UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
14C
Information
Statement Pursuant to Section 14(c)
of the Securities Exchange Act of 1934
Check
the appropriate box:
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Preliminary
Information Statement |
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Confidential,
for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) |
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Definitive
Information Statement |
EZFILL
HOLDINGS, INC.
(Name
of Registrant as Specified In Its Charter)
Payment
of Filing Fee (Check the appropriate box):
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No
fee required |
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Fee
paid previously with preliminary materials. |
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Fee
computed on table in exhibit required by Item 25(b) of Schedule 14A (17CFR 240.14a-101) per Item 1 of this Schedule and Exchange
Act Rules 14c-5(g) and 0-11 |
EZFILL
HOLDINGS, INC.
67
NE 183rd Street, Miami, Florida 33169
305-791-1169
September
30, 2024
NOTICE
OF WRITTEN CONSENT OF STOCKHOLDERS
WE
ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A PROXY
To
the Stockholders of EzFill Holdings, Inc.:
This Notice and the accompanying
Information Statement are being furnished to the stockholders of EzFill Holdings, Inc., a Delaware corporation (the “Company,”
“we,” “us,” or “our”), in connection with the corporate actions described below
taken by the Company’s Board of Directors (“Board”) and by the holders of a majority of the Company’s
voting capital stock. The holders of a majority of the Company’s voting capital stock, by written consents in lieu of meetings
delivered on September 25, 2024, pursuant to Section 228 of the Delaware General Corporation Law (“DGCL”) and
Section 9 of Article II of our bylaws, provided approval for the following corporate actions, respectively (the “Authorizations”):
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Item
1. |
Approving
conversions of Series A Preferred Stock and Series B Preferred Stock which will result
in shares of the Company’s common stock (“Common Stock”)
issued that is equal or greater than 20% of the Company’s issued and outstanding shares
of Common Stock as of the date of such issuance. Under NASDAQ Listing Rule 5635(d),
the Company may not issue shares of Common Stock (or securities convertible into or exercisable
for Common Stock) in other than public offerings without stockholder approval if the aggregate
number of shares of Common Stock issued would be equal to or greater than 20% of the Company’s
issued and outstanding shares of Common Stock as of the date of issuance; and |
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Item
2. |
Approval
of an amendment to the Second Amended and Restated Exchange Agreement between EzFill Holdings,
Inc. (the “Company”) and NextNRG Holding Corp. (“NextNRG”) executed
on June 11, 2024 (the “Current Exchange Agreement”). On September 25, 2024,
the Company and the NextNRG executed an amendment to the Current Exchange Agreement,
whereby the consideration to NextNRG in the Current Exchange Agreement is increased to 100,000,000
shares of Common Stock (the “Exchange Shares”). Additional changes were made
to the vesting conditions on the shares of Common Stock under such agreement. Under Nasdaq
Listing Rule 5635(a), listed companies must obtain stockholder approval prior to the issuance
of securities in connection with the acquisition of the stock or assets of another company
if where, due to the present or potential issuance of common stock, including shares issued
pursuant to an earn-out provision or similar type of provision, (i) the common stock has
or will have upon issuance voting power equal to or in excess of 20% of the voting power
outstanding before the issuance of the stock, or (ii) the number of shares of common stock
to be issued is or will be equal to or in excess of 20% of the number of shares of common
stock outstanding before the issuance of the stock. In addition, Nasdaq Listing Rule 5635(a)
requires listed companies to obtain stockholder approval prior to the issuance of securities
in connection with the acquisition of the stock or assets of another company if any director,
officer or substantial shareholder of the listed company has a 5% or greater interest (or
such persons collectively have a 10% or greater interest), directly or indirectly, in the
company or assets to be acquired or in the consideration to be paid in the transaction or
series of related transactions and the present or potential issuance of common stock, or
securities convertible into or exercisable for common stock, could result in an increase
in outstanding common shares or voting power of 5% or more, which requirement applies in
the case of the issuance of the Exchange Shares in that Michael Farkas, who is the beneficial
owner of approximately 70% of the Company’s issued and outstanding common stock, holds
more than 5% interest in NextNRG Holding, Corp., and qualifies as a “substantial shareholder”
under applicable Nasdaq rules. |
Concurrently
with the Authorizations, all of the members of the Board, by written consents in lieu of a meeting, as provided under the DGCL, provided
similar authorizations.
