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Item
1.02 Termination of a Material Definitive Agreement.
On November 18, 2022, the Company notified Northland Securities, Inc., as agent (“Northland”), of its intent to terminate the Equity Distribution Agreement (the “Sales Agreement”) entered into with Northland on April 24, 2020. The termination of the Sales Agreement will be effective 10 days from the date of notification to Northland in accordance with the terms of the Sales Agreement. There are no penalties associated with the termination of the Sales Agreement.
The Company exercised its option to terminate the Sales Agreement prior to the expiration
date due to the fact that the Company no longer intends to utilize the Sales Agreement. The Company had utilized the Sales Agreement as a source of liquidity over its term, but now believes it has sufficient alternative ways to generate cash. Termination of the Sales Agreement will also stop further dilution of the Company’s stock ownership that resulted from sales thereunder.
Under the Sales Agreement, the Company may offer and sell, from time to time, through Northland, shares of the Company’s common stock,
par value, $0.01 per share, having an aggregate offering price of up to $13,850,000 (the “Shares”). The offer and sale of the Shares are made pursuant to a shelf registration statement on Form S-3 and the related prospectus (File No. 333-236859) filed by the Company with the Securities and Exchange Commission (the “SEC”) on March 3, 2020, as amended on March 23, 2020, and declared effective by the SEC on April 1, 2020.
The foregoing description of the Sales Agreement is not complete and is qualified in entirety by reference to the full text of such agreement, a copy of which was filed as
Exhibit 1.1 on Form 8-K on March 24, 2020.
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
