The securities issued in the private placement and unregistered pre-funded warrants described above were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Act"), and Regulation D promulgated thereunder and, along with the shares of common stock underlying the pre-funded warrants, have not been registered under the Act, or applicable state securities laws. Accordingly, the unregistered shares, the pre-funded warrants and underlying shares of common stock may ...