Item 3.02 Unregistered Sales of Equity Securities.

Effective as of January 13, 2020, we issued 1,500,000 shares of our common stock to Richard A. Wright, our president, chief executive officer and director, upon conversion of 1,500,000 shares of our Series C Preferred Stock without the payment of any additional consideration. We issued these shares pursuant to the exemption from registration under the Securities Act of 1933, as amended provided by Section 4(a)(2) and/or Section 3(a)(9) of the Securities Act of 1933, as amended.

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