This
Information Statement is being furnished to our stockholders of record as of September 26, 2024, in accordance with Rule 14c-2
under the Securities Exchange Act of 1934, as amended, and the rules promulgated by the Securities and Exchange Commission thereunder,
solely for the purpose of informing our stockholders of the actions taken by the written consent. As the matters set forth in this Information
Statement have been duly authorized and approved by the written consent of the holders of more than a majority of the Company’s
voting securities, your vote or consent is not requested or required to approve these matters. The Information Statement is provided
solely for your information, and also serves the purpose of informing stockholders of the matters described herein pursuant to Section
14(c) of the Securities Exchange Act of 1934, as amended, and the rules and regulations prescribed thereunder, including Regulation 14C.
This Information Statement also serves as the notice required by Section 228 of the DGCL of the taking of a corporate action without
a meeting by less than unanimous written consent of the Company’s stockholders. You do not need to do anything in response to this
Notice and the Information Statement.
The
actions taken by written consent of the majority stockholders will not become effective until the date that is twenty (20) calendar days
after this Information Statement is first mailed or otherwise delivered to holders of our Common Stock as of the Record Date.
THIS
IS NOT A NOTICE OF A MEETING AND NO STOCKHOLDERS’ MEETING WILL BE HELD TO CONSIDER THE MATTERS DESCRIBED HEREIN. WE ARE NOT ASKING
YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A PROXY.
| By
Order of the Board of Directors |
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| /s/
Yehuda Levy |
|
| Yehuda
Levy |
|
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| Interim
Chief Executive Officer |
|
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| September
30, 2024 |
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Nasdaq
Requirements
The Company is subject to the
NASDAQ Stock Market’s Listing Rules because our Common Stock is currently listed on the NASDAQ Capital Market (“NASDAQ”).
The issuance of shares of our Common Stock under the agreements described under Items 1 and 2 of this information statement implicate
certain of the NASDAQ listing standards requiring prior stockholder approval in order to maintain our listing on NASDAQ.
The foregoing resolutions for
the transactions contemplated by the agreements under Item 1 and Item 2 above are required because under NASDAQ Listing Rule 5635(d),
the Company may not issue shares of Common Stock (or securities convertible into or exercisable for Common Stock) in other than public
offerings without stockholder approval if the aggregate number of shares of Common Stock issued would be equal to or greater than 20%
of the Company’s issued and outstanding shares of Common Stock as of the date of issuance, and the price per share of Common Stock
issued is less than the closing price immediately preceding the signing of the binding agreement or the average closing price of the Common
Stock for the five trading days immediately preceding the signing of the binding agreement (the “Minimum Price”).
As
a result of the foregoing resolution, on the date which is 20 calendar days after the date of mailing this Information Statement to its
stockholders, the Company will comply with NASDAQ Listing Rule 5635(d), as the resolution will then constitute stockholder
approval for the Company to issue shares of Common Stock to the Members, in an amount more than 19.99% of the then issued and outstanding
Common Stock of the Company, even if the price per share of Common Stock issued in connection with the transactions is less than the
Minimum Price.
Dissenters’
Right of Appraisal
No dissenters’ or appraisal
rights under the DGCL are afforded to the Company’s stockholders as a result of the approval of the Authorizations.
The consent we have received constitutes
the only stockholder approval required under the DGCL, NASDAQ Listing Rule 5635(d), our Certificate of Incorporation and our Bylaws, to
approve the conversions of Series A and Series B Preferred Stock, and to approve the amendment to the Current Exchange Agreement. Our
Board is not soliciting your consent or your proxy in connection with this action and neither consents nor proxies are being
requested from stockholders.
Vote
Required
The
vote, which was required to approve the above Authorizations, was the affirmative vote of the holders of a majority of the Company’s
voting stock. Each holder of Common Stock is entitled to one (1) vote for each share of Common Stock held.
The
date used for purposes of determining the number of outstanding shares of the voting stock of the Company entitled to vote to approve
Items 1 and 2 and the transactions contemplated thereby is September 26, 2024 (the “Voting Record Date”). The
record date for determining those stockholders of the Company entitled to receive this Information Statement is the close of business
on September 27, 2024 (the “Mailing Record Date”). As of the Voting Record Date, the Company had 5,874,093
shares of voting stock outstanding, with all 5,874,093 shares being Common Stock. All outstanding shares are fully paid and nonassessable.
