SELLING
STOCKHOLDERS
Up
to 4,106,572 shares of Common Stock are currently being offered by the selling stockholders.
June
2019 Offering
On
June 19, 2019, pursuant to the 2019 Purchase Agreement, we sold 1,250 Series F Preferred units, for $2,000 per unit, with each
unit consisting of one (1) share of 0% Series F Preferred Stock, and 878 Class X Warrants. Concurrent with the June 2019 Offering,
we issued in a private placement to the investors in the June 2019 Offering 2,193,750 Class A Warrants, which were exercisable
into 219,375 shares of Common Stock (as adjusted for the 1-for-10 reverse stock split, effective March 19, 2020). The Class A
Warrants were issued to accredited investors (as defined in Rule 501(a) of Regulation D) pursuant to an exemption from registration
under Rule 506 of Regulation D of the Securities Act. Each Class A Warrant is exercisable to acquire one-tenth of a share of Common
Stock at an exercise price of $11.40 per whole share, commencing six (6) months from the date of issuance and will expire on a
date that is the five (5) year anniversary of the date of issuance. A holder of Class A Warrants has the right to exercise the
Class A Warrants on a “cashless” basis if at any time following the six-month anniversary of the initial issuance
of the Class A Warrants there is no effective registration statement registering, or the prospectus contained therein is not available
for the resale of the shares of Common Stock issuable upon exercise of Class A Warrants. A holder of a Class A Warrants may not
exercise any portion of such holder’s Class A Warrants to the extent that the holder, together with its affiliates, would
beneficially own more than 4.99% (or, at the election of the holder, 9.99%) of our outstanding shares of Common Stock immediately
after exercise, except that upon at least 61 days’ prior notice from the holder to us, the holder may increase the beneficial
ownership limitation to up to 9.99% of the number of shares of Common Stock outstanding immediately after giving effect to the
exercise.
In
December 2020, Class A Warrants representing 109,688 shares of Common Stock were exercised on a cashless basis resulting in the
issuance of 33,858 shares of Common Stock. Accordingly, Class A Warrants exercisable into an aggregate of 109,689 shares of Common
Stock remain outstanding.
Merger
On
August 10, 2020, we entered into the Merger Agreement, pursuant to which Acquisition Corp. merged with and into Northern Panther,
with Northern Panther surviving as a wholly-owned subsidiary of the Company.
At
the closing of the Merger, which occurred on August 11, 2020, the shares of common stock of Northern Panther outstanding immediately
prior to the Merger (other than shares held as treasury stock) were converted into (i) 581,053 shares of Common Stock and (ii)
106,894 shares of the Company’s Series H Preferred Stock, which Series H Preferred Stock converted into Common Stock on
a 1 for 10 basis upon receipt of the approval by the requisite vote of our stockholders at the at our 2020 Annual Meeting of Stockholders.
As previously disclosed, at our 2020 Annual Meeting of Stockholders, the stockholders approved the issuance of the Common Stock
underlying the Series H Preferred Stock. The Merger Consideration Shares were offered pursuant to and in reliance on the exemption
provided in Section 4(a)(2) under the Securities Act and Rule 506(b) promulgated thereunder.
2020
Private Placement
On
August 10, 2020, U.S. we entered into the 2020 Purchase Agreement with certain investors in connection with the Merger.
Pursuant
to the 2020 Purchase Agreement, we sold to the investors in a private placement (i) an aggregate of 921,666 shares of our Series
I Preferred Stock and (ii) 2020 Warrants to purchase an aggregate of 921,666 shares of Common Stock at an exercise price of $6.00
per share for aggregate consideration of $5,530,004. The 2020 Warrants are exercisable in whole or in part at any time, from time
to time following the initial exercise date, terminate five years following the issuance, and were subject to an exchange cap,
which prohibited the exercise of the 2020 Warrants if such exercise would result in a violation of the rules of the NASDAQ. As
previously disclosed, at our 2020 Annual Meeting of Stockholders, the stockholders approved the issuance of the Common Stock underlying
the Series I Preferred Stock and the 2020 Warrants. The Series I Preferred Stock, 2020 Warrants and the 2020 Warrant Shares were
offered pursuant to and in reliance on the exemption provided in Section 4(a)(2) under the Securities Act and Rule 506(b) promulgated
thereunder. A holder of a 2020 Warrant will have the right to exercise the 2020 Warrants on a “net issuance” basis
if at the time of exercise there is no effective registration statement registering, or the prospectus contained therein is not
available for the issuance of the 2020 Warrant Shares.
