| (a) | Amount Beneficially Owned: CC ARB West, LLC owns 47,688 Shares of common stock and holds warrants to purchase 325,127 Shares of common stock issuable upon exercise, collectively constituting ownership of 372,815 shares of common stock. Castle Creek SPAC Fund, LLC owns 59,000 Shares of common stock and holds warrants to purchase 109,353 shares of commons stock issuable upon exercise, collectively constituting ownership of 168,353 shares of common stock. CC Arbitrage, Ltd. owns 18,312 Shares of common stock and holds warrants to purchase 124,852 shares of common stock issuable upon exercise, constituting ownership of 143,164 Shares of common stock. By virtue of their relationships with CC ARB West, LLC, Castle Creek SPAC Fund, LLC, and CC Arbitrage, Ltd. discussed in further detail in Item 2, each of Castle Creek and Mr. Weine may be deemed to beneficially own the Shares owned by CC ARB West, LLC, Castle Creek SPAC, LLC and CC Arbitrage, Ltd. This Schedule 13G reports an aggregate of 684,332 Shares of common stock, consisting of 125,000 Shares of common stock and 559,332 warrants to purchase 559,332 Shares of common stock issuable upon exercise. The filing of this Schedule 13G shall not be construed as an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, the beneficial owners of any of the Shares reported herein. Each of the Reporting Persons specifically disclaims beneficial ownership of the Shares reported herein that are not directly owned by such Reporting Person. | |
| (b) | Percent of Class: The following ownership percentages are based on 75,402,825 Shares of common stock issued and outstanding as of December 12, 2022, as reported in the Issuer’s registration statement on Form S-1 December 21, 2022. The 372,815 Shares owned by CC ARB West, LLC represent approximately 0.5% of the outstanding Shares. The 168,353 Shares owned by Castle Creek SPAC Fund, LLC, represent approximately 0.2% of the outstanding Shares. The 143,164 Shares owned by CC Arbitrage, Ltd. represent approximately 0.2% of outstanding Shares. By virtue of its relationship with CC ARB West, LLC, Castle Creek SPAC Fund, LLC and CC Arbitrage, Ltd. discussed in further detail in Item 2, Castle Creek may be deemed to beneficially own 684,332 Shares, representing approximately 0.9% of the outstanding Shares and Mr. Weine may be deemed to beneficially own 684,332 Shares representing approximately 0.9% of the outstanding Shares. This schedule 13G reports an aggregate of 684,332 Shares, representing approximately 0.9% of the outstanding Shares. | |
| | (ii) | shared power to vote or to direct the vote: CC ARB West, LLC, Castle Creek SPAC Fund, LLC, CC Arbitrage, Ltd., Castle Creek, and Mr. Weine share the power to vote or direct the vote of the 684,332 Shares owned by CC ARB West, LLC, Castle Creek SPAC Fund, LLC, and CC Arbitrage, Ltd. | |
| | (iv) | shared power to dispose or to direct the disposition of: CC ARB West, LLC, Castle Creek SPAC Fund, LLC , CC Arbitrage, Ltd., Castle Creek, and Mr. Weine share the power to dispose or direct the disposition of the 684,332 Shares owned by CC ARB West, LLC, Castle Creek SPAC Fund, LLC, and CC Arbitrage, Ltd. | |