The accompanying notes are an integral part of these auditedunaudited condensed financial statements

NEWPOINT FINANCIAL CORP.

UNAUDITED STATEMENT OF CASH FLOWS

The accompanying notes are an integral part of these auditedunaudited condensed financial statements

Newpoint Financial Corp.

Notes to Condensed Financial Statements March 31, 2020

June 30, 2021

(Unaudited)

NOTE 1 – ORGANIZATION AND NATURE OF BUSINESS

Newpoint Financial Corp. (“Newpoint”or “the Company”) was initially incorporated in the State of Delaware on November 16, 2005 under the name Blue Ribbon Pyrocool, Inc. (“Blue Ribbon”). Blue Ribbon changed its name to Classic Rules Judo Championships, Inc. on July 15, 2008 then to Judo Capital Corp on February 15, 2017. The entity is referred to as “the Company”. The Company formed a subsidiary in the State of Connecticut on August 13, 2008 named Classic Rules World Judo Championships, Inc. to develop an annual judo championship tournament, this subsidiary is no longer active and has ceased to exist.

On June 2, 2014,In October 2020, the Company ceasedexecuted a transaction where the primary shareholder liquidated their shares in exchange cash and stock considerations. As a result of the transaction Judo Capital Corp changed its principal activities of hosting and sponsoring judo tournaments and dissolved Classic Rules World Judo Championships, Inc. The Company had plannedname to operate in real estate investment market focused in the New York City metropolitan area. On February 28, 2018, the Company ceased its plans to operate in the real estate investment market.Newpoint Financial Corp. On January 19, 2021, the Company had a 500-1 reverse stock split with FINRA and Change of Control.Control, which has been stated retroactively throughout the 10-Q. On February 9, 2021, new officers and directors were elected and the name of the Company was changed to Newpoint Financial Corp. (Delaware). On on February 12, 2021. The Company will acquire other organizations in the capacity as a holding company.

NOTE 2 – GOING CONCERN. CURRENT PERIOD RESTATEMENT

The organizations going concern issue has been eliminated byCompany is filing this amended Form 10Q/A (the Amended Report) to amend our quarterly report for the quarter ended June 30, 2021, which was originally filed with the U.S. Securities and Exchange Commission (the “SEC”) on September 7, 2021 (the “Original Report”), to restate our condensed financial statements for the three and six months ended June 30, 2021. As a result, the previously filed unaudited condensed financial statements for the period ended June 30, 2021, should no longer be relied upon.

The Company did not properly identify multiple errors throughout the Form 10Q, which resulted in the Company inappropriately stating total expenses, liabilities, common stock, additional paid-in capital and the total accumulated deficit for the six months ended June 30, 2021. These errors were the result of the Company inappropriately recording expenses from a related party that were not liabilities to Newpoint and the Company inappropriately recording a stock sale. In both the changefirst and second quarter of control2021 the Company recorded additional liabilities to the Company of $102,905 and an injection$12,978, which were not expenses or liabilities to Newpoint. These errors resulted in a decrease in the Due to Related Party liability of $115,883 as of June 30, 2021.

In March 2021 the Company executed a stock sale which alleviated multiple historical liabilities which were not properly adjusted. This error overstated total liabilities of Newpoint by $87,035 in both the first and second quarter of 2021. As a result of this transaction and the 500-1 stock split the Company also, inappropriately calculated the total outstanding common shares. As of June 30, 2021, the total outstanding common shares were 19,153,923 shares rather than the 216,185 shares previously presented. As a result of these errors, the Company also increased the common stock and additional paid in capital balances by $18,938 and $68,097, respectively.

The cumulative impact of these errors outlined herein resulted in a decrease in the net loss per common share of $0.2380 and $0.8069 for the three and six months ended June 30, 2021. These changes to the balance sheet, statement of comprehensive income and the statement of stockholders’ equity also resulted in changes to the statement of cash to the company.flows as of June 30, 2021.

NOTE 3. 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying condensed unaudited interim financial statements as of the three months ended March 31, 2021 and March 31, 2020 have been prepared in accordance with accounting principles generally acceptedthe rules and regulations of the Securities and Exchange Commission (the SEC) for interim financial statement presentation and in accordance withinformation, including the instructions to the Form 10-Q. Accordingly, they do not include all the information and footnotes required by accounting principles generally accepted in the United States of America(U.S. GAAP) for complete financial statement presentation. They should be read in conjunction with the Company’s annual report on Form 10- K for the year ended December 31, 2020. In the opinion of management, the financial statements contain all adjustments (consisting only of normal recurring accruals) necessary to fairly present the financial position, as of March 31, 2021 and the results of operations for the three months ended March 31, 2021 and 2020 and cash flows for the three months ended March 31, 2021 and 2020.interim periods presented. The results of operations for the threesix months ended March 31,June 30, 2021 are not necessarily indicative of the results to be expected for the full year.

Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and expenses during the reporting period. On an on-going basis, the Company evaluates its estimates. Actual results and outcomes may differ materially from the estimates as additional information becomes known.

Reclassifications

Certain reclassifications have been made to the presentation for the three months ended March 31, 2021 to make them comparable to the current years’ presentation.

Cash and Cash Equivalents

Cash and cash equivalents includes highly liquid investments with original maturities of three months or less. On occasion, the Company has amounts deposited with financial institutions in excess of federally insured limits.

Newpoint Financial Corp.

Notes to Condensed Financial Statements March 31, 2020

(Unaudited)June 30, 2021

(Unaudited)

NOTE 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Fair Value of Financial InstrumentsIncome Taxes

The Company measures certain financial assets and liabilities at fair value based on the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants. The carrying value of cash and cash equivalents and accounts payable approximate their fair value because of the short-term nature of these instruments and their liquidity. Management is of the opinion that the Company is not exposed to significant interest or credit risks arising from these financial instruments.

Income Taxes

Deferred income tax assets and liabilities are determined based on the estimated future tax effects of net operating loss and credit carryforwards and temporary differences between the tax basis of assets and liabilities and their respective financial reporting amounts measured at the current enacted tax rates. The Company records an estimated valuation allowance on its deferred income tax assets if it is not more likely than not that these deferred income tax assets will be realized.

The Company recognizes a tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. As of the previous years endedJune 30, 2021 and December 31, 2020 and 2019, the Company has not recorded any unrecognized tax benefits.

Segment Reporting

The Company’s business currently operates in one segment.

Net Loss per Share

The computation of basic net loss per common share is based on the weighted average number of shares that were outstanding during the year. The computation of diluted net loss per common share is based on the weighted average number of shares used in the basic net loss per share calculation plus the number of common shares that would be issued assuming the exercise of all potentially dilutive common shares outstanding using the treasury stock method. See Note 4. Net Loss Per Share.5. Stockholders’ Deficit.

Recently Issued Accounting Pronouncements

TheIn 2018, the Company reviews newadopted the Financial Accounting Standards Board’s (FASB) Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers (Topic 606), and additional ASUs issued to clarify the guidance in ASU 2014-09 (collectively, the revenue standard), which amends the existing accounting standards as issued. Although some of these accounting standards issued or effective after the end of the Company’s previous fiscal year may be applicable tofor revenue recognition. As the Company it has not identified any standards that it believes merit further discussion. The Company does not expectno revenue generating activities the adoption of any recently issued accounting pronouncements to have a significantthe revenue standard had no impact on its financial position, resultsthe Company.

In 2019, the Company adopted FASB ASU 2016-02, Leases (Topic 842), which provides an updated definition of operations, or cash flows.

Related Parties

a lease contract, including guidance on the combination and separation of contracts. The standard requires lessees recognize a right-of-use asset and a lease liability for all lease contracts. The Company follows subtopic 850-10 ofhas determined it does not have any lease agreements and as a result this standard has not impacted the FASB Accounting Standards Codification for the identification of related parties and disclosure of related party transactions.Company’s financial statements..

Pursuant to Section 850-10-20 the related parties include (a) affiliates of the registrant; (b) entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825–10–15, to be accounted for by the equity method by the investing entity; (c) trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; (d) principal owners of the Company; (e) management of the Company; (f) other parties with whichNOTE 4 – GOING CONCERN

The accompanying condensed financial statements have been prepared assuming the Company may deal if one party controls or can significantly influencewill continue as a going concern, which contemplates the management or operating policiesrealization of assets and the other to an extent that onesatisfaction of the transacting parties might be prevented from fully pursuing its own separate interests; and (g) Other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests.

Newpoint Financial Corp.

Notes to Financial Statements March 31, 2020

(Unaudited)

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Related Parties (Continued)

The financial statements include disclosures of material related party transactions, other than compensation arrangements, expense allowances, and other similar itemsliabilities in the ordinarynormal course of business. However, disclosureThe Company has0 current or historical revenues, has incurred net losses of transactions$38,622 and $3,042 during the three months ended June 30, 2021 and 2020 and $59,546 and $6,320 for the six months ended June 30, 2021 and 2020, respectively. The Company has an accumulated deficit of $504,458 and$444,912 as of June 30, 2021 and December 31, 2020, and has experienced negative cash flows from operations. These circumstances raise substantial doubt about the Company’s ability to continue as a going concern for the year following the sate the condensed financial statements were available to be issued. The accompanying condensed financial statements do not include any adjustments that are eliminatedmight result from the outcome of this uncertainty.

