of up to 252,404 shares of our common stock in connection with the issuance of the March
2024 Note to the March 2024 Lender.
In March 2024, we issued
a five-year warrant to purchase 10,500 shares of our common stock with an exercise price of $2.00 as a finder’s fee in connection
with our note offering in March 2024.
The offers, sales, and
issuances of the securities described above were deemed to be exempt from registration under the Securities Act in reliance on Section
4(a)(2) of the Securities Act, or Regulation D promulgated thereunder as transactions by an issuer not involving a public offering. The
recipients of securities in each of these transactions acquired the securities for investment only and not with a view to or for sale
in connection with any distribution thereof and appropriate legends were affixed to the securities issued in these transactions. Each
of the recipients of securities in these transactions was an accredited or sophisticated person and had adequate access, through employment,
business or other relationships, to information about us.
ITEM 3. DEFAULTS UPON
SENIOR SECURITIES
As outlined fully in Part I, Item 1, Note 6 above,
the Company defaulted on the Senior Secured Convertible Notes with Mast Hill and First Fire.
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.
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