2021
Offering
On
January 28, 2021, pursuant to the 2021 Purchase Agreement, we sold 914,136 shares of Common Stock to certain institutional and
accredited investors at an offering price of $10.54 per share. Concurrent with the 2021 Offering, we issued in a private placement
to the investors in the 2021 Offering the 2021 Warrants to purchase up to 50% of the number of shares of Common Stock purchased
in the 2021 Offering by each such investor. The 2021 Warrants are exercisable into 457,068 shares of Common Stock. The 2021 Warrants
were offered pursuant to and in reliance on the exemption provided in Section 4(a)(2) under the Securities Act and Rule 506(b)
promulgated thereunder. Each 2021 Warrant is exercisable at an exercise price of $14.50 per share, commencing six (6) months from
the date of issuance, and will expire on a date that is the five (5) year anniversary of the initial exercise date. The exercise
price and number of shares of Common Stock issuable upon the exercise of the 2021 Warrants will be subject to adjustment in the
event of any stock dividend and split, reverse stock split, recapitalization, reorganization or similar transaction, as described
in the 2021 Warrants.
A
holder of 2021 Warrants will have the right to exercise the 2021 Warrants on a “cashless” basis if at any time following
the six-month anniversary of the closing of the 2021 Offering there is no effective registration statement registering, or the
prospectus contained therein is not available for the resale of the 2021 Warrant Shares. A holder of 2021 Warrants will not have
the right to exercise any portion of its 2021 Warrants if the holder, together with its affiliates, would beneficially own in
excess of 4.99% (or 9.99% at the election of the holder prior to the date of issuance) of the number of shares of Common Stock
outstanding immediately after giving effect to such exercise, provided that the holder may increase the beneficial ownership limitation
up to 9.99%. Any increase in the beneficial ownership limitation shall not be effective until 61 days following notice of such
change to the Company.
In
connection with the 2021 Offering, we agreed to pay Palladium an advisory fee, consisting of (i) cash compensation equal to 8.0%
of the gross proceeds raised in the 2021 Offering from the sale of Common Stock to certain of the investors, or an aggregate of
approximately $560,000 and (ii) the Palladium Warrant to purchase 46,490 shares of Common Stock (which equals 7% of the aggregate
number of shares sold in the 2021 Offering to certain investors) at an exercise price of $14.50 per share. The Palladium Warrant
has terms identical in all material respects to the 2021 Warrants. The Palladium Warrants were offered pursuant to the exemption
provided in Section 4(a)(2) under the Securities Act and Rule 506(b) promulgated thereunder.
Relationship
with the Selling Stockholders
Except
as described below, none of the selling stockholders has, or within the past three years has had, any position, office or other
material relationship with us.
Palladium
served as our financial advisor for the 2021 Offering and concurrent private placement for which it received compensation. In
addition, in April 2020, Palladium also served as our advisor in connection with a registered direct offering (the “April
2020 Offering”) of an aggregate of 357,142 shares of our Common Stock at an offering price of $5.60 per share and (ii) a
concurrent private placement of certain warrants to purchase an aggregate of 357,142 shares of Common Stock at an exercise price
of $7.00 per share issued to certain institutional investors pursuant to a securities purchase agreement, dated March 29, 2020.
Each
of Iroquois Master Fund Ltd., Iroquois Capital Investment Group LLC and Alpha Capital Anstalt participated in the April 2020 Offering,
the June 2019 Offering and 2021 Offering.
Each
of William Murray John and Lowell Schmidt participated in the 2020 Private Placement and 2021 Offering.
