Item 2. Unregistered Sales of Equity Securities
ITEM
2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
The
Company issued and sold the following Common Shares in reliance on exemptions from the registration requirements of the Securities
Act:
Date
Gross Proceeds (000s)
Shares Issued
Price/Share
July 19, 2024 (1)
$ 553.8
258,347
$ 2.1435
August 28, 2024 (2)
140.2
75,000
1.8700
September 3, 2024 (2)
124.1
71,000
1.7473
September 6, 2024 (2)
118.2
71,500
1.6534
September 16, 2024 (2)
124.2
72,000
1.7253
September 19, 2024 (2)
85.1
49,750
1.7099
September 25, 2024 (2)
101.0
60,000
1.6669
(1)
Issued
in reliance on Section 3(a)(9) of the Securities Act, in connection with the voluntary conversion of a portion of the amount
outstanding under the Convertible Debentures and based upon representations and warranties of Yorkville in connection therewith.
(2)
Issued in reliance
on Section 4(a)(2) of the Securities Act in connection with the closing of an advance under the Yorkville Equity Facility
Financing Agreement and based upon representations and warranties of Yorkville in connection therewith.
ITEM
3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM
4. MINE SAFETY DISCLOSURES
Pursuant
to Section 1503(a) of the Dodd-Frank Act, issuers that are operators, or that have a subsidiary that is an operator, of a coal
or other mine in the United States are required to disclose specified information about mine health and safety in their periodic
reports. These reporting requirements are based on the safety and health requirements applicable to mines under the Federal Mine
Safety and Health Act of 1977 (the “Mine Act”) which is administered by the U.S. Department of Labor’s Mine
Safety and Health Administration (“MSHA”). During the three-month period ended September 30, 2024, the Company and
its subsidiaries and their properties or operations were not subject to regulation by MSHA under the Mine Act and thus no disclosure
is required under Section 1503(a) of the Dodd-Frank Act.
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