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Unregistered Sales of Equity Securities and Use of Proceeds
−Removed: On March 16, 2023, the Company entered into a convertible debt agreement with a holder for aggregate principal of $50,000.
−Removed: The outstanding principal balance together with the unpaid and accrued interest of the notes converted upon the completion of our IPO at a conversion price equal to 70% of our IPO price, for a total of 14,696 shares of common stock.
−Removed: On March 30, 2023, the Company entered into a convertible debt agreement with a holder for aggregate principal of $155,000.
−Removed: The outstanding principal balance together with the unpaid and accrued interest of the notes converted upon the completion of our IPO at a conversion price equal to 70% of our IPO, for a total of 45,389 shares of common stock.
−Removed: On April 1, 2023, the Company entered into a convertible debt agreement with its landlord for aggregate principal of $12,552.
−Removed: The outstanding principal balance together with the unpaid and accrued interest of the notes was converted upon the commencement of the Company’s IPO at a conversion price equal to 70% of its initial public offering price, for a total of 3,631 shares of common stock.
−Removed: On May 11, 2023, the Company entered into a convertible debt agreement with a holder for aggregate principal of $25,000.
−Removed: The outstanding principal balance together with the unpaid and accrued interest of the notes was converted upon the commencement of the Company’s IPO at a conversion price equal to 70% of its initial public offering price, for a total of 7,228 shares of common stock.
−Removed: In August 2023, the Company received aggregate proceeds of $50,000 upon the exercise of (i) 12,500 warrants to purchase shares of Common Stock at an exercise price of $2.00 by a consultant, and (ii) 12,500 options to purchase shares of Common Stock at an exercise price of $2.00 by a consultant.
−Removed: In October 2023, the Company granted an aggregate of 116,000 warrants (the “Consultant Warrants”) to purchase shares of its Common Stock to three consultants of the Company in consideration of their services to the Company.
−Removed: The Consultant Warrants have an expiration date ten years from the grant date, and have an exercise price of $6.13.
−Removed: The vesting schedule for the Consultant Warrants are as follows:
−Removed: (i) two of the three consultants have 4,000 Consultant Warrants that vested immediately on the grant date and (ii) each of the three Consultants will have 36,000 of their warrants vest in equal monthly installments, beginning one month from the grant date.
−Removed: The above securities were issued without registration under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws in a transaction not involving a public offering and the Sellers represented they are an accredited investor.
−Removed: We relied on the exclusion from the registration requirements of the Securities Act of 1933 afforded by Section 4(a)(2).
−Removed: On June 29, 2023, our Registration Statement on Form S-1, as amended (File No.
−Removed: 333-260565), was declared effective in connection with our IPO, pursuant to which we sold an aggregate of 3,900,000 shares of common stock to The
−Removed: Benchmark Company, LLC, as representative of the underwriters (the “Representative”), at a public offering price of $5.00 per share for total gross proceeds of $19,500,000.
−Removed: On July 10, 2023, we sold an additional 585,000 shares of common stock to the Representative in connection with its exercise in full of its over-allotment option at a public offering price of $5.00 per share for additional gross proceeds of $2,925,000.
−Removed: The net proceeds from our IPO were used primarily to (i) initiate and conduct studies related to its therapeutic treatments, (ii) conduct clinical trials and operations, (iii) develop its product candidates, and (iv) fund its working capital and general corporate activities.
Issuer Purchases of Equity 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.