Vote
Obtained
Section
228(a) of the DGCL and Section 9 of Article II of our bylaws provide that any action which may be taken at any annual or special meeting
of stockholders may be taken without a meeting, without prior notice and without a vote, via written consent of the holders of outstanding
stock having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which
all shares entitled to vote thereon were present and voted.
The approximate ownership percentage
of the voting stock of the Company as of the Voting Record Date of the consenting stockholders who voted to approve Items 1 and 2 and
the transactions contemplated thereby totaled in the aggregate 69%.
Notice
Pursuant to Section 228 of the DGCL
Pursuant
to Section 228 of the DGCL, no advance notice is required to be provided to the other stockholders, who have not consented in
writing to such action, of the taking of the stated corporate action without a meeting of stockholders. No additional action will be
undertaken pursuant to such written consents, and no dissenters’ rights under the DGCL are afforded to the Company’s stockholders
as a result of the action to be taken.
Pursuant
to Section 228 of the DGCL, we are required to provide prompt notice of the taking of corporate action by written consent to our stockholders
who have not consented in writing to such action. This Information Statement serves as the notice required by Section 228 of the DGCL.
TABLE
OF CONTENTS
WE
ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND A PROXY
ITEM
1.
Approval
of conversions of preferred stock
This
discussion is qualified by reference to the AJB Exchange Agreement and the Next SPA (as defined below). You should read the AJB Exchange
Agreement (as defined below), and the Next SPA carefully as they are the legal documents that govern the transactions.
On
August 16, 2024, the Company filed a certificate of designations of preferences and rights of Series A Convertible Preferred Stock (the
“Series A Certificate of Designations”) with the Department of State, Division of Corporations, of the State of Delaware,
which provides for the designation of 513,000 shares of Series A Preferred Stock of the Company, par value $0.0001 per share, upon the
terms and conditions as set forth in the Series A Certificate of Designations.
Further,
on August 16, 2024, the Company filed a certificate of designations of preferences and rights of Series B Convertible Preferred
Stock (the “Series B Certificate of Designations”) with the Department of State, Division of Corporations, of the State of
Delaware, which provides for the designation of 150,000 shares of Series B Preferred Stock of the Company, par value $0.0001 per share,
upon the terms and conditions as set forth in the Series B Certificate of Designations.
In
addition, on August 16, 2024, the Company filed with the Department of State, Division of Corporations, of the State of Delaware: (i)
a certificate of amendment to certificate of designations of preferences and rights of Series A Convertible Preferred Stock; and
(ii) a certificate of amendment to certificate of designations of preferences and rights of Series B Convertible Preferred Stock.
On
August 16, 2024, EzFill Holdings, Inc., a Delaware corporation (the “Company”) entered into a Stock Purchase Agreement (the
“Next SPA”) by and between the Company and NextNRG Holding Corp., a Nevada corporation (“Next”). Pursuant to
the terms and conditions of the SPA, at the Closing (as defined in the SPA), the Company shall issue and sell to Next, and Next shall
purchase from the Company, 140,000 shares of Series B Convertible Preferred Stock of the Company (“Series B Preferred Stock”)
for a purchase price of $10.00 per Share, and a resulting total purchase price of $1,400,000.
Finally,
on August 16, 2024, the Company entered into an Exchange Agreement (the “AJB Exchange Agreement”) by and between the Company
and AJB Capital Investments LLC, a Delaware limited liability company (“AJB”). Pursuant to the terms and conditions of the
AJB Exchange Agreement, certain promissory notes of the Company issued to AJB (as set forth in the AJB Exchange Agreement) shall be exchanged
and converted into 363,000 shares of Series A Preferred Stock of the Company (“Series A Preferred Stock”).
The
purposes of the above transactions were to bolster the Company’s financial position and help the Company regain compliance with
Nasdaq listing requirement. The Company was successful in accomplishing both of these goals.
Under
the certificates of designation for both the Series A Preferred Stock and the Series B Preferred Stock (the “Preferred Stock”)
and pursuant to NASDAQ Listing Rule 5653(d), the Company may not issue shares of Common Stock (or securities convertible into or exercisable
for Common Stock) in other than public offerings without stockholder approval if the aggregate number of shares of Common Stock issued
would be equal to or greater than 20% of the Company’s issued and outstanding shares of Common Stock as of the date of issuance,
and the price per share of Common Stock issued is less than the closing price immediately preceding the signing of the binding agreement
or the average closing price of the Common Stock for the five trading days immediately preceding the signing of the binding agreement
(the “Minimum Price”). The conversion terms of the Preferred Stock allow conversion at a price below the Minimum Price and
therefore, in order to approve the conversion of the Preferred Stock into Common Stock equal to or greater than 20% of the Company’s
issued and outstanding shares as of the date of the issuance of the Preferred Stock, the Company’s stockholders voted to
approve the same.
