Item 1.01 Entry into a Material Definitive Agreement

On December 22, 2020, we entered into Purchase and Sale Agreement with Just in Time Capital, Inc. as amended by the amendment of Agreement of Purchase and Sale dated June 1, 2021 (collectively the "PSA"). The material the terms of the Amendment are included in that certain Press Release attached hereto and incorporated herein as if set forth as Exhibit 99.6. The Purchase and Sale Agreement and the Amendment to the Purchase and Sale Agreement is attached hereto and incorporated herein as if set forth in Exhibit 10.5.

Item 7.01 Regulation FD Disclosure

Attached is a copy of a press release being issued by the Company relating to the Purchase and Sale Agreement, a copy of which is attached as Exhibit 99.6 and is hereby incorporated.

Item 9.01. Financial Statements and Exhibits.






(c) Exhibits.



Number   Exhibit

10.5       Purchase and Sale Agreement and the Amendment to the Purchase and Sale
         Agreement with Just in Time Capital, Inc.
99.6       Press Release

































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