Item 4 — Purpose of Transaction
Item 4 is hereby amended to add the following: On October 27, 2026, the Reporting Persons entered into a tender offer support and settlement agreement (the "Agreement") with the Issuer (the Issuer and the Reporting Persons together, the "Parties") regarding the Issuer's tender offer for certain of its securities (the "Offer") and certain other matters. Pursuant to the terms of the Agreement, the Issuer agreed to amend the terms of the Offer to (i) increase the maximum number of cash pre-funded warrants that may be tendered in the Offer to equal 100% of the cash pre-funded warrants issued and outstanding, (ii) increase the maximum number of cryptocurrency pre-funded warrants that may be tendered in the Offer to equal 100% of the cryptocurrency pre-funded warrants issued and outstanding, (iii) add cash stapled warrants as securities that may be tendered in the Offer, with the amount that may be tendered in the Offer equal to 100% of the cash stapled warrants issued and outstanding, with no minimum number required to be tendered as a condition to the Offer, and with the cash stapled warrants to be offered in the Offer at a price of $0.17 per stapled warrant, (iv) add cryptocurrency stapled warrants as securities that may be tendered in the Offer, with the amount that may be tendered in the Offer equal to 100% of the cryptocurrency stapled warrants issued and outstanding, with no minimum number required to be tendered as a condition to the Offer, and with the cryptocurrency stapled warrants to be offered in the Offer at a price of $0.17 per stapled warrant, (v) extend the term of the Offer until at least November 12, 2026, and (vi) subject to applicable law, delete any provisions in the Schedule to Tender Offer Statement pertaining to the Offer (as may be amended, the "Schedule TO") related to a 30% withholding on payments for Non-U.S. Holders ("Withholding"), and, subject to applicable law, for the Issuer not make any such Withholding. Pursuant to the terms of the Agreement, the Reporting Persons have agreed to tender all securities beneficially owned by the Reporting Persons as may be so tendered in the Offer. Pursuant to the terms of the Agreement, the Reporting Persons have also agreed to certain customary standstill provisions for a period of three years from the execution of the Agreement (the "Standstill Period"). In addition, during the Standstill Period each of the Parties agreed to certain mutual non-disparagement provisions (subject to certain exceptions), not to pursue any legal proceedings against the other party (subject to limited exceptions), and after payment for the shares tendered in the Offer, an agreement of mutual release of claims by each of the Parties (subject to limited exceptions). The Parties have also agreed to a number of other covenants in connection with the Agreement, including an agreement by the Issuer not to alter certain terms of the Offer without the approval of the Reporting Persons; an agreement by the Reporting Persons not to sell or transfer any securities of the Issuer beneficially owned by the Reporting Persons other than through tender in the Offer until the earlier of the expiration of the Offer or termination of the Agreement; an agreement by the Reporting Persons not to make any "block trades" of the Issuer's Shares for a specified period after the expiration of the Offer, after which time the Issuer would receive a right of first refusal on any such block trades; and the Reporting Persons have agreed to vote any voting securities of the Issuer beneficially held by the Reporting Persons during the Standstill Period in line with the Board's recommendations of any proposals (other than any proposal regarding a change of control of the Issuer). The Agreement contains customary representations, warranties, agreements and other provisions, including the reimbursement of certain expenses of the Reporting Persons. The Agreement shall automatically terminate under a number of circumstances, including if the Issuer terminates or withdraws the Offer, the Issuer does not accept payment for any of the securities of the Reporting Persons tendered in the Offer, the breach of certain covenants to the Agreement, a determination that the Withholding is required in connection with the Offer following consultation with a third party advisor, or if the Issuer has not amended the Schedule TO within the time provided for under the Agreement. If not otherwise terminated in accordance with its terms, the Agreement will terminate on the expiration of the Standstill Period. The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Agreement, which is attached as Exhibit 99.1 and is incorporated herein by reference.