As a result of the Offering and in accordance the anti-dilution provisions of the Certificate of Designation and the Series A Warrants, the conversion price of the Preferred Stock and the exercise price of the Series A Warrants would adjust to the lower of (i) $0.37 or (ii) the lowest volume weighted average price of our common stock during the five consecutive trading days immediately following the public announcement of the Offering and the number of shares of the Common Stock issuable under the Series A Warrants would increase proportionally. In connection with the Waiver, the Purchasers agreed to a floor of $0.14 with respect to the adjustment set forth in clause (ii) above. In accordance with the anti-dilution provisions of the securities described above, if the adjustment is based on a price of $0.37, the Preferred Stock would be convertible into 75,675,676 shares of Common Stock and the Series A Warrants would be exercisable for 86,486,486 shares of common stock at an exercise price of $0.37 per share or lower. In accordance with the anti-dilution provisions of the securities described above, if the adjustment is based on a price of $0.14, the floor agreed to by the Purchasers, the Preferred Stock would be convertible into 200,000,000 shares of Common Stock and the Series A Warrants would be exercisable for 228,571,429 shares of common stock at an exercise price of $0.14 per share. In connection with the Waiver, the Purchasers also agreed to waive future anti-dilution protection with respect to 50% of the shares of Preferred Stock held by such Purchaser as of the date of the Waiver and the Company agreed to extend the term of the Series A Warrants until March 28, 2029.
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