Luke
Norman participated in the June 2019 Offering and the 2020 Private Placement and Luke Norman Consulting Ltd., a company wholly
owned by Mr. Norman participated in the 2021 Offering.
Anna
Vladimirovna Kudrjasova participated in the 2020 Private Placement and Anaya Capital Co Ltd, a company controlled by Ms. Kudrjasova
participated in the 2021 Offering.
Since
August 11, 2020, George Bee has served as our Chief Executive Officer and President and is a member of our board of directors.
Since
his election at the 2020 Annual Meeting of Stockholders held on November 9, 2020, Robert W. Schafer has served as a member of
our board of directors.
Information
About Selling Stockholders Offering
The
shares of Common Stock being offered by the selling stockholders are those previously issued to the selling stockholders and
those issuable to the selling stockholders upon the exercise of the Warrants. For additional information regarding the issuances
of the Common Stock and Warrants, see “—June 2019 Offering”, “—Merger”, “—Private
Placement” and “—2021 Registered Direct Offering” above. We are registering the Warrant Shares in order
to permit the selling stockholders to offer the shares for resale from time to time.
The
table below lists the selling stockholders and other information regarding the ownership of the shares of Common Stock by each
of the selling stockholders. The second column lists the number of shares of Common Stock owned by each selling stockholder, based
on its ownership of the shares of Common Stock and securities convertible into shares of Common Stock, as of February 12, 2021,
assuming exercise of the securities convertible into shares of Common Stock held by the selling stockholders on that date, without
regard to any limitations on exercises.
The
third column lists the shares of Common Stock being offered by this prospectus by the selling stockholders.
This
prospectus generally covers the resale of the sum of (i) the maximum number of Class A Warrant Shares, (ii) the maximum number
of 2020 Warrant Shares, (iii) the maximum number of 2021 Warrant Shares, (iv) the maximum number of Palladium Warrant Shares,
(v) the maximum number of 2020 Shares, and (vi) the maximum number of Merger Consideration Shares. The table below assumes that
the outstanding Warrants were exercised in full as of the trading day immediately preceding the date this registration statement
was initially filed with the SEC, each as of the trading day immediately preceding the applicable date of determination and all
subject to adjustment as provided in the Purchase Agreements, without regard to any limitations on the exercise of the Warrants.
The fourth column assumes the sale of all of the shares offered by the selling stockholders pursuant to this prospectus. The fifth
column lists the percentages of shares of Common Stock owned by the selling stockholders after this offering, taking account of
any limitations on exercise set forth in the applicable convertible securities.
Under
the terms of the Class A Warrants, the 2021 Warrants and the Palladium Warrant, a selling stockholder may not exercise the Class
A Warrants, the 2021 Warrants or the Palladium Warrant to the extent such exercise would cause such selling stockholder, together
with its affiliates and attribution parties, to beneficially own a number of shares of Common Stock which would exceed 4.99% or
9.99%, as applicable, of our then-outstanding Common Stock following such exercise, excluding for purposes of such determination
shares of Common Stock issuable upon the exercise of the Class A Warrants, the 2021 Warrants and the Palladium Warrant, which
have not been exercised. The number of shares in the second column does not reflect this limitation. The selling stockholders
may sell all, some or none of their shares in this offering. See “Plan of Distribution.”
