UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
−Removed: Initial Public Offering
−Removed: On August 11, 2023, the Company
−Removed: consummated its IPO, conducted on a firm commitment basis, pursuant to which it sold 1,098,667 shares of its common stock at a price of
−Removed: $6.00 per share, resulting in gross proceeds to the Company of approximately $6.6 million.
−Removed: Net proceeds to the Company, after deducting
−Removed: underwriting discounts and commissions and offering expenses paid by the Company, were approximately $6.1 million.
−Removed: Alexander acted as
−Removed: sole book-running manager for the offering and Spartan Capital Securities, LLC acted as co-manager for the offering.
−Removed: underwriters did not exercise their option to purchase up to an additional 164,801 shares
−Removed: of common stock.
−Removed: All shares sold in our IPO
−Removed: were registered pursuant to the Registration Statement, declared effective by the SEC on August 8, 2023.
−Removed: The offering terminated
−Removed: after the sale of all securities registered pursuant to the Registration Statement.
−Removed: On May 4, 2023, the Company
−Removed: amended the Executive Employment Agreements dated August 9, 2022 to state that the deferred bonuses and one-time incentive bonuses will
−Removed: be contingent upon the public offering.
−Removed: As such, upon closing of the IPO, the one-time inventive payments totaling $1.1 million became
−Removed: due immediately.
−Removed: The closing of the initial public offering also triggered the deferred bonus program to exercise stock options granted
−Removed: The Company will give each employee a cash reimbursement to exercise their options.
−Removed: The cash reimbursement will be in an
−Removed: amount equal to (i) the aggregate of the strike price or exercise price of all Stock Options, as defined hereinafter plus (ii) a tax gross-up
−Removed: payment on the Aggregate Strike Price reasonably calculated by the Company at the highest marginal rates so that after payment of all
−Removed: ordinary income taxes on such Aggregate Strike Price, there remains an amount sufficient to pay such ordinary income taxes.
−Removed: The cash reimbursement
−Removed: will be issued 20% equally during the years 2024 – 2028.
−Removed: The employee must exercise the options on or before the annual deferral
−Removed: bonus payment date to receive the bonus.
−Removed: There are a total of 1,238,712 options pertaining to these agreements with an exercise price
−Removed: been no material change in the planned use of proceeds from the IPO as described in the Prospectus.
−Removed: Unregistered Sales of Equity
+Added: Sales of Equity Securities
March through July 2023, we entered into Securities Purchase Agreements (the “2023 SPAs”) which provide for advances of up
13 unchanged sentences
DEFAULTS UPON SENIOR SECURITIES.
+Added: MINE SAFETY DISCLOSURES
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.