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Recent Sales of Unregistered Securities
−Removed: During the three months ended March 31, 2022, the Company converted an aggregate of $888,930 in outstanding principal of convertible notes into 873,901 shares of common stock.
−Removed: From April 1, 2022 through the issuance date, the Company has issued 978,476 shares of common stock pursuant to conversions of outstanding principal of its convertible notes.
+Added: During the six months ended June 30, 2022, the Company converted an aggregate of $1,432,979 in outstanding principal of convertible notes into 2,482,698 shares of common stock.
On April 8, 2022, the Company and various purchasers (the “Investors”) executed a Securities Purchase Agreement (the “SPA”) whereby the Investors purchased from the Company promissory notes (the “Notes”) in the aggregate principal amount of $3,068,750.
In connection with the issuance of the Notes further to the SPA , the Company issued warrants to acquire 1,257,684 shares of its common stock at an exercise price of $1.22 per share expiring in April 2027.
−Removed: On May 10, 2022, pursuant to the Underwriting Agreement, the Company issued the Underwriters’ Warrants to purchase up to an aggregate of 1,495,592 shares of common stock.
−Removed: The Underwriters’ Warrants may be exercised beginning on November 1, 2022 until May 5, 2027.
−Removed: The initial exercise price of each Underwriters’ Warrant is $0.325 per share, which represents 130% of the public offering price.
+Added: On July 22, 2022, the Company and various purchasers (the “July Investors”) executed a Securities Purchase Agreement (the “July SPA”) whereby the Investors purchased from the Company 20% Original Issue Discount (the “OID”) promissory notes (the “July Notes”) in the aggregate principal amount of $1,250,000 (with an aggregate subscription amount of $1,000,000).
Use of Proceeds from Public Offering of Common Stock
−Removed: The net proceeds the Company will receive from the sale of 37,389,800 shares of its common stock in the offering, after deducting underwriter discounts and commissions, the non-accountable expense, the underwriters’ expense reimbursement and estimated offering expenses, will be approximately $7,951,285 (approximately $9,237,728 if the underwriters exercise their option to purchase additional shares in full), based on a public offering price of $0.25 per share.
−Removed: The Company currently intends to use the net proceeds from the offering primarily for general corporate purposes, including working capital.
−Removed: Specifically, the Company used a portion of the net proceeds from the offering to repay the Notes.
+Added: The net proceeds the Company received from the sale of 37,389,800 shares of its common stock in the offering, after deducting underwriter discounts and commissions, the non-accountable expense, the underwriters’ expense reimbursement and estimated offering expenses, was $8,051,285 based on a public offering price of $0.25 per share.
+Added: None of the underwriting discounts and commissions or offering expenses were paid directly or indirectly to any directors or officers of ours or their associates or to persons owning 10% or more of any class of equity securities or to any affiliates of ours.
+Added: We used the net proceeds to us from the IPO for general corporate purposes, including working capital, marketing initiatives and capital expenditures.
+Added: Specifically, we used a portion of the net proceeds from the offering to repay the April 2022 Notes.
DEFAULTS UPON SENIOR SECURITIES
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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.