Unregistered Sales of Equity Securities and Use of Proceeds
−Removed: June 16, 2025, the Company entered into an Advisory Services Agreement pursuant to which the Company agreed to issue 500,000 shares of
−Removed: its common stock to the advisor who will provide general financial advisory and investment banking services to the Company.
−Removed: were offered and sold in a private placement pursuant to exemptions from registration available under Section 4(a)(2) of the Securities
−Removed: Act of 1933, as amended.
have never declared or paid any cash dividends on our capital stock.
5 unchanged sentences
to Section 16-10a-640 of the Utah Revised Business Corporation Act, no distribution may be made if, after giving it effect:
−Removed: the corporation would not
−Removed: be able to pay its debts as they become due in the usual course of business;
−Removed: the corporation’s
−Removed: total assets would be less than the sum of its total liabilities plus, unless the articles of incorporation permit otherwise, the
−Removed: amount that would be needed, if the corporation were to be dissolved at the time of the distribution, to satisfy the preferential
−Removed: rights upon dissolution of shareholders whose preferential rights are superior to those receiving the distribution.
+Added: corporation would not be able to pay its debts as they become due in the usual course of business;
+Added: corporation’s total assets would be less than the sum of its total liabilities plus, unless the articles of incorporation permit
+Added: otherwise, the amount that would be needed, if the corporation were to be dissolved at the time of the distribution, to satisfy the
+Added: preferential rights upon dissolution of shareholders whose preferential rights are superior to those receiving the distribution.
Defaults Upon Senior Securities
1 unchanged sentence
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.