" The sale of shares of our common stock pursuant to the Investment Agreement will have a dilutive impact on our stockholders. Granite may resell some, if not all, of the shares we sell to it under the Investment Agreement and such sales could cause the market price of our common stock to decline significantly. To the extent of any such decline, any subsequent put would require us to issue a greater number of shares of common stock to Granite in exchange for each dollar of the advance. Under these circumstances, our existing stockholders would experience greater dilution. Although Granite is precluded from short sales, the sale of our common stock under the Investment Agreement could encourage short sales by third parties, which could contribute to the further decline of our stock price. "
"...to be offered on a delayed or continuous basis...."
"Includes (i) up to 395,791 shares to be issued pursuant to an Investment Agreement between the Registrant and the selling stockholder, and (ii) an indeterminable number of additional shares of common stock, pursuant to Rule 416 under the Securities Act of 1933, as amended, that may be issued to prevent dilution from stock splits, stock dividends or similar transactions that could affect the shares to be offered by the selling stockholder. The number of shares registered, which equals the number of shares that may be issued under the Investment Agreement, was determined as one third of the number shares held by non-affiliates of the Registrant as of a date within 60 days of the date of execution of the Investment Agreement...."