On
September 26, 2024, the Board unanimously approved the conversions of Series A Preferred Stock and Series B Preferred Stock which
will result in shares of Common Stock issued that is equal or greater than 20% of the Company’s issued and outstanding shares
of Common Stock as of the date of such issuance. By way of written consents delivered on September 26, 2024, a majority of the Company’s
stockholders holding 4,055,431 shares of our Common Stock representing approximately 69%
of our voting power approved this Item 1 in accordance with the requirement under NASDAQ
Listing Rule 5635(d).
Item
2.
AMENDMENT
TO THE CURRENT EXCHANGE AGREEMENT
On September 25, 2024, the Company and NextNRG
Holding Corp. (“NextNRG”) entered into the Second Amendment (the “Amendment”) to the Second Amended and Restated
Exchange Agreement dated June 11, 2024 (the “Exchange Agreement”).
Pursuant to the terms of the Amendment, upon consummation
of the transactions contemplated therein the consideration paid to NextNRG in the transaction will be increased from 40 million shares
of the Company’s Common Stock to 100 million shares of the Company’s common stock.
The closing of the transactions contemplated under
the Exchange Agreement are subject to certain customary closing conditions, including (i) the receipt of the requisite third-party consents,
and (ii) compliance with the rules and regulations of The Nasdaq Stock Market.
On the Closing Date (as defined in the Exchange Agreement),
the stockholders of NextNRG shall sell, assign, transfer and deliver to the Company, free and clear of all Liens, pledges, encumbrances,
charges, restrictions or known claims of any kind, nature, or description, all of the shares of NextNRG. All of the shares of NextNRG
shall be exchanged, collectively, for the aggregate of 100,000,000 Exchange Shares of which, 25,000,000 or 50,000,000 Exchange Shares
will vest on the Closing Date, and the remaining 50,000,000 or 75,000,000 Exchange Shares (the “Restricted Shares”) will
be subject to vesting or forfeiture.
(1) In the event that the acquisition of the Target
(as defined in the Exchange Agreement) by NextNRG, directly or indirectly through NextNRG or a subsidiary of NextNRG, has been completed
prior to the Closing, then 50,000,000 of the Exchange Shares shall be the “Vested Shares” and 50,000,000 of the Exchange
Shares shall be the “Restricted Shares” subject to vesting; and
(2) In the event that the acquisition of the Target
by NextNRG, directly or indirectly through NextNRG or a subsidiary of NextNRG, has not been completed prior to the Closing, then 25,000,000
of the Exchange Shares shall be the “Vested Shares” and 75,000,000 of the Exchange Shares shall be the “Restricted
Shares” subject to vesting.
The Restricted Shares will vest, if at all, according
to the following schedule:
(i) In the event that, prior to the Closing, NextNRG,
directly or indirectly through NextNRG or a subsidiary of NextNRG, has not completed the acquisition of the Target, and therefore 25,000,000
of the Exchange Shares were “Vested Shares” as of the Closing, then upon the Company (directly or indirectly through NextNRG
or a subsidiary of NextNRG), completing the acquisition of the Target, 25,000,000 of the Restricted Shares shall vest.
(ii) Upon the Company deploying the third solar, wireless
electric vehicle charging, microgrid, and/or battery storage system, 25,000,000 Restricted Shares shall vest. For purposes herein; (i)
a “solar system” means a 500kw to 5MW system in which the Company produces solar energy and transmits it to the electrical
grid, or to a third party which purchase the energy, which third party may be the customer for the solar energy in the event that such
energy powered the Company’s charging stations; (ii) “battery storage system” means systems in which energy is stored
in order to reduce load and capacities on the electrical grid; and “microgrid” means a local energy grid controlled locally
that can exist in isolation or be disconnected from a ‘traditional’ grid and operate autonomously. Deployment shall be determined
by the Company receiving verification from the contractor that the system is functioning and in use. For a deployment to satisfy this
condition it must be a commercial deployment.