The Company plans to raise additional capital and will continue to have its expenditures paid for by a related entity (see Note 6). Failure to raise adequate capital and generate adequate sales revenues could result in the preparation of financial statements is not required in those statements. The disclosures shall include: (a)Company having to curtail or cease operations. Additionally, even if the nature ofCompany does raise sufficient capital to support its operating expenses and generate adequate revenues, there can be no assurance that the relationship(s) involved; (b) description of the transactions, including transactionsrevenue will be sufficient to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented,enable it to develop business to a level where it will generate profits and such other information deemed necessarycash flows from operations.

Newpoint Financial Corp.

Notes to an understanding of the effects of the transactions on the financial statements; (c) the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and (d) amounts due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement.Condensed Financial Statements

June 30, 2021

(Unaudited)

NOTE 45 – STOCKHOLDERS’ DEFICIT

Preferred Stock

Preferred Stock

The Company is authorized to issue 50,000,000 shares of preferred stock with a par value of $0.001$0.001 per share. There were no0 shares of preferred stock issued or outstanding as of March 31, 2020June 30, 2021 or December 31, 2020.

Common Stock

 Stock

The Company is authorized to issue up to 100,000,000 shares of common stock with a par value of $0.001$0.001 per share. As of March 31,June 30, 2021 and December 31, 2020 there were 19,153,923 and 216,185 shares of common stock issued and outstanding.outstanding, respectively.

In February 2021, the Company finalized a 500-1 reverse stock split. This transaction has been retroactively stated in the condensed financial statements for the basic & diluted loss per common share within the statement of operations within all applicable reporting periods presented.

NOTE 6 – RELATED PARTY TRANSACTIONS

Throughout 2021, the Company has incurred various expenses, totaling $59,546 which have been paid for by a related entity and will be repaid at a later date by the Company. This liability is non-interest bearing and does not include any guarantees or collateral to the related entity. The liability is not expected to be repaid within the next twelve months and as a result is classified as a long-term liability.

The Company currently operates out of an office of a related party free of rent.

NOTE 57 – SUBSEQUENT EVENTS

On August 20, 2021, the Company entered into an agreement to purchase 37.5% of Citadel Risk Holdings, Inc, a Delaware Holding Corporation that owns all the shares in American Millennium Insurance Company, a New Jersey Corporation. The Company had evaluatedshall pay $1 million per year in exchange for 3.75% of Citadel’s common shares over the course of 10 years beginning December 31, 2021 until it has acquired all events occurring subsequent37.5%. The transaction is subject to approval by the balance sheet date and determined there are no additional events to disclose.New Jersey Insurance Commission.

Newpoint Financial Corp.

June 30, 2021

(Unaudited)

Item 2. Management'sManagement’s Discussion and Analysisof Financial Condition and Results of Operations

Forward-looking Information

This quarterly report on Form 10-Q quarterly report includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. All statements other than statements of historical facts, included in this Form 10-Q that address activities, events, or developments that we expect or anticipate will or may occur in the future, including such things as future capital expenditures (including the amount and nature thereof), business strategy and measures to implement strategy, competitive strength, goals, expansion and growth of our business and operations, plans, references to future success, reference to intentions as to future matters, and other such matters arecontains forward-looking statements. In some cases, you can identify forward- lookingforward-looking statements by terminology such as "may," "will," "should," "expects," "plans," "anticipates," "believes," "estimates," "predicts," "potential,"“may,” “will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” or "continue,"“continue,” or the negative of such terms or other comparable terminology. These statements are only predictions. Actual events or results may differ materially. Statements in this report that are not historical facts, including statements about management’s beliefs and expectations, constitute forward-looking statements. These statements are based upon certain assumptionson current plans, estimates and analysesprojections, and are subject to change based on a number of factors, including those outlined under Item 1A, Risk Factors, in our most recent annual report on Form 10-K, and any updated risk factors we include in our quarterly reports on Form 10-Q and other filings with the SEC. Forward- looking statements speak only as of the date they are made, by usand we undertake no obligation to update publicly any of them in light of our experiencenew information or future events.

