Textauszüge wie von Squideye erbeten:
This prospectus relates to the offer and sale of up to 18,012,845 shares of our common stock, $0.0001 par value per share (Common Stock), by Tumim Stone Capital, LLC, (Tumim or the Selling Stockholder). This prospectus relates to shares of our Common Stock that may be offered and sold from time to time by Tumim. All of the Common Stock offered by the Selling Stockholder pursuant to this prospectus will be sold by the Selling Stockholder for its own account.
The shares of common stock being offered by the Selling Stockholder have been and may be issued pursuant to the purchase agreement dated June 11, 2021 that we entered into with Tumim (the Purchase Agreement).
The Selling Stockholder may sell the shares of Common Stock included in this prospectus in a number of different ways and at varying prices.
Tumim has informed us that it intends to use one or more registered broker-dealers to effectuate all sales, if any, of our common stock that it has acquired and may in the future acquire from us pursuant to the Purchase Agreement. Such sales will be made at prices and at terms then prevailing or at prices related to the then current market price. Each such registered broker-dealer will be an underwriter within the meaning of Section 2(a)(11) of the Securities Act. Tumim has informed us that each such broker-dealer will receive commissions from Tumim that will not exceed customary brokerage commissions.
The shares of common stock offered by this prospectus are being offered by the Selling Stockholder, Tumim. The shares may be sold or distributed from time to time by the Selling Stockholder directly to one or more purchasers or through brokers, dealers, or underwriters who may act solely as agents at market prices prevailing at the time of sale, at prices related to the prevailing market prices, at negotiated prices, or at fixed prices, which may be changed. The sale of the shares of Common Stock offered by this prospectus could be effected in one or more of the following methods:
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| ordinary brokers transactions; |
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| transactions involving cross or block trades; |
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| through brokers, dealers, or underwriters who may act solely as agents; |
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| at the market into an existing market for the shares of Common Stock; |
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| in other ways not involving market makers or established business markets, including direct sales to purchasers of sales effected through agents; |
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in privately negotiated transactions; or any combination of the foregoing.
We know of no existing arrangements between the Selling Stockholder or any other stockholder, broker, dealer, underwriter or agent relating to the sale or distribution of the shares of our common stock offered by this prospectus.
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