Name of Selling Stockholder
|
|
Number of shares of Common Stock Owned Prior to Offering
|
|
|
Maximum Number of shares of Common Stock to be Sold Pursuant to this Prospectus
|
|
|
Number of shares of Common Stock Owned After Offering
|
|
|
Percentage of Common Stock Owned After Offering
|
|
AKG Holdings LLC (1)
|
|
|
16,668
|
|
|
|
16,668
|
(2)
|
|
|
0
|
|
|
|
0
|
%
|
Blue Finn Group LLC (3)
|
|
|
333,332
|
|
|
|
333,332
|
(4)
|
|
|
0
|
|
|
|
0
|
%
|
Rhonda Michele Chu
|
|
|
3,332
|
|
|
|
3,332
|
(5)
|
|
|
0
|
|
|
|
0
|
%
|
Growth Ventures LLC (6)
|
|
|
333,334
|
|
|
|
333,334
|
(7)
|
|
|
0
|
|
|
|
0
|
%
|
High Standard Investment Trust (2019) (8)
|
|
|
8,334
|
|
|
|
8,334
|
(9)
|
|
|
0
|
|
|
|
0
|
%
|
JCK Trading Ltd (10)
|
|
|
218,334
|
|
|
|
218,334
|
(11)
|
|
|
0
|
|
|
|
0
|
%
|
JD Capital Holdings Ltd (12)
|
|
|
16,666
|
|
|
|
16,666
|
(13)
|
|
|
0
|
|
|
|
0
|
%
|
William Murray John
|
|
|
104,166
|
|
|
|
79,166
|
(14)
|
|
|
25,000
|
|
|
|
*
|
|
Anna Vladimirovna Kudrjasova
|
|
|
3,334
|
|
|
|
3,334
|
(15)
|
|
|
0
|
|
|
|
0
|
%
|
Hugh Nash
|
|
|
95,922
|
|
|
|
95,922
|
(16)
|
|
|
0
|
|
|
|
0
|
%
|
Luke Norman
|
|
|
202,282
|
|
|
|
202,282
|
(17)
|
|
|
0
|
|
|
|
0
|
%
|
Darren Pedersen
|
|
|
40,000
|
|
|
|
40,000
|
(18)
|
|
|
0
|
|
|
|
0
|
%
|
Phoenix Gold Fund Limited A/C (19)
|
|
|
429,819
|
|
|
|
429,819
|
(20)
|
|
|
0
|
|
|
|
0
|
%
|
Porter Partners L.P. (21)
|
|
|
149,110
|
|
|
|
149,110
|
(22)
|
|
|
0
|
|
|
|
0
|
%
|
Lowell Schmidt
|
|
|
350,265
|
|
|
|
320,265
|
(23)
|
|
|
30,000
|
|
|
|
*
|
|
Sterling Securities Int. Ltd (24)
|
|
|
60,000
|
|
|
|
60,000
|
(25)
|
|
|
0
|
|
|
|
0
|
%
|
Jhordan Steveson
|
|
|
29,824
|
|
|
|
29,824
|
(26)
|
|
|
0
|
|
|
|
0
|
%
|
Ryan Trasolini
|
|
|
50,000
|
|
|
|
50,000
|
(27)
|
|
|
0
|
|
|
|
0
|
%
|
Luke Norman Consulting Ltd. (28)
|
|
|
157,500
|
|
|
|
25,000
|
(29)
|
|
|
132,500
|
|
|
|
1.9
|
%
|
David Schmidt
|
|
|
30,000
|
|
|
|
10,000
|
(30)
|
|
|
20,000
|
|
|
|
*
|
|
Anaya Capital Co Ltd (31)
|
|
|
75,000
|
|
|
|
25,000
|
(32)
|
|
|
50,000
|
|
|
|
*
|
|
Iroquois Capital Investment Group LLC (33)
|
|
|
309,259
|
|
|
|
166,013
|
(34)
|
|
|
143,246
|
|
|
|
2.1
|
%
|
Iroquois Master Fund Ltd. (33)
|
|
|
173,879
|
|
|
|
89,878
|
(35)
|
|
|
84,001
|
|
|
|
1.2
|
%
|
Alpha Capital Anstalt (36)
|
|
|
339,180
|
|
|
|
166,034
|
(37)
|
|
|
173,146
|
|
|
|
2.5
|
%
|
Tim Sorensen
|
|
|
15,000
|
|
|
|
5,000
|
(38)
|
|
|
10,000
|
|
|
|
*
|
|
Robert Pollock
|
|
|
22,500
|
|
|
|
7,500
|
(39)
|
|
|
15,000
|
|
|
|
0
|
|
Hewlett Fund (40)
|
|
|
17,550
|
|
|
|
17,550
|
(41)
|
|
|
0
|
|
|
|
0
|
%
|
Palladium Capital Group, LLC (42)
|
|
|
46,490
|
|
|
|
46,490
|
(43)
|
|
|
0
|
|
|
|
0
|
%
|
1253371 BC Ltd. (44)
|
|
|
161,220
|
|
|
|
161,220
|
(45)
|
|
|
0
|
|
|
|
0
|
%