Forward-looking statements involve inherent risks and our perceptionuncertainties. A number of historical trends, current conditions and expected future developments as well as otherimportant factors that we believe are appropriate in the circumstances. However, whethercould cause actual results to differ materially from those contained in any forward-looking statement. Such factors include, but are not limited to, the following:

Investors should carefully consider these factors and developments will conform tothe additional risk factors outlined in more detail under Item 1A, Risk Factors, in our expectations and predictions is subject to a number of risks, uncertainties,2020 Annual Report on Form 10-K and other factors, many of which are beyond our control.filings with the SEC.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance, or achievements. Moreover, we do not assume responsibility for the accuracy and completeness of such forward-looking statements. We are under no duty to update any of the forward-looking statements after the date of this report to conform such statements to actual results.

Results of Operations

Comparison of the three and six months ended March 31,June 30, 2021 and 2020

Revenues .The Company had no revenue during the three and six months ended March 31,June 30, 2021 or 2020.

Cost of Revenues. The Company had no cost of revenues for the three and six months ended March 31,June 30, 2021 or 2020.

General and Administrative expenses.expenses. The Company incurred $23,829 ofno general and administrative expenses during the three months ended March 31,June 30, 2021 compared to $1,030$1,794 during the same period in 2020. The increase inCompany incurred general and administrative expenses relateof $20,924 during the six months ended June 30, 2021 compared to both SEC filing fees and costs relating$2,824 for the six months ended June 30, 2020. Due to various expenses resulting from setting up the addition of a transfer agent.new entity.

Newpoint Financial Corp.

June 30, 2021

(Unaudited)

Professional fees. The Company incurred $100,000$38,622 of professional fees during the three and six months ended March 31,June 30, 2021 compared to $1,500$500 and $2,000 during the same periodperiods in 2020.2020, respectively. The increase in professional fees is the result of the Company incurring costs associated with Accountants, Auditorsconsultants and Attorneystransfer agent costs during the period.

Loss From Operations. The Company incurred an operating loss of $123,829 $38,622 and $59,546 during the three and six months ended June 30, 2021 compared to $2,294 and $4,824 during the same periods in 2020. The increase in net loss is a result of increased professional fees and additional costs associated with the change in control.

Other Income (Expense). The Company incurred interest expense of during the three and six months ended June 30, 2020 of $748 and $1,496, respectively. No interest expense was accrued in fiscal year 2021 as the related party debt was alleviated as a result of the stock sale with a previous shareholder.

Net Loss . The Company incurred a net loss of $38,622 and $59,546 during the three months ended March 31,June 30, 2021 compared to $2,530 $3,042 and $ 6,320 during the same periodperiods in 2020. The increase in net loss is a result of increased professional fees and additional costs associated with the change in control.

Other Income (Expense). The Company incurred interest expense of $0 during the three months ended March 31, 2021 compared to $748 during the three months ended March 31, 2020.

Net Loss. The Company incurred a net loss of $123,829 during the three months ended March 31, 2021 compared to $3,278 during the same period in 2020. The increase in net loss is a result of increased general and administrative and professional fees.fees.

Liquidity and Capital Resources

As of June 30, 2021, the Company had cash of $0 with current assets totaling $0 and current liabilities totaling $66,276. The addition of an intercompany loan of $59,546 has created an increase in cash flows of $59,546. Current liabilities consisted of accounts payable and accrued liabilities totaling $6,730 and a related party payable of $59,546.

As of December 31, 2020, we had cash of $0, with current assets totaling $0 and current liabilities totaling $93,765$6,730 creating a working capital deficit of $93,765.$6,730. Current liabilities consisted of accounts payable and accrued liabilities totaling $6,730, related party payable of $28,929, related party interest payable of $11,156$6,730.

The Company does not have any revenue generating activities currently and all expenditures are funded and paid for by a related party loan payable of $46,050.entity.

As of March 31, 2021, we had cash of $1 million with current assets totaling $1 million and current liabilities totaling $1,217,594. The addition of an intercompany loan of $1,123,829 has created an increase in cash flows of $1 million. Current liabilities consisted of accounts payable and accrued liabilities totaling $6,730, related party payable of $28,929, related party interest payable of $11,156 and a related party loan payable of $46,050.

Cash Flows

Net cash used in operating activities was $123,829 and $0$(59,546) during the threesix months ended March 31,June 30, 2021 and 2020, respectively.compared to cash provided by operating activities of $4 during the six months ended June 30, 2020.

Net cash provided by financing activities was $1 million$59,546 and $0 $0 during the three six months ended March 31,June 30, 2021 and 2020, respectively.

Segment Reporting

The Company’s business currently operates in one segment.

