Item 2. Unregistered Sales of Equity Securities
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
On August 8, 2024, Empire issued 16,800
shares of common stock to Energy Evolution in exchange for extension of the Purchase Option. For a description of the Purchase Option
and its extension, see Note 3 of the Unaudited Interim Condensed Consolidated Financial Statements in this Quarterly Report on Form 10-Q.
The issuance of such shares of common
stock was not registered under the Securities Act of 1933, as amended, in reliance upon the exemption from the registration requirements
of that Act provided by Section 4(a)(2) thereof. Energy Evolution is a sophisticated accredited investor with the experience and expertise
to evaluate the merits and risks of an investment in Empire and the financial means to bear the risks of such an investment.
Item 3.
Defaults Upon Senior Securities
None.
Item 4.
Mine Safety Disclosures
Not applicable.
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