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SUBSEQUENT EVENTS
6 Months Ended
Jun. 30, 2024
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

NOTE 16 – SUBSEQUENT EVENTS

 

On August 29, 2024, the Company consummated its initial public offering (“IPO”), pursuant to which it sold 1,020,000 shares of common stock at an offering price of $5.00 per share, pursuant to the Company’s registration statement on Form S-1 (File No. 333-280599), as amended (the “Registration Statement”). In connection with the IPO, the Company entered into an underwriting agreement (the “Underwriting Agreement”) with Dawson James Securities, Inc., as representative of the underwriters listed on Schedule I thereto (the “Underwriters”). The Underwriters were granted a 45-day option to purchase up to an additional 153,000 shares of Common Stock from the Company. Pursuant to the Underwriting Agreement, the Company issued a common stock purchase warrant to the Underwriter for the purchase of 51,000 shares of common stock at an exercise price of $6.25, subject to adjustments (the “Warrant”). The Warrant will be exercisable at any time and from time to time, in whole or in part, during the period commencing on March 1, 2025 and ending on August 28, 2029 and may be exercised on a cashless basis under certain circumstances. The Warrant provides for registration rights (including piggyback rights) and customary anti-dilution provisions (for share dividends and splits and recapitalizations) and anti-dilution protection (adjustment in the price of the Warrant and the number of shares underlying the Warrant) resulting from corporate events (which would include dividends, reorganization, mergers and similar events). The Warrant and the common stock underlying the Warrant were registered as a part of the Registration Statement.

 

In connection with the IPO, the Company sold 1,020,000 shares of common for gross proceeds of $5,100,000 and received net proceeds of $4,304,000, after fees and expenses of $796,000. The Underwriters did not exercise the option to purchase up to an additional 153,000 shares of common stock from the Company.

 

In connection with the IPO, (i) the Company’s outstanding Series A preferred stock and Series B preferred stock were converted into an aggregate of 2,810,000 shares of common stock; (ii) 480,000 shares of common stock was issued to certain executives pursuant to their respective employment agreements, (iii) 252,666 shares of common stock was issued upon conversion of convertible notes and accrued interest.

 

The June 2024 Note in the amount of $110,000 was repaid on August 28, 2024 (see Note 8).

 

During July 2024, the Company entered into promissory notes with two investors for an aggregate of $126,500. on (the “July 2024 Notes) with proceeds net of $11,500 of original issue discounts of $115,000. The July 2024 Notes bore interest at 8% per annum and were due on the earlier of August 31, 2024 or 5 business days after the Company’s IPO. The July 2024 Notes were repaid on August 28, 2024.