|
1253382 BC Ltd. (46)
|
|
|
124,420
|
|
|
|
124,420
|
(47)
|
|
|
0
|
|
|
|
0
|
%
|
1253369 BC Ltd. (48)
|
|
|
136,420
|
|
|
|
136,420
|
(49)
|
|
|
0
|
|
|
|
0
|
%
|
SC Strategy Consult AG (50)
|
|
|
161,220
|
|
|
|
161,220
|
(51)
|
|
|
0
|
|
|
|
0
|
%
|
Michael Atkinson
|
|
|
13,156
|
|
|
|
13,156
|
(52)
|
|
|
0
|
|
|
|
0
|
%
|
George Bee
|
|
|
210,820
|
|
|
|
160,820
|
(53)
|
|
|
50,000
|
|
|
|
*
|
%
|
Frank Curzio
|
|
|
99,210
|
|
|
|
99,210
|
(54)
|
|
|
0
|
|
|
|
0
|
%
|
Donald Garlikov
|
|
|
131,576
|
|
|
|
131,576
|
(55)
|
|
|
0
|
|
|
|
0
|
%
|
Michael Ho
|
|
|
39,467
|
|
|
|
39,467
|
(56)
|
|
|
0
|
|
|
|
0
|
%
|
Robert W. Schafer
|
|
|
103,674
|
|
|
|
99,210
|
(57)
|
|
|
4,464
|
|
|
|
*
|
|
Bryan Henry
|
|
|
75,000
|
|
|
|
25,000
|
(58)
|
|
|
50,000
|
|
|
|
*
|
|
Adrien Leathley
|
|
|
6,666
|
|
|
|
6,666
|
(59)
|
|
|
0
|
|
|
|
0
|
%
|
*
Less than 1%.
(1)
Asher Genoot has sole voting and dispositive power over the securities held for the account of this selling stockholder, as its
managing member. The selling stockholder’s address is 16192 Coastal Hwy, Lewes, Delaware 19958.
(2)
Represents (i) 8,334 2020 Shares and (ii) 8,334 shares of Common Stock issuable upon the exercise of the 2020 Warrants.
(3)
Peter Benz has sole voting and dispositive power over the securities held for the account of this selling stockholder, as its
managing member. The selling stockholder’s address is 532 Pima Canyon Ct., Las Vegas, Nevada 89144.
(4)
Represents (i) 166,666 2020 Shares and (ii) 166,666 shares of Common Stock issuable upon the exercise of the 2020 Warrants.
(5)
Represents (i) 1,666 2020 shares and (ii) 1,666 shares of Common Stock issuable upon the exercise of the 2020 Warrants.
(6)
Christoffer Green has sole voting and dispositive power over the securities held for the account of this selling stockholder,
as its chief executive officer. The selling stockholder’s address is PO Box 7800, Fujairah, UAE.
(7)
Represents 166,667 shares of Common Stock issuable upon the exercise of the 2020 Warrants.
(8)
Dan Kriznic has sole voting and dispositive power over the securities held for the account of this selling stockholder, as its
trustee. The selling stockholder’s address is 3855 159A St. Surrey, British Columbia V3Z 0Y3.
(9)
Represents (i) 4,167 2020 Shares and (ii) 4,167 shares of Common Stock issuable upon the exercise of the 2020 Warrants.
(10)
Jean Claude Ho has sole voting and dispositive power over the securities held for the account of this selling stockholder, as
a director. The selling stockholder’s address is 595 Howe St, 10th Fl., Vancouver, British Columbia V6C 2T5.
(11)
Represents (i) 109,167 2020 Shares and (ii) 109,167 shares of Common Stock issuable upon the exercise of the 2020 Warrants.
