Common use of THE SECURITIES WE MAY OFFER Clause in Contracts

THE SECURITIES WE MAY OFFER. General The descriptions of the securities contained in this prospectus, together with the applicable prospectus supplements, summarize all of the material terms and provisions of the various types of securities that we may offer. We will describe in the applicable prospectus supplement relating to any securities the particular terms of the securities offered by that prospectus supplement. If we indicate in the applicable prospectus supplement, the terms of the securities may differ from the terms we have summarized below. We may also include in the prospectus supplement information about material United States federal income tax considerations relating to the securities, and the securities exchange, if any, on which the securities will be listed. We may sell from time to time, in one or more offerings: ● common stock; ● preferred stock; ● debt securities; ● subscription rights to purchase shares of common stock, preferred stock or debt securities; ● warrants to purchase shares of common stock or preferred stock; and ● units consisting of any combination of the securities listed above. In this prospectus, we refer to the common stock, preferred stock, debt securities, subscription rights, warrants and units collectively as “securities.” The total dollar amount of all securities that we may sell will not exceed $200,000,000. If we issue debt securities at a discount from their original stated principal amount, then, for purposes of calculating the total dollar amount of all securities issued under this prospectus, we will treat the initial offering price of the debt securities as the total original principal amount of the debt securities. This prospectus may not be used to consummate a sale of securities unless it is accompanied by a prospectus supplement.

THE SECURITIES WE MAY OFFER. General The descriptions of the securities contained in this prospectus, together with the applicable prospectus supplements, summarize all of the material terms and provisions of the various types of securities that we may offer. We will describe in the applicable prospectus supplement relating to any securities the particular terms of the securities offered by that prospectus supplement. If we indicate in the applicable prospectus supplement, the terms of the securities may differ from the terms we have summarized below. We may also include in the prospectus supplement information about material United States federal income tax considerations relating to the securities, and the securities exchange, if any, on which the securities will be listed. We may sell from time to time, in one or more offerings: ● common stock; ● preferred stock; ● debt securities; ● subscription rights to purchase shares of common stock, preferred stock or debt securities; ● warrants to purchase shares of common stock or preferred stock; and ● units consisting of any combination of the securities listed above. In this prospectus, we refer to the common stock, preferred stock, debt securities, subscription rights, warrants and units collectively as “securities.” The total dollar amount of all securities that we may sell pursuant to this prospectus will not exceed $200,000,000. If we issue debt securities at a discount from their original stated principal amount, then, for purposes of calculating the total dollar amount of all securities issued under this prospectus, we will treat the initial offering price of the debt securities as the total original principal amount of the debt securities. This prospectus may not be used to consummate a sale of securities unless it is accompanied by a prospectus supplement.

THE SECURITIES WE MAY OFFER. General The descriptions of the securities contained in this prospectus, together with the applicable prospectus supplements, summarize all of the material terms and provisions of the various types of securities that we may offer. We will describe in the applicable prospectus supplement relating to any securities the particular terms of the securities offered by that prospectus supplement. If we indicate in the applicable prospectus supplement, the terms of the securities may differ from the terms we have summarized below. We may also include in the prospectus supplement information about material United States federal income tax considerations relating to the securities, and the securities exchange, if any, on which the securities will be listed. We may sell from time to time, in one or more offerings: ● common stock; ● preferred stock; ● debt securities; ● subscription rights to purchase shares of common stock, preferred stock or debt securities; ● warrants to purchase shares of common stock or preferred stock; and ● units consisting of any combination of the securities listed above. In this prospectus, we refer to the common stock, preferred stock, debt securities, subscription rights, warrants and units collectively as “securities.” The total dollar amount of all securities that we may sell pursuant to this prospectus will not exceed $200,000,000100,000,000. If we issue debt securities at a discount from their original stated principal amount, then, for purposes of calculating the total dollar amount of all securities issued under this prospectus, we will treat the initial offering price of the debt securities as the total original principal amount of the debt securities. This prospectus may not be used to consummate a sale of securities unless it is accompanied by a prospectus supplement.

