Item 1.01 Entry into a Material Definitive Agreement

On April 23, 2020, the Registrant 's wholly owned subsidiary, Pharmacy Value Management Solutions, Inc. (the "Borrow"), was granted a loan (the "Loan") from Mechanics Bank in an amount of $ 1,243,840, pursuant to the Paycheck Protection Program (the "PPP") under Division A., Title I of the CARES ACT, which was enacted March 27, 2020.

The Loan, represented by a Note dated April 23, 2020, issued by the Borrower matures on April 23, 2022 and bears interest at a rate of 1.000%. The Loan is to be repaid in eighteen monthly installments of $69,999.78, beginning on November 23, 2020. Pursuant to the terms of the PPP, certain amounts of the Loan may be forgiven if they are used for qualifying expenses as described in the CARES Act.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

Reference is made to the disclosure under Item 1.01 above which is hereby incorporated herein by reference.

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