(12)
James Duerbeck has sole voting and dispositive power over the securities held for the account of this selling stockholder, as
its president. The selling stockholder’s address is 3434 Valewood Rd., Oakton, Virginia 22124.
(13)
Represents (i) 8,333 2020 Shares and (ii) 8,333 shares of Common Stock issuable upon the exercise of the 2020 Warrants.
(14)
Represents (i) 33,333 2020 Shares, (ii) 33,333 shares of Common Stock issuable upon the exercise of the 2020 Warrants and (iii)
12,500 shares of common stock issuable upon exercise of the 2021 Warrants.
(15)
Represents (i) 1,667 2020 Shares and (ii) 1,667 shares of Common Stock issuable upon the exercise of the 2020 Warrants.
(16)
Represents (i) 10,000 2020 Shares, (ii) 10,000 shares of Common Stock issuable upon the exercise of the 2020 Warrants and (iii)
75,922 Merger Consideration Shares.
(17)
Represents (i) 2,282 shares of Common Stock issuable upon the exercise of the Class A Warrants, (ii) 100,000 2020 Shares, and
(iii) 100,000 shares of Common Stock issuable upon the exercise of the 2020 Warrants.
(18)
Represents (i) 20,000 2020 Shares and (ii) 20,000 shares of Common Stock issuable upon the exercise of the 2020 Warrants.
(19)
David Crichton Watt has sole voting and dispositive power over the securities held for the account of this selling
stockholder, as director. The selling stockholder’s address is Suite 10.3, 10th Fl, West Wing, Rohas Pure Circle, No.
9, Jalan P. Ramlee. Kuala Lumpur, 50250.
(20)
Represents (i) 83,333 2020 Shares and (ii) 83,333 shares of Common Stock issuable upon the exercise of the 2020 Warrants.
(21)
Jeffrey Porter, has sole voting and dispositive power over the securities held for the account of this selling stockholder, as
its general partner. The selling stockholder’s address is 300 Drakes Landing Rd, Ste 171, Greenbrae, California 94904.
(22)
Represents (i) 41,666 2020 Shares, (ii) 41,666 shares of Common Stock issuable upon the exercise of the 2020 Warrants and (iii)
65,778 Merger Consideration Shares.
(23)
Represents (i) 100,000 2020 Shares, (ii) 100,000 shares of Common Stock issuable upon the exercise of the 2020 Warrants, (iii)
105,265 Merger Consideration Shares and (iv) 15,000 shares of Common Stock issuable upon the exercise of the 2021 Warrants.
(24)
Christopher Bonvini has sole voting and dispositive power over the securities held for the account of this selling stockholder,
as director. The selling stockholder’s address is Suite #6203 Imossi House, Irish Town, Gibraltar GX11 1AA.
(25)
Represents (i) 30,000 2020 Shares and (ii) 30,000 shares of Common Stock issuable upon the exercise of the 2020 Warrants.
(26)
Represents (i) 11,667 2020 Shares, (ii) 11,667 shares of Common Stock issuable upon the exercise of the 2020 Warrants and (iii)
13,156 Merger Consideration Shares.
(27)
Represents (i) 25,000 2020 Shares and (ii) 25,000 shares of Common Stock issuable upon the exercise of the 2020 Warrants.
(28)
Luke Norman has sole voting and dispositive power over the securities held for by this selling stockholder, as the sole owner
of Luke Norman Consulting Ltd. The selling stockholder’s address is 8142 Muirfield Crescent, Whistler, British Columbia
V8E 1J7.
(29)
Represents 25,000 shares of Common Stock issuable upon the exercise of the 2021 Warrants.
(30)
Represents 10,000 shares of Common Stock issuable upon the exercise of the 2021 Warrants.
(31)
Anna Kudrjasova has sole voting and dispositive power over the securities held for the account of this selling stockholder, as
director. The selling stockholder’s address is 5709 Cayan Tower, Dubai Marina, Dubai, UAE 643671.
