|
Security Type
|
Security
Class Title
|
Fee
Calculation
Rule
|
Amount Registered(1)
|
Proposed
Maximum
Offering
Price Per
Share(2)
|
Maximum
Aggregate
Offering
Price
|
Fee
Rate
|
Amount of Registration
Fee
|
|||||||||
|
Fees to Be Paid
|
Equity
|
Common
Stock, par
value
$0.0001 per
share
|
457(c)
|
5,000,000
|
$0.2135
|
$1,067,500
|
0.00015310
|
$163.43
|
||||||||
|
Fees to Be Paid
|
Equity
|
Common
Stock, par
value
$0.0001 per share,
underlying debentures
|
457(c)
|
45,555,556
|
$0.2135
|
9,726,111.21
|
0.00015310
|
$1,489.07
|
||||||||
|
Total Offering Amounts
|
$10,793,611.21
|
$1,652.50
|
||||||||||||||
|
Total Fees Previously Paid
|
—
|
|||||||||||||||
|
Total Fee Offsets
|
—
|
|||||||||||||||
|
Net Fee Due
|
$1,652.50
|
|||||||||||||||
|
(1)
|
This Registration Statement registers the resale of up to 50,555,556 shares of common stock (the “Common Stock”) of the Registrant comprising (i) 5,000,000 shares of Common Stock held by the selling stockholders (the “Selling Securityholders”)
named in this Registration Statement on Form S-3 (“Registration Statement”) and (ii) 45,555,556 shares of Common Stock issuable upon the conversion of the remaining
outstanding aggregate principal amount of senior secured convertible debentures due May 24, 2026, at a price per share of $0.27, less 10,000,000 shares previously registered on a Registration Statement on Form S-3 (File No.
333-280098), filed with the Securities and Exchange Commission on June 10, 2024. Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”),
this Registration Statement also covers any additional number of shares of common stock issuable upon stock splits, stock dividends, or other distribution, recapitalization or similar events with respect to the shares of common stock
being registered pursuant to this registration statement.
|
|
(2)
|
Estimated solely for purposes of calculating the registration fee pursuant to Rule 457(c) under the Securities Act, based on the
average of the high and low price per share of the Registrant’s common stock as reported on The Nasdaq Capital Market on December 27, 2024.
|