Item
3.02 Unregistered Sales of Equity Securities.
The
information provided in Items 1.01 of this Report with respect to the issuance of the Prefunded Warrants in exchange for the Common
Stock is incorporated by reference into this Item 3.02.
On
November 22, 2019, the Company issued 2,272,315 shares of restricted common stock to seven of its employees as employment compensation
pursuant to an exemption from registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities
Act”).
On
November 22, 2019, the Company issued 1,153,521 shares of restricted common stock to its three independent directors as board
compensation pursuant to an exemption from registration afforded by Section 4(a)(2) of the Securities Act.
On
November 26, 2019, the Company issued 200,000 shares of restricted common stock to a consultant for services rendered pursuant
to an exemption from registration afforded by Section 4(a)(2) of the Securities Act.
On
December 5, 2019, the Company issued 100,000 shares of restricted common stock to a consultant for services rendered pursuant
to an exemption from registration afforded by Section 4(a)(2) of the Securities Act.
On
December 9, 2019, the Company issued 600,000 shares of restricted common stock to a consultant for services rendered pursuant
to an exemption from registration afforded by Section 4(a)(2) of the Securities Act.
On
December 23, 2019, the Company issued 5,500 Series G-1 Convertible Preferred Shares to five institutional investors pursuant to
the terms of an exchange agreement, and warrants to purchase up to 4,750,000 shares of common stock pursuant to the terms of a
termination agreement. The Company relied on an exemption from registration provide by Section 3(a)(9) and Section 4(a)(2) of
the Securities Act in connection with the issuance of the preferred shares and warrants. For more information regarding these
issuances please see our Current Report on Form 8-K filed with the Securities and Exchange Commission (“SEC”) on December
24, 2019.
On
December 30, 2019, the Company issued 1,850,000 shares of restricted common stock to a consultant for services rendered pursuant
to an exemption from registration afforded by Section 4(a)(2) of the Securities Act.
On
January 17, 2020, the Company issued 1,000,000 shares of restricted common stock to a consultant for services rendered pursuant
to an exemption from registration afforded by Section 4(a)(2) of the Securities Act.
On
January 30, 2020, the Company issued 1,131,452 shares of restricted common stock to a consultant for cancellation of indebtedness
and 99,811 shares of restricted common stock to an employee as a catch up in value due pursuant to a purchase and sale agreement
related to a subsidiary, both pursuant to an exemption from registration afforded by Section 4(a)(2) of the Securities Act.
On
January 31, 2020, the Company issued 1,000,000 shares of restricted common stock to a consultant for services rendered pursuant
to an exemption from registration afforded by Section 4(a)(2) of the Securities Act.
On
January 31, 2020, the Company issued five institutional investors warrants to purchase up to 2,000,000 shares of common stock
at an exercise price of $1.00 per share pursuant to the terms of a waiver agreement. The Company relied upon the exemption
from registration provided by Rule 506(b) of Regulation D under the Securities Act, in connection with the issuance of such warrants.
For more information regarding the issuance of the warrants please see our Current Report on Form 8-K filed with the SEC on February
3, 2020.
On February 11, 2020, the Company issued
200,000 shares of restricted common stock to a consultant for cancellation of indebtedness pursuant to an exemption from registration
afforded by Section 4(a)(2) of the Securities Act.
The
total number of shares outstanding as of the date of this Report is 33,113,739.