CALCULATION OF REGISTRATION FEE

Title of each class of securities to be registered

Amount to be registered

Proposed maximum offering price per unit

Proposed maximum aggregate offering price

Amount of registration fee

Common stock, $0.000666 per share

11,187,363 (1)

$0.89 (1)

$10,000,000 (1)

$927 (2)

(1) Estimated per share offering price and maximum number of shares to be purchased and resold by selling stockholder based upon NYSE American LLC limitations on the maximum number of securities that may be offered without shareholder approval and contractual maximum commitment of $10,000,000.

(2) Registration fee calculated pursuant to Rule 457(o) under the Securities Act, based on aggregated maximum offering price and number of securities to be sold by the registrant.