(iii) Upon the Company attaining one or more of the
milestones in the following sentence, 25,000,000 Restricted Shares shall vest. The milestones shall be any one or more of (1) the Company
reaching annual revenues exceeding $100 million; (2) the Company completing projects with deployment costs greater than $100 million;
and (3) the Company completing a capital raise greater than $25 million.
Potential Effect of the Transaction
The issuance of shares of the
additional Common Stock pursuant to the Amendment was approved by the consenting stockholders, will dilute the ownership and voting rights
of stockholders and could also have a negative effect on the trading price of the Company’s Common Stock.
On September 26, 2024, the Board unanimously
approved the Amendment and the issuance of the Shares. The holders of 4,055,431 shares of our Common Stock representing approximately
69% of our voting power, executed and delivered to the Company a written consent approving the Amendment and the issuance of the Shares
as per this Item 2.
SECURITY
OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The following table sets forth
certain information regarding the ownership of the Company’s common stock as of September 26, 2024 by: (i) each executive officer
and director; (ii) all executive officers and directors of the Company as a group; and (iii) all those known by the Company to be beneficial
owners of more than five percent (5%) of its Common Stock.
Unless otherwise indicated in
the footnotes to this table and subject to community property laws where applicable, the Company believes that each of the stockholders
named in this table has sole voting and investment power with respect to the shares indicated as beneficially owned. Applicable percentages
are based on 4,516,531 shares of Common Stock issued and outstanding on September 26, 2024, adjusted as required by rules promulgated
by the SEC.
| Name of Beneficial Owner (1) | |
Shares of Common Stock Beneficially Owned | | |
Percentage(2) | |
| Beneficial Owners of more than 5%: | |
| | | |
| | |
| NextNRG Holding Corp | |
| 3,705,632 | | |
| 63 | % |
| The Farkas Group, Inc (3) | |
| 168,394 | | |
| 2.8 | % |
| SIF Energy LLC (3) | |
| 154,827 | | |
| 2.6 | % |
| Balance Labs, Inc. (3) | |
| 26,578 | | |
| 0.45 | % |
| Executive Officers and Directors: | |
| | | |
| | |
| Yehuda Levy | |
| 18,270 | | |
| 0.003 | % |
| Michael Handelman | |
| 0 | | |
| - | |
| Avi Vaknin | |
| 64,713 | | |
| 1.1 | % |
| Daniel Arbour | |
| 27,697 | | |
| 0.472 | % |
| Jack Leibler | |
| 21,886 | | |
| 0.373 | % |
| Bennett Kurtz | |
| 21,036 | | |
| 0.358 | % |
| Sean Oppen | |
| 44,755 | | |
| 0.76 | % |
| | |
| | | |
| | |
| All Officers and Directors as a Group (7 persons) | |
| 198,357 | | |
| 3.37 | % |
*Less
than 1%
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(1) |
The address of each of the officers and directors is 67 NW 183rd St., Miami, Florida 33169; the address of Michael D. Farkas is 1221 Brickell Avenue, Ste. 900, Miami, FL 33131. |
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(2) |
The calculation in this column is based upon 5,874,093 shares of Common Stock outstanding on September 26, 2024. Beneficial ownership is determined in accordance with the rules of the SEC and generally includes voting or investment power with respect to the subject securities. Shares of Common Stock that are currently exercisable or exercisable within 60 days of September 26, 2024 are deemed to be beneficially owned by the person holding such securities for the purpose of computing the percentage beneficial ownership of such person, but are not treated as outstanding for the purpose of computing the percentage beneficial ownership of any other person. |
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(3) |
Michael D. Farkas has voting and investment control of the shares of Common Stock held by NextNRG Holding Corp., the Farkas Group, Inc., SIF Energy LLC and Balance Labs, Inc. |
INTERESTS
OF CERTAIN PERSONS IN THE AUTHORIZATIONS
No
officer, director, nominee for election as a director, associate of any director, executive officer or nominee, or beneficial owner of
more than 5% of our Common Stock has any substantial interest in the matters acted upon by our Board and stockholders, other than
his role as an officer, director or beneficial owner, except that Michael D. Farkas, who is a beneficial owner of more than 5% of our
Common Stock, is the CEO and largest stockholder of NextNRG Holding Corp.
