What changed in this filing

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Item 5. Market for Registrant’s Common Equity

2022-03-31 compared with 2021-03-15 · 42 added, 57 removed, 1 unchanged (99% of the section changed)

Market for Registrant’s

Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities

Market Information

Our units, common stock and warrants are

traded on the Nasdaq Capital Market under the symbols “LACQU,” “LACQ” and “LACQW,” respectively.

Our units commenced public trading on December 1, 2017, and our common stock and warrants commenced public trading on December

On March 1, 2021, there was one holder

of record of our units, 17 holders of record of shares of our common stock and nine holders of record of our warrants.

number does not include beneficial owners whose units, shares and/or warrants were held in street name (e.g., all of the public

The actual number of holders of our units, common stock and warrants is greater than this number of record holders and

includes holders who are beneficial owners, but whose securities are held in street name by brokers or held by other nominees.

This number of holders of record also does not include holders whose securities may be held in trust by other entities.

We have not paid any cash dividends on

our common stock to date and do not intend to pay cash dividends in the foreseeable future.

The payment of cash dividends in the

future will be dependent upon our revenues and earnings, if any, capital requirements and general financial condition subsequent

to completion of our Business Combination.

The payment of any cash dividends subsequent to our Business Combination will be within

the discretion of our board of directors at such time.

In addition, our board of directors is not currently contemplating and

does not anticipate declaring any stock dividends in the foreseeable future.

Further, if we incur any indebtedness in connection

with our Business Combination, our ability to declare dividends may be limited by restrictive covenants we may agree to in connection

Authorized for Issuance under Equity Compensation Plans

Sales of Unregistered Securities;

Use of Proceeds from Registered Offerings

On December 5,

2017, we consummated our Initial Public Offering of 20,000,000 units, with each unit consisting of one share of our common stock,

and one-half (1/2) of one warrant, each whole warrant entitling the holder to purchase one share of common stock at a price of

The units in the Initial Public Offering were sold at an offering price of $10.00 per unit, generating total gross proceeds

of $200,000,000.

Morgan Stanley & Co., LLC acted as the book running manager and EarlyBirdCapital, Inc.

acted as lead manager

of the offering.

The securities sold in the offering were registered under the Securities Act on registration statement on Form

The SEC declared the registration statement effective on December 1, 2017.

We paid a total

of $4,000,000 in underwriting discounts and commissions and $548,735 for other costs and expenses related to the Initial Public

In addition, the underwriters agreed to defer $7,000,000 in underwriting discounts and commissions, and up to this amount

will be payable upon consummation of the Business Combination.

After deducting the underwriting discounts and commissions (excluding

the deferred portion of $7,000,000 in underwriting discounts and commissions, which will be released from the Trust Account upon

consummation of the Business Combination, if consummated) and the estimated offering expenses, the total net proceeds from our

Initial Public Offering and the private placement was $202,276,265, of which $200,000,000 (or $10.00 per unit sold in the Initial

Public Offering) was placed in the Trust Account.

In connection with special stockholders

meetings at which the completion window for a Business Combination was extended, an aggregate of 18,775,732 public shares were

redeemed for cash from the trust account, for an aggregate redemption amount of approximately $196.4 million.

As of December 31,

2020, there was approximately $12,628,170 held in the trust account.

In addition, On January 31, 2021, the underwriters agreed

to reduce the total deferred underwriting fee that is to be paid to such underwriters upon the consummation of our Business Combination

to $2,000,000, which have the right, under certain situations, to pay in the form of our common stock.

has been no material change in the planned use of proceeds from our Initial Public Offering as described in our final prospectus

dated December 1, 2017 which was filed with the SEC.

Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity Securities

Price and Ticker Symbol

common stock is currently listed on the Nasdaq Stock Market under the symbol “ENSC.” Our Public Warrants are currently listed

on the OTC Pink Open Market under the symbol “ENSCW.”

closing price of our common stock and Public Warrants on March 25, 2022, was $1.13 and $0.15, respectively.

As of March 25, 2022, there

were approximately 161 holders of record of our common stock, one holder of record of the Public Warrants, eight holders of record

of the LACQ private warrants, one holder of the GEM Warrants, and three holders of record of 2021 Notes warrants.

numbers do not include beneficial owners holding our securities through nominee names.

have not paid any cash dividends on our common stock to date.

We may retain future earnings, if any, for future operations, expansion

and debt repayment and has no current plans to pay cash dividends for the foreseeable future.

Any decision to declare and pay dividends

in the future will be made at the discretion of the Board and will depend on, among other things, our results of operations, financial

condition, cash requirements, contractual restrictions and other factors that the Board may deem relevant.

In addition, our ability to

pay dividends may be limited by covenants of any existing and future outstanding indebtedness we or our subsidiaries incur.

anticipate declaring any cash dividends to holders of our common stock in the foreseeable future.

Sales of Unregistered Securities and Use of Proceeds

entered into an Investor Relations Consulting Agreement with MZHCI, LLC on December 20, 2021, through which we receive ongoing stock

market support services and other consulting services.

Pursuant to that agreement, we pay a monthly fee and we issued 50,000 unregistered

shares of our common stock in February 2022.

The issuance of our shares was exempt from registration under Section 4(a)(2) of

the Securities Act as it was a private transaction between MZHCI, LLC and us.

We received no proceeds in connection with our issuance

of those 50,000 shares.

On September 24, 2021, we entered

into the SPA for an aggregate financing of $15.0 million with institutional investors.

A first closing under the SPA for $5 million

occurred on September 24, 2021 and a second closing under the SPA occurred on November 5, 2021.

At the first closing, the Company issued

to the investors (i) senior secured convertible promissory notes in the aggregate principal amount of $5.3 million for an aggregate purchase

price of $5.0 million and (ii) warrants to purchase 361,158 shares of the Company’s common stock in the aggregate at

an exercise price of $7.63 per share.

At the second closing, the Company issued to the institutional investors referenced above,

(i) senior secured convertible promissory notes in the aggregate principal amount of $10.6 million for an aggregate purchase price of

$10.0 million and (ii) warrants to purchase 722,317 shares of the common stock in the aggregate at an exercise price

of $7.63 per share.

The proceeds will go toward working capital purposes subject to certain customary restrictions.

See, “ Liquidity

and Capital Resources ” for a detailed description of the 2021 Notes.

of Equity Securities by the Issuer and Affiliated Purchasers

Selected Financial Data

Not required for smaller reporting companies.

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.

What changed 10-K

Item 5. Market for Registrant’s Common Equity