United States

Securities and Exchange Commission

Washington, D.C. 20549






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of the Securities Exchange Act of 1934


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*** Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Stockholder Meeting to Be Held on November 16, 2020.



Meeting Information


Meeting Type:         Annual Meeting

For holders as of:    September 18, 2020

Date:     November 16, 2020     Time:     11:00 AM EST

Location:      Nelson Mullins Riley & Scarborough LLP

One Biscayne Tower, 21st Floor

2 South Biscayne Blvd.

Miami, FL 33131




MIAMI, FL 33156

You are receiving this communication because you hold shares in the company named above.


This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).


We encourage you to access and review all of the important information contained in the proxy materials before voting.

  See the reverse side of this notice to obtain proxy materials and voting instructions.





Before You Vote

How to Access the Proxy Materials


Proxy Materials Available to VIEW or RECEIVE:



How to View Online:

Have the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) and visit: www.proxyvote.com.


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Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) available and follow the instructions.


Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.





Voting Items  


The Board of Directors recommends a vote FOR the nominees listed in Proposals 1, 2, and 3.   The Board of Directors recommends a vote FOR Proposals 4 and 5.  

Election of Class I Director: To elect one member to the Board of Directors to serve for a one-year term as the Class I director.


Frank Koretsky

  4. Ratification of the appointment of M&K CPAs, PLLC as the Company’s independent registered public accounting firm for the fiscal year ending May 31, 2021.  

Election of Class II Director: To elect one member to the Board of Directors to serve for a two-year term as the Class II director.


Andrew Glashow

  5. Approval, on a non-binding advisory basis, of the compensation of the Company’s named executive officers.  

Election of Class III Director: To elect one member to the Board of Directors to serve for a three-year term as the Class III director.


Jeffrey Binder


The Board of Directors recommends you vote for a frequency of 3 YEARS on Proposal 6.


    6. The preferred frequency for future non-binding advisory votes to approve the compensation of the Company's named executive officers.  
    NOTE: The Company may transact such other business as may properly come before the Annual Meeting, or any adjournments or postponements thereof.