Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

(a) On January 4, 2023, we received a deficiency notification from the Listing


     Qualifications Department of The Nasdaq Stock Market LLC ("Nasdaq") notifying
     the Company of its noncompliance with the Nasdaq Listing Rule 5620(a) to hold
     an annual meeting of shareholders within no later than one year after the end
     of the Company's fiscal year end. Under Nasdaq Rules the Company now has 45
     calendar days to submit a plan to regain compliance and can grant up to 180
     calendar days from the fiscal year end, or until June 29, 2023, to regain
     compliance.

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