Item 2. Unregistered Sales of Equity Securities
Item 2. Unregistered Sales
of Equity Securities and Use of Proceeds
Recent Sales of Unregistered
Securities
From
April 1, 2021 through June 30, 2021, we sold, at par, to accredited investors
in a private placement $6,610,550 aggregate principal amount of our 12% unsecured convertible
promissory notes, due 12 months from each respective issuance date, at par, and warrants to purchase in the aggregate 2,303,348 shares
of our common stock at an exercise price of $8.00 per share, exercisable for a 5-year period, as provided in such warrants.
Such
sales were made pursuant to exemptions from registration pursuant to Section 4(2) and/or Rule 506 of Regulation D of the Securities Act.
We made such determinations based upon representations by the purchasers of such securities including, without limitation, that such
purchasers were “accredited investors” as defined in the Securities Act.
17
Item
3. Defaults Upon Senior Securities
None.
Item
4. Mine Safety Disclosures
Not applicable.
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