Equity Distribution Sales
Pursuant to the terms and
conditions of that certain Equity Distribution Agreement, dated as of March 3, 2020, by and between the Company and Maxim Group
LLC (“Maxim”), since the Company’s last update on March 27, 2020, the Company has sold 2,212,459 shares of Common
Stock at a weighted average price per share between $1.189 and $1.2797. These sales resulted in gross proceeds to the Company of
$2,732,354.27. The Company paid Maxim compensation of $109,294.17, based on a rate of 4.0% of the gross sales, for net proceeds
to the Company equal to $2,623,060.09. Such sales were made pursuant to the Registration Statement, the base prospectus dated June
5, 2018 included in the Registration Statement and the prospectus supplement relating to the offering filed with the SEC on March
3, 2020.
Exchange
Agreements
Since
April 1, 2020, the Company has entered into agreements to issue an aggregate of 537,517 shares of Common Stock (the “Exchange
Shares”) to the holders of those certain outstanding promissory notes issued on December 21, 2018 and August 8, 2019 (each,
an “Original Note” and together, the “Original Notes”), at a weighted average price per share equal to
$1.12, which was equal to the Minimum Price as defined in Nasdaq Listing Rule 5635(d) in each case. Pursuant to such exchange
agreements, the Company and the noteholders agreed to (i) partition new promissory notes in the form of the Original Notes in
the aggregate original principal amount equal to $604,645.55 and then cause the outstanding balance of the Original Notes to be
reduced by $604,645.55; and (ii) exchange the partitioned notes for the delivery of the Exchange Shares. As of the
date of this Current Report on Form 8-K, the Original Note, issued on December 21, 2018, has been satisfied in full.
Cautionary Note Regarding Forward-Looking
Statements
The information contained
in this Current Report on Form 8-K and the exhibits attached hereto contain “forward-looking” statements within the
meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, statements related to the benefits
of the Transaction. The words “intend,” “may,” “should,” “would,” “expect,”
“plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential”
or “continue” or the negative of these terms or other comparable terminology are intended to identify forward-looking
statements, although not all forward-looking statements contain these identifying words. While the Company believes its plans,
intentions and expectations reflected in those forward-looking statements are reasonable, these plans, intentions or expectations
may not be achieved. The Company’s actual results, performance or achievements could differ materially from those contemplated,
expressed or implied by the forward-looking statements. For information about the factors that could cause such differences, please
refer to the Company’s filings with the SEC. Given these uncertainties, you should not place undue reliance on these forward-looking
statements. The Company assumes no obligation to update any forward-looking statement.