Item 5. Market for Registrant’s Common Equity
ITEM 5.
MARKET FOR REGISTRANT’S
COMMON EQUITY; RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
Information
About Our Common Stock
Our
shares are quoted on the Over-the-Counter Electronic Bulletin Board (OTCBB) in the Pink Sheets under the symbol “WSCC”. The
OTCBB is a regulated quotation service that displays real-time quotes, last sale prices, and volume information in over-the-counter securities.
The OTCBB is not an issuer listing service, market, or exchange. Although the OTCBB does not have any listing requirements per se, to
be eligible for quotation on the OTCBB issuers must remain current in their filings with the SEC or applicable regulatory authority.
Securities quoted on the OTCBB that become delinquent in their required filings will be removed following a 30 or 60 day grace period
if they do not make their required filing during that time. We cannot guarantee that we will continue to have the funds required to remain
in compliance with our reporting obligations.
Penny
Stock Rules
The
Securities and Exchange Commission has also adopted rules that regulate broker-dealer practices in connection with transactions in penny
stocks. Penny stocks are generally equity securities with a price of less than $5.00 (other than securities registered on certain national
securities exchanges or quoted on the NASDAQ system, provided that current price and volume information with respect to transactions
in such securities is provided by the exchange or system).
A
purchaser is purchasing penny stock, which limits the ability to sell the stock. Our shares constitute penny stock under the Securities
and Exchange Act. The shares will remain penny stocks for the foreseeable future. The classification of penny stock makes it more difficult
for a broker-dealer to sell the stock into a secondary market, which makes it more difficult for a purchaser to liquidate his/her investment.
Any broker-dealer engaged by the purchaser for the purpose of selling his or her shares in us will be subject to Rules 15g-1 through
15g-10 of the Securities and Exchange Act. Rather than creating a need to comply with those rules, some broker-dealers will refuse to
attempt to sell penny stock.
The
penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from those rules, to deliver
a standardized risk disclosure document, which:
●
contains a description
of the nature and level of risk in the market for penny stock in both public offerings and secondary trading;
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●
contains a description
of the broker’s or dealer’s duties to the customer and of the rights and remedies available to the customer with respect
to a violation of such duties or other requirements of the Securities Act of 1934, as amended;
●
contains a brief, clear,
narrative description of a dealer market, including “bid” and “ask” price for the penny stock and the significance
of the spread between the bid and ask price;
●
contains a toll-free telephone
number for inquiries on disciplinary actions;
●
defines significant terms
in the disclosure document or the conduct of trading penny stocks; and
●
contains such other information
and is in such form (including language, type, size, and format) as the SEC shall require by rule or regulation.
The
broker-dealer also must provide, prior to effecting any transaction in a penny stock, to the customer:
●
the bid and offer quotations
for the penny stock;
●
the compensation of the
broker-dealer and its salesperson in the transaction;
●
the number of shares to
which such bid and ask prices apply, or other comparable information relating to the depth and liquidity of the market for such stock;
and
●
monthly account statements
showing the market value of each penny stock held in the customer’s account.
In
addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from those rules; the broker-dealer
must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser’s
written acknowledgment of the receipt of a risk disclosure statement, a written agreement to transactions involving penny stocks, and
a signed and dated copy of a written suitability statement. These disclosure requirements will have the effect of reducing the trading
activity in the secondary market for our stock because it will be subject to these penny stock rules. Therefore, shareholders may have
difficulty selling their securities.
Reports
We
will furnish annual financial statements to our shareholders, audited by our independent registered public accounting firm, and will
furnish un-audited quarterly financial statements in our quarterly reports filed electronically with the SEC. All financial statements
and information filed by us can be found at the SEC website, www.sec.gov.
Transfer
Agent
The
Company has retained Computershare Investor Services Inc., 1500 Robert-Bourassa Blvd., 7 th Floor, Montreal, Quebec, H3A 3S8,
as its transfer agent.
Number
of Equity Security Holders
As
of June 8, 2021, we had 23 holders of record of our common stock. This does not include beneficial owners holding common stock in
street name. As such, the number of beneficial holders of our shares could be substantially larger than the number of shareholders
of record.
Dividend
Policy
We
have no current plans to pay dividends. We currently anticipate that we will retain all of our future earnings, if any, for use in the
development and expansion of our business and for general corporate purposes. Any determination to pay dividends in the future will be
at the discretion of our Board and will depend upon our results of operations, financial condition, and other factors that the Board,
in its discretion, may deem relevant. There are no restrictions, other than applicable law, on the ability of the Board to declare and
pay dividends.
Recent
Sales of Unregistered Securities
None.
Repurchase
of Equity Securities
None.
Information
About Our Equity Compensation Plans
The
information required under this heading is incorporated herein by reference to the applicable information set forth in Item 12 of this
Annual Report on Form 10-K.
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ITEM 6.
SELECTED FINANCIAL DATA
As
a Smaller Reporting Company, as defined by Rule 12b-2 of the Exchange Act and in Item 10(f)(1) of Regulation S-K, we are electing scaled
disclosure reporting obligations and therefore are not required to provide the information requested by this Item.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.