Unregistered Sales of Equity Securities and Use of Proceeds
−Removed: August 17, 2022, we consummated our initial public offering of 980,000 units at a price to the public of $7.50 per unit, each unit consisting
−Removed: of one share of the Company’s common stock, par value $0.00001 per share (the “Common Stock”) and two warrants (the
−Removed: “Warrants”), with each Warrant exercisable to acquire one share of common stock, pursuant to that certain underwriting agreement,
−Removed: dated as of August 14, 2022 (the “Underwriting Agreement”), between the Company and Maxim Group LLC, as representative (the
−Removed: “Representative”) of the several underwriters named in the Underwriting Agreement for aggregate gross proceeds of approximately
−Removed: In addition, pursuant to the Underwriting Agreement, the Company granted the Representative a 45-day option to purchase up
−Removed: to 147,000 additional shares of Common Stock, and/or up to 294,000 additional Warrants, to cover over-allotments in connection with the
−Removed: offering, which the Representative partially exercised to purchase 294,000 Warrants.
−Removed: securities sold in the offering were registered under the Securities Act on a registration statement on Form S-1 (No.
−Removed: SEC declared the registration statement effective on August 12, 2022.
−Removed: the gross proceeds received from the initial public offering, we received approximately $6.1 million, and we paid a total of approximately
−Removed: $588,000 in underwriting discounts and commissions and $600,000 for other costs and expenses related to the initial public offering.
+Added: On August 17, 2022, we
+Added: consummated our initial public offering of 980,000 units at a price to the public of $7.50 per unit, each unit consisting of one share
+Added: of the Company’s common stock, par value $0.00001 per share (the “Common Stock”) and two warrants (the “Warrants”),
+Added: with each Warrant exercisable to acquire one share of common stock, pursuant to that certain underwriting agreement, dated as of August
+Added: 14, 2022 (the “Underwriting Agreement”), between the Company and Maxim Group LLC, as representative (the “Representative”)
+Added: of the several underwriters named in the Underwriting Agreement for aggregate gross proceeds of approximately $7,350,000.
+Added: pursuant to the Underwriting Agreement, the Company granted the Representative a 45-day option to purchase up to 147,000 additional shares
+Added: of Common Stock, and/or up to 294,000 additional Warrants, to cover over-allotments in connection with the offering, which the Representative
+Added: partially exercised to purchase 294,000 Warrants.
+Added: The securities sold in
+Added: the offering were registered under the Securities Act on a registration statement on Form S-1 (No.
+Added: The SEC declared the registration
+Added: statement effective on August 12, 2022.
+Added: Of the gross proceeds
+Added: received from the initial public offering, we received approximately $6.1 million, and we paid a total of approximately $588,000 in underwriting
+Added: discounts and commissions and $600,000 for other costs and expenses related to the initial public offering.
+Added: 17, 2023, the Company entered into a warrant exercise inducement letter agreement (“Inducement Letter”) with certain accredited
+Added: investors that were existing holders of warrants to purchase an aggregate of 150,000 shares of the Company’s common stock for cash,
+Added: wherein the investors agreed to exercise all of their existing warrants at an exercise price of $3.75 per share.
+Added: The gross proceeds to
+Added: the Company from this transaction, before deducting estimated expenses and fees, was $562,000.
+Added: In consideration for the immediate exercise
+Added: of the existing warrants for cash, the exercising holders received new warrants to purchase up to an aggregate of 300,000 shares of common
+Added: stock (the “New Warrants”) in a private placement pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended.
+Added: New Warrants are immediately exercisable upon issuance at an exercise price of $3.75 per common share and will expire on April 19, 2028.
+Added: Th New Warrants and the shares of common stock issuable upon their exercise, have not been registered under the Securities Act of 1933,
+Added: and may not be offered or sold in the United States absent registration with the SEC or an applicable exemption from such registration
+Added: requirements.
+Added: The New Warrants were offered only to accredited investors.
Defaults Upon Senior Securities.
Mine Safety Disclosures.
+Added: Not Applicable.
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.