Item 3. Legal Proceedings
ITEM 3. LEGAL PROCEEDINGS
Legal Proceedings
Our
former placement agent, Boustead Securities LLC ("Boustead”), has brought a legal action against us following our communication
to Boustead to unilaterally terminate an engagement agreement under which we and Boustead had originally intended for Boustead to be engaged
to act as an exclusive underwriter in our initial public offering. To date, we have been unable to reach a settlement with Boustead. On
April 30, 2021, Boustead filed a statement of claim with FINRA demanding to arbitrate the dispute, and is seeking, among other things,
monetary damages against the Company and D.A. Davidson & Co. The matter is presently scheduled to have a pre-hearing conference before
a FINRA arbitration panel on September 26, 2023. The actual FINRA arbitration, however, has been postponed and, as a result, a date for
the FINRA arbitration hearing has not yet been set. The Company and its special litigation counsel are in the process of preparing for
the hearing. We believe that we have meritorious defenses to any claims that Boustead may assert, and we do not believe that such claims
will have a material adverse effect on our business, financial condition, or operating results. However, we have agreed to indemnify D.A.
Davidson & Co. and the other underwriters who participated in our initial public offering against any liability or expense they may
incur or be subject to arising out of the Boustead dispute. In addition, Chenlong Tan, our Chairman, President, and Chief Executive Officer
and a beneficial owner of more than 5% of our common stock, has agreed to reimburse us for any judgments, fines and amounts paid or actually
incurred by us or an indemnitee in connection with such legal action or in connection with any settlement agreement entered into by us
or an indemnitee up to a maximum of $3.5 million in the aggregate, with the sole source of funding for such reimbursement to come from
sales of shares then owned by Mr. Tan.
Other
than the above, we are not presently party to any pending or other threatened legal proceedings or claims that we believe will have a
material adverse effect on our business, financial condition, or operating results, although from time to time, we may become involved
in legal proceedings in the ordinary course of business.
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.
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PART II
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