THE SECURITIES WE MAY OFFER. General The descriptions of the securities contained in this prospectus, together with the applicable prospectus supplements, summarize all of the material terms and provisions of the various types of securities that we may offer. We will describe in the applicable prospectus supplement relating to any securities the The particular terms of the securities offered by any prospectus supplement will be described in that prospectus supplement. If we indicate indicated in the an applicable prospectus supplement, the terms of the securities may differ from the terms we have summarized below. We may also include in the An applicable prospectus supplement information will also contain information, where applicable, about material United States U.S. federal income tax considerations relating to the securities, and the securities exchange, if any, on which the securities will be listed. We may sell from time to time, in one or more offerings: ● common stock; ● preferred stock; ● debt securities; and/or ● subscription rights rights. Our board of directors, in its sole discretion, has authority to purchase sell any treasury stock and/or unissued securities upon such terms as it deems advisable. Our board of directors could issue preferred stock, additional shares of voting common stock, preferred stock or debt securities; ● warrants to purchase shares of common stock or preferred stock; and ● units consisting of subscription rights at any combination of the securities listed above. In this prospectus, we refer to the common stock, preferred stock, debt securities, subscription rights, warrants and units collectively as “securities.” The total dollar amount of all securities that we may sell will not exceed $200,000,000time. If we issue debt securities at a discount from their original stated principal or liquidation amount, then, for purposes of calculating the total dollar amount of all securities issued under this prospectus, we will treat the initial offering price of the debt securities as the total original principal or liquidation amount of the debt securities. This prospectus may not be used to consummate a sale of sell securities unless it is accompanied by a prospectus supplement.

THE SECURITIES WE MAY OFFER. General The descriptions of the securities contained in this prospectus, together with the applicable prospectus supplements, summarize all of the material terms and provisions of the various types of securities that we may offer. We will describe in the applicable prospectus supplement relating to any securities the particular terms of the securities offered by that prospectus supplement. If we indicate in the applicable prospectus supplement, the terms of the securities may differ from the terms we have summarized below. We may will also include in the prospectus supplement information information, where applicable, about material United States federal income tax considerations relating to the securities, and the securities exchange, if any, on which the securities will be listed. We may sell from time to time, in one or more offerings: ● • shares of our common stock; ● • shares of our preferred stock; ● • debt securities; ● subscription rights to purchase shares of common stock, preferred stock or debt securities; ● • warrants to purchase shares of our common stock or preferred stock; and ● • rights to purchase shares of our common stock; and/or • units consisting of any combination of the securities listed above. In this prospectus, The terms of any securities we refer to offer will be determined at the common stock, preferred stock, debt securities, subscription rights, warrants and units collectively as “securities.” The total dollar amount time of all sale. We may issue securities that we are exchangeable for or convertible into common stock or any of the other securities that may sell will not exceed $200,000,000. If we issue debt securities at a discount from their original stated principal amount, then, for purposes of calculating the total dollar amount of all securities issued be sold under this prospectus. When particular securities are offered, we a supplement to this prospectus will treat be filed with the initial offering price Commission, which will describe the terms of the debt securities as the total original principal amount offering and sale of the debt offered securities. This prospectus may not be used to consummate a sale of securities unless it is accompanied by a prospectus supplement.

