In addition to the other information set forth
−Removed: in this report, you should carefully consider the factors discussed in the section entitled “Risk Factors” in our 2022 Annual
−Removed: Report on Form 10-K, filed with the SEC, which are incorporated herein by reference.
−Removed: The risks described in such reports are not
−Removed: the only risks facing our Company.
−Removed: Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial
−Removed: also may materially adversely affect our business, financial condition and/or operating results.
+Added: in this report, you should carefully consider the factors set forth below and discussed in the section entitled “Risk Factors”
+Added: in our 2023 Annual Report on Form 10-K, filed with the SEC, which are incorporated herein by reference.
+Added: The risks described in such
+Added: reports are not the only risks facing our Company.
+Added: Additional risks and uncertainties not currently known to us or that we currently deem
+Added: to be immaterial also may materially adversely affect our business, financial condition and/or operating results.
+Added: If we are unable to maintain compliance
+Added: with the listing requirements of The Nasdaq Capital Market by July 15, 2024, our common stock will be delisted from The Nasdaq Capital
+Added: Market which could have a material adverse effect on our financial condition and could make it more difficult for shareholders to sell
+Added: their shares.
+Added: Our common stock is listed
+Added: on The Nasdaq Capital Market, and we are therefore subject to its continued listing requirements, including requirements with respect
+Added: to the market value of publicly-held shares, market value of listed shares, minimum bid price per share, and minimum stockholder's equity,
+Added: among others, and requirements relating to board and committee independence.
+Added: If we fail to satisfy one or more of the requirements, we
+Added: may be delisted from The Nasdaq Capital Market.
+Added: On August 17, 2023, we
+Added: were notified by the Listing Qualifications Department (the “Staff”) of the Nasdaq Stock Market (“Nasdaq”)
+Added: that we were not in compliance with the minimum $2,500,000 stockholders’ equity requirement for continued listing set forth in Listing
+Added: Rule 5550(b).
+Added: On February 27, 2024, the Staff notified us that we did not comply with the $1.00 minimum bid price requirement set forth
+Added: under Listing Rule 5550(a)(2).
+Added: On February 14, 2024, we were notified that because we had not regained compliance with the Nasdaq equity
+Added: requirement, our securities would be delisted unless it requested a hearing.
+Added: On February 21, 2024, we requested a hearing, which was held
+Added: on April 18, 2024.
+Added: On May 6, 2024, we received
+Added: notification from the Nasdaq Hearings Panel (“Panel”) that it has granted an extension until July 15, 2024, to demonstrate
+Added: compliance with Listing Rules 5550(a)(2) and 5550(b).
+Added: We intend to implement a plan to meet the milestones set forth by the Panel prior
+Added: to July 15, 2024, but such plan will require, among other items, the completion of a significant financing for which we have no commitments.
+Added: Delisting from The Nasdaq
+Added: Capital Market would adversely affect our ability to raise additional financing through the public or private sale of equity securities,
+Added: may significantly affect the ability of investors to trade our securities and may negatively affect the value and liquidity of our common
+Added: Delisting also could have other negative results, including the potential loss of employee confidence, the loss of institutional
+Added: investors or interest in business development opportunities.
Unregistered Sales of Equity Securities and Use of Proceeds
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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.