Item 3.02 Unregistered Sales of
These shares were issued under the private placement exemption granted by Section 4(a)(2) of the Securities Act. The investor has enough knowledge and experience in business matters to be considered a "sophisticated investor", have access to the type of information normally provided in a prospectus for a registered securities offering, and have agreed not to resell or distribute the securities to the public.
Item 9.01 Financial Statements and Exhibits
a. None b. Exhibits
10.1 - Private placement and subscription agreement between