CAUTIONARY
STATEMENT CONCERNING FORWARD-LOOKING INFORMATION
This
Information Statement may contain “forward-looking statements” made under the “safe harbor” provisions of the
Private Securities Litigation Reform Act of 1995. The statements include, but are not limited to, statements concerning the effects of
the stockholder approval and statements using terminology such as “expects,” “should,” “would,” “could,”
“intends,” “plans,” “anticipates,” “believes,” “projects” and “potential.”
Such statements reflect the current view of the Company with respect to future events and are subject to certain risks, uncertainties,
and assumptions. Known and unknown risks, uncertainties and other factors could cause actual results to differ materially from those
contemplated by the statements.
In
evaluating these statements, you should specifically consider various factors that may cause our actual results to differ materially
from any forward-looking statements. These risk factors include the following risk factor relating to the Company’s compliance
with the continued listing requirements of Nasdaq:
ADDITIONAL
INFORMATION
Householding
of Materials
Some
banks, brokers, and other nominee record holders may be participating in the practice of “householding” proxy statements
and annual reports. This means that only one copy of our Information Statement may have been sent to multiple Company stockholders in
each household unless otherwise instructed by such Company stockholders. We will deliver promptly a separate copy of the Information
Statement to any Company stockholder upon written or oral request to us, at Corporate Secretary, EzFill Holdings, Inc., 67 NE 183rd
Street, Miami, FL 33169, or contact (305) 791-1169. Any Company stockholder wishing to receive separate copies of our proxy statement
or annual report to Company stockholders in the future, or any Company stockholder who is receiving multiple copies and would like to
receive only one copy per household, should contact the Company stockholder’s bank, broker, or other nominee record holder, or
the Company stockholder may contact us at the above address and phone number.
Costs
We
will make arrangements with brokerage firms and other custodians, nominees, and fiduciaries who are record holders of our Common Stock
for the forwarding of this Information Statement to the beneficial owners of our Common Stock. We will reimburse these brokers, custodians,
nominees, and fiduciaries for the reasonable out-of-pocket expenses they incur in connection with the forwarding of the Information Statement.
Incorporation
By Reference
The
SEC allows us to “incorporate by reference” information into this Information Statement, which means that we can disclose
important information to you by referring you to other documents that we have filed separately with the SEC and are delivering to you
with a copy of this Information Statement. The information incorporated by reference is deemed to be part of this Information Statement.
This Information Statement incorporates by reference the following documents:
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● |
Annual
Report on Form 10-K filed on April 1, 2024. |
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Quarterly
Report for the quarter ended March 31, 2024 on Form 10-Q filed on May 14, 2024. |
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Quarterly
Report for the quarter ended June 30, 2024 on Form 10-Q filed on August 14, 2024.
|
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|
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● |
Preliminary
Prospectus on Form S-1 filed on June 26, 2024. |
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● |
Information
Statement on Schedule
14C filed on December 29, 2023.
|
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|
|
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● |
Current
Report on Form 8-K filed by the Company on January
8, 2024, January
17, 2024, January
18, 2024, January
31, 2024, February
12, 2024, February
23, 2024, March
6, 2024, March
14, 2024, March
18, 2024, March
28, 2024, April
2, 2024, April
9, 2024, April
10, 2024, April
26, 2024, May
14, 2024, May
15, 2024, May
29, 2024, June
3, 2024, June
14, 2024, June
18, 2024, June
21, 2024, June
28, 2024, July
10, 2024, July
15, 2024, July
25, 2024, August
12, 2024, August
15, 2024, August
20, 2024, September
3, 2024, and September
27, 2024.
|
You
may read and copy any reports, statements, or other information we file at the public reference facilities maintained by the SEC in Room
1590, 100 F Street, N.E., Washington, D.C. 20549. Please call the SEC at 1-800-SEC-0330 for additional information on the operation of
the SEC’s public reference facilities. The SEC maintains a website that contains reports, proxy statements, and other information,
including those filed by us, at http://www.sec.gov.
Any
statement contained in a document incorporated or deemed to be incorporated by reference in this Information Statement will be deemed
modified, superseded or replaced for purposes of this Information Statement to the extent that a statement contained in this Information
Statement or in any subsequently filed document that also is or is deemed to be incorporated by reference in this Information Statement
modifies, supersedes or replaces such statement.
| By
Order of the Board |
|
| |
|
| /s/
Yehuda Levy |
|
| Yehuda
Levy |
|
| Interim
Chief Executive Officer |
|
| September
30, 2024 |
|
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