Item 3.02. Unregistered Sales of Equity Securities.

On March 15, 2013, the Company sold in a private transaction 1,000,000 units of securities for $0.25 per unit (total consideration of $250,000), each unit consisting of (a) one share of the Company's common stock, $0.001 par value per share (the "common stock"); and (b) one two-year warrant to purchase one share of common stock for $0.36 per share.

The Company claims an exemption from registration afforded by Section 4(2) of the Securities Act of 1933, as amended thereunder for the above sale of units of shares of common stock and warrants. The sale did not involve a public offering, the buyer took the shares for investment and not resale and the Company took appropriate measures to restrict transfer of such shares and warrants.