NOTE 11 – SUBSEQUENT EVENTS

Securities Purchase Agreement

On July 2, 2020, the Company entered into a securities purchase agreement (“Purchase Agreement”) with certain institutional investors (“Investors”) for the sale by the Company in a private placement of 1,250,000 shares (“Shares”) of the Company’s common stock, $0.0001 par value per share (“Common Stock”), at a purchase price of $2.25 per share. Additionally, at Closing (as defined below) each Investor received a common stock purchase warrant (“Warrant”) to purchase up to a number of shares of Common Stock equal to, for each Share purchased by an Investor, 0.5 shares of Common Stock issuable upon exercise of the Warrants.

The Purchase Agreement contains customary representations, warranties and covenants by the Company, customary conditions to closing, indemnification obligations of the Company and the Investors, including for liabilities under the Securities Act of 1933, as amended, other obligations of the parties and termination provisions. The representations, warranties and covenants contained in the Purchase Agreement were made only for purposes of such agreement and as of specific dates, were solely for the benefit of the parties to such agreements and may be subject to limitations agreed upon by the contracting parties.

The Warrants have an exercise price of $3.13 per share, are exercisable beginning on July 7, 2020 and have a term of five years.

The closing of the private placement took place on July 7, 2020. The aggregate net proceeds from the sale of the Shares and Warrants was approximately $2,629. The Company intends to use the net proceeds from the private placement for working capital purposes.

The following proforma information details the effect of our private placement of securities on July 2, 2020 as if it occurred at June 30, 2020.