What changed in this filing

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Item 4. Controls and Procedures

2021-05-11 compared with 2020-11-16 · 30 added, 19 removed, 4 unchanged (92% of the section changed)

Controls and Procedures.

Evaluation of Disclosure Controls and

Disclosure controls and procedures are

controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted

under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), is recorded, processed, summarized and reported

within the time periods specified in the SEC's rules and forms.

Disclosure controls and procedures include, without limitation,

controls and procedures designed to ensure that information required to be disclosed in company reports filed or submitted under

the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer (who serves as our principal

executive officer) and Chief Financial Officer (who serves as our principal financial and accounting officer), to allow timely

decisions regarding required disclosure.

As required by Rules 13a-15 and 15d-15

under the Exchange Act, our Chief Executive Officer and Chief Financial Officer carried out an evaluation of the effectiveness

of the design and operation of our disclosure controls and procedures as of September 30, 2020.

Based upon their evaluation,

our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and

15d-15(e) under the Exchange Act) were effective.

Evaluation of Disclosure Controls and Procedures

Disclosure controls and procedures are controls

and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the

Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded, processed, summarized and reported within the

time periods specified in the SEC’s rules and forms.

Disclosure controls and procedures include, without limitation, controls and

procedures designed to ensure that information required to be disclosed in company reports filed or submitted under the Exchange Act is

accumulated and communicated to management, including our Chief Executive Officer (who serves as our principal executive officer) and

Chief Financial Officer (who serves as our principal financial and accounting officer), to allow timely decisions regarding required disclosure.

As required by Rules 13a-15 and 15d-15 under

the Exchange Act, our Chief Executive Officer and Chief Financial Officer carried out an evaluation of the effectiveness of the design

and operation of our disclosure controls and procedures as of March 31, 2021.

Based upon their evaluation, our Chief Executive Officer

and Chief Financial Officer concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under

the Exchange Act) were ineffective due to a material weakness in evaluating complex accounting issues which resulted in a restatement

of our December 31, 2020 financial statements.

Restatement of Previously Issued Financial

On May 3, 2021, we revised

our prior position on accounting for warrants and restated our December 31, 2020 financial statements to reclassify the Company’s

These non-cash adjustments to the financial statements do not impact the amounts previously reported for our cash and cash equivalents

or total assets.

Changes in Internal Control over Financial

There was no change in our internal control

over financial reporting that occurred during the quarter ending September 30, 2020 that has materially affected, or is reasonable

likely to materially affect, our internal control over financial reporting.

PART II—OTHER INFORMATION

over financial reporting that occurred during the quarter ending March 31, 2021 that has materially affected, or is reasonable

likely to materially affect, our internal control over financial reporting as the circumstances that led to the restatement of our

December 31, 2020 financial statements had not yet been identified.

Our plans at this time include increasing communication among

our personnel and third-party professionals with whom we consult regarding complex accounting applications.

The elements of our

remediation plan can only be accomplished over time, and we can offer no assurance that these initiatives will ultimately have the

intended effects.

PART II—OTHER INFORMATION

Legal Proceedings

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-Q

Item 4. Controls and Procedures