Critical Accounting Policies and Estimates

There were no material changes in critical accounting policies and estimates during the period covered by this Quarterly Report on Form 10-Q. Refer to Item 7 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 for a complete list of our Critical Accounting Policies and Estimates.

Financial Impacts of COVID-19

In early March 2020, there was a global outbreak of COVID-19 that resulted in an economic downturn, changes in global supply and demand, and the temporary closure of non-essential businesses in many states. To date COVID-19 has not impacted the Company’s business. In connection with the outbreak, the Company continues to monitor potential impacts, which may materially impact the Company’s finances and operations. Due to the uncertainties surrounding COVID-19, the full impact of the outbreak and the scope of any cumulative adverse impact on the Company’s finances and operations cannot be fully determined at this time and largely depends on the ongoing severity, duration and spread of COVID-19.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements.

Newpoint Financial Corp.

June 30, 2021

(Unaudited)

Item 3. Quantitative and Qualitative Disclosures about Market Risk

Smaller reporting companies are not required to provide the information required by this item.

Item 4. Controls and Procedures Disclosure Controls and Procedures

UnderWe have identified control issues that resulted in the supervisionmisstatements outlined in the restatement footnote. These issues relate specifically to the purchase and sale agreement language that did not convey the intent of both parties to the transaction. This resulted in confusion as to both the share count authorized and outstanding and the amount of outstanding liabilities that were required to stay on the balance sheet as a result of the agreement.

The current management in place post-acquisition have responded by putting in proper oversight of accounting systems and procedures and are in the process of implementing internal accounting controls commensurate with the participationcurrent scope of our Chief Executive Officeroperations. As operations advance, and Chief Financial Officer, Craig Burton, we conducted an evaluation of the effectiveness of the design and operation of our disclosureCompany becomes operational, so too will all accounting controls, and procedures as defined in Rules 13a-15(e)well as SOX controls required by both US GAAP and 15d-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”), as of the end of the period covered by this quarterly report. Based on this evaluation Craig Burton, our Chief Executive Officer and Chief Financial Officer concluded that as of May 5, 2020, our disclosure controls and procedures were not effective such that the information required to be disclosed in our United States Securities and Exchange Commission (the “SEC”) reports is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms, and is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.regulations for publicly traded organizations.

The material weakness identified relates to the lack of proper segregation of duties. The Company believes that the lack of proper segregation of duties is due to the Company’s limited resources.

Changes in Internal Controls Over Financial Reporting

There were no changes in our internal control over financial reporting identified in connection with our evaluation of these controls as of the end of our last fiscal quarter as covered by this report on March 31,June 30, 2021 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Inherent Limitations on Effectiveness of Controls

The Company'sCompany’s management does not expect that its disclosure controls or its internal control over financial reporting will prevent or detect all error or all fraud and is not effective. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system'ssystem’s objectives will be met. The design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Further, because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that misstatements due to error or fraud will not occur or that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision making can be faulty and that breakdowns can occur because of simple error or mistake. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or management override of the controls. The design of any system of controls is based in part on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.

Newpoint Financial Corp.

June 30, 2021

(Unaudited)

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

From time to time, the Company may be a party to litigation or other legal proceedings that we consider to be part of the ordinary course of our business. At present, there are no pending legal proceedings to which the Company is a party or in which any director, officer or affiliate of the Company, any owner of record or beneficially of more than 5% of any class of voting securities of the Company, or security holder is a party adverse to the Company or has a material interest adverse to the Company. The Company’s property is not the subject of any pending legal proceedings.

Item 1A. Risk Factors

An investment in our shares is speculative and involves a high degree of risk. Therefore, you should not invest in our shares unless you are able to bear a loss of your entire investment. You should carefully consider the following factors as well as those set forth in our annual report on Form 10- K for the year ended December 31, 2020 and the other information contained herein before deciding to invest in our shares. Factors that could cause actual results to differ from our expectations, statements or projections include the risks and uncertainties relating to our business described above. The fact that some of the risk factors may be the same or similar to our past filings, means only that the risks are present in multiple periods. We believe that many of the risks detailed here and in our SEC filings are part of doing business in our industry and will likely be present in all periods reported. The fact that certain risks are endemic to our industry does not lessen the significance of the risk. We urge you to carefully consider the following discussion of risks as well as other information regarding our common stock. This report and statements that we may make from time to time may contain forward-looking information. There can be no assurance that actual results will not differ materially from our expectations, statements or projections.

Smaller reporting companies are not required to provide the information required by this item.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

N/A

Item 5. Other Information

None.

Item 6. Exhibits

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

15