(32)
Represents 25,000 shares of Common Stock issuable upon the exercise of the 2021 Warrant.
(33)
Richard Abbe has the sole authority and responsibility for the investments made on behalf of Iroquois Capital Investment Group
LLC (“ICIG”) as its managing member and shares authority and responsibility for the investments made on behalf of
Iroquois Master Fund Ltd. (the “Fund”) with Kimberly Page, each of whom is a director of the Fund. As such, Mr. Abbe
may be deemed to be the beneficial owner of all shares of common stock held by and underlying the 2021 Warrants (subject to the
beneficial ownership blockers) held by the Fund and ICIG. Each of the Iroquois Funds and the selling stockholders disclaims any
beneficial ownership of any such shares of common stock, except to the extent of their pecuniary interest therein. The selling
stockholder’s address is 125 Park Ave., 25th Fl. NY, NY 10017.
(34)
Represents (i) 58,091 shares of common stock issuable upon exercise of the Class A Warrants and (ii) 107,922 shares
of common stock issuable upon exercise of the 2021 Warrants.
(35)
Represents (i) 31,766 shares of common stock issuable upon exercise of the Class A Warrants and (ii) 58,112 shares of common
stock issuable upon exercise of the 2021 Warrants.
(36)
Konrad Ackermann and Nicola Feuerstein each has sole voting and dispositive power over the securities held for the account of
this selling stockholder. The selling stockholder’s address is Lettstrasse 32, 9490 Vaduz, Principality of Liechtenstein.
(37)
Represents 166,034 shares of common stock issuable upon exercise of the 2021 Warrants.
(38)
Represents 5,000 shares of common stock issuable upon exercise of the 2021 Warrants.
(39)
Represents 7,500 shares of common stock issuable upon exercise of the 2021 Warrants.
(40)
Martin Chopp has sole voting and dispositive power over the securities held for the account of this selling stockholder,
as its general partner. The selling stockholder’s address is 100 Merrick Road, Suite 400W Rockville Center NV 11570.
(41)
Represents 17,550 shares of common stock issuable upon exercise of the Class A Warrants.
(42)
Joel Padowitz has sole voting and dispositive power over the securities held for the account of this selling stockholder. The
selling stockholder’s address is 10 Rockefeller Plaza, #909, New York, NY 10020.
(43)
Represents 46,490 shares of common stock issuable upon exercise of the Palladium Warrant.
(44)
Richard Silas has sole voting and dispositive power over the securities held for the account of this selling stockholder. The
selling stockholder’s address is Suite 1202, 1516 Davie Street, Vancouver, BC V6G 1V6.
(45)
Represents 161,220 Merger Consideration Shares.
(46)
Jeff O’Neill has sole voting and dispositive power over the securities held for the account of this selling stockholder.
The selling stockholder’s address is Suite 205, 2665 W Broadway, Vancouver, BC V6K 2G2.
(47)
Represents 124,240 Merger Consideration Shares.
(48)
Justin Fraser has sole voting and dispositive power over the securities held for the account of this selling stockholder. The
selling stockholder’s address is 433 E Queens Rd., N. Vancouver V7N 4E7.
(49)
Represents 136,420 Merger Consideration Shares.
(50)
Bjoern Paffrath has sole voting and dispositive power over the securities held for the account of this selling stockholder. The
selling stockholder’s address is Poststrasse 1, Herisau, 9100, Switzerland.
(51)
Represents 161,220 Merger Consideration Shares.
(52)
Represents 13,156 Merger Consideration Shares.
(53)
Represents 160,820 Merger Consideration Shares.
(54)
Represents 99,210 Merger Consideration Shares.
(55)
Represents 131,576 Merger Consideration Shares.
(56)
Represents 39,467 Merger Consideration Shares.
(57)
Represents 99,210 Merger Consideration Shares.
(58)
Represents 25,000 shares of common stock issuable upon exercise of the 2021 Warrants.
(59)
Represents (i) 3,333 2020 Shares and (ii) 3,333 shares of Common Stock issuable upon the exercise of the 2020 Warrants.