(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered Securities
Security Type
Security Class Title
Fee Calculation Rule
Amount Registered
Proposed Maximum Offering Price Per Share
Maximum Aggregate Offering Price
Fee Rate
Amount of Registration Fee(1)
Fees To Be Paid
Equity
Common Stock, par value $0.01 per share(2)
Rule 457(o)
10,200,000
(3)
$
0.575
(4)
$
5,865,000
0.00014760
$
866.00*
Total Offering Amounts
$
5,865,000
$
866.00*
Total Fees Previously Paid
$
0.00
Total Fee Offsets
0.00
Net Fee Due
$
866.00*
(1)
*Rounded up to the nearest whole number.
The registration fee for the securities registered hereby has been calculated pursuant to Section 6(b) of the Securities Act of 1933, as amended (the “Securities Act”), by multiplying the proposed maximum aggregate offering price for the securities by 0.00014760.
(2)
In the event of a stock split, stock dividend or other similar transaction involving the registrant’s common stock (“Common Stock”), to prevent dilution, the number of shares of Common Stock registered hereby shall be automatically increased to cover the additional shares of Common Stock in accordance with Rule 416(a) under the Securities Act.
(3)
Consists of (i) 6,663,779 shares of Common Stock issuable upon the conversion or repayment of a convertible promissory note, (ii) 3,456,221 shares of Common Stock issuable upon the exercise of a common stock purchase warrant and (iii) up to 80,000 shares of Common Stock issuable upon the exercise of common stock purchase warrants, issued and sold to certain Selling Stockholders pursuant to certain agreements dated as of September 25, 2023.
(4)
Estimated solely for the purposes of calculating the registration fee in accordance with Rule 457(c) under the Securities Act. The price per share and aggregate offering price are based on the average of the high and low prices of the Common Stock on December 5, 2023, as reported on the Nasdaq Stock Market LLC (“Nasdaq”).
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