THE SECURITIES WE MAY OFFER. General The descriptions We may offer shares of the our Class A common stock and preferred stock, various series of debt securities contained and/or warrants to purchase any of such securities, either individually or in combination, with a total dollar amount up to $300,000,000 from time to time under this prospectus, together with the applicable prospectus supplementssupplement and any related free writing prospectus, summarize all at prices and on terms to be determined at the time of any offering. We may also offer Class A common stock, preferred stock and/or debt securities upon the exercise of warrants. This prospectus provides you with a general description of the material terms and provisions of the various types of securities that we may offer. We Each time we offer a type or series of securities under this prospectus, we will provide a prospectus supplement that will describe in the applicable prospectus supplement relating to any securities the particular specific amounts, prices and other important terms of the securities offered by that prospectus supplement. If we indicate securities, including, to the extent applicable: • designation or classification; • aggregate principal amount or aggregate offering price; • maturity; • original issue discount; • rates and times of payment of interest or dividends; • redemption, conversion, exercise, exchange or sinking fund terms; • ranking; • restrictive covenants; • voting or other rights; • conversion or exchange prices or rates and, if applicable, any provisions for changes to or adjustments in the applicable prospectus supplement, the terms of conversion or exchange prices or rates and in the securities may differ from the terms we have summarized below. We may also include in the prospectus supplement information about or other property receivable upon conversion or exchange; and • a discussion of material United States federal income tax considerations relating to the securities, and the securities exchangeconsiderations, if any, on which the securities will be listed. We may sell from time to time, in one or more offerings: ● common stock; ● preferred stock; ● debt securities; ● subscription rights to purchase shares of common stock, preferred stock or debt securities; ● warrants to purchase shares of common stock or preferred stock; The applicable prospectus supplement and ● units consisting of any combination of the securities listed above. In this prospectus, we refer to the common stock, preferred stock, debt securities, subscription rights, warrants and units collectively as “securities.” The total dollar amount of all securities related free writing prospectus that we may sell will not exceed $200,000,000. If we issue debt securities at a discount from their original stated principal amountauthorize to be provided to you may also add, then, for purposes of calculating the total dollar amount of all securities issued under this prospectus, we will treat the initial offering price update or change any of the debt securities as information contained in this prospectus or in the total original principal amount documents we have incorporated by reference. However, no prospectus supplement or free writing prospectus will offer a security that is not registered and described in this prospectus at the time of the debt securitieseffectiveness of the registration statement of which this prospectus is a part. This prospectus may not be used to consummate a sale of securities unless it is accompanied by a prospectus supplement. We may sell the securities directly to investors or to or through agents, underwriters or dealers. We, and our agents, underwriters or dealers reserve the right to accept or reject all or part of any proposed purchase of securities. If we do offer securities to or through agents, underwriters or dealers, we will include in the applicable prospectus supplement: • the names of those agents, underwriters or dealers; • applicable fees, discounts and commissions to be paid to them; • details regarding over-allotment options, if any; and • the net proceeds to us, if any.

THE SECURITIES WE MAY OFFER. General The descriptions of the securities contained in this prospectus, together with the applicable prospectus supplements, summarize all of the material terms and provisions of the various types of securities that we may offer. We will describe in the applicable prospectus supplement relating to any securities the particular terms of the securities offered by that prospectus supplement. If we indicate in the applicable prospectus supplement, the terms of the securities may differ from the terms we have summarized below. We may will also include in the prospectus supplement information information, where applicable, about material United States federal income tax considerations relating to the securities, and the securities exchange, if any, on which the securities will be listed. We may sell from time to time, in one or more offerings: ● common stock; ● preferred stock; ● debt securities; ● subscription rights warrants to purchase shares of common stock, preferred stock or debt other securities; ● warrants to purchase shares of common stock or preferred stock; subscription rights, and ● units consisting of any combination of the securities listed above. In this prospectus, we refer to the common stock, preferred stock, debt securities, warrants, subscription rights, warrants rights and units collectively as “securities.” The total dollar amount of all securities that we may sell will not exceed $200,000,000. If we issue debt securities at a discount from their original stated principal amount, then, for purposes of calculating the total dollar amount of all securities issued under this prospectus, we will treat the initial offering price of the debt securities as the total original principal amount of the debt securities. This When particular securities are offered, a supplement to this prospectus may not will be used to consummate a filed with the SEC, which will describe the terms of the offering and sale of securities unless it is accompanied by a prospectus supplementthe offered securities.