Exhibit 4.9


 


DESCRIPTION
OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT

TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934


  


We have authorized capital
stock consisting of 490,000,000 shares of common stock, par value $0.0001 per share, and 10,000,000 shares of preferred stock,
par value $0.0001 per share. As of December 31, 2020, we had 82,275,297 shares of common stock issued and outstanding, and no shares
of preferred stock issued and outstanding.


 


Common Stock


 


All outstanding shares
of common stock are of the same class and have equal rights and attributes. The holders of common stock are entitled to one vote
per share on all matters submitted to a vote of stockholders of the company. All stockholders are entitled to share equally in
dividends, if any, as may be declared from time to time by the Board of Directors out of funds legally available. In the event
of liquidation, the holders of common stock are entitled to share ratably in all assets remaining after payment of all liabilities.
The stockholders do not have cumulative or preemptive rights.


 


Preferred Stock


 


Our Certificate of Incorporation
authorizes the issuance of up to 10,000,000 shares of preferred stock with designations, rights and preferences determined from
time to time by our Board of Directors. Accordingly, our Board of Directors is empowered, without stockholder approval, to issue
preferred stock with dividend, liquidation, conversion, voting, or other rights which could adversely affect the voting power or
other rights of the holders of the common stock. In the event of issuance, the preferred stock could be utilized, under certain
circumstances, as a method of discouraging, delaying or preventing a change in control of our company, which is sometimes referred
to in corporate parlance as a “poison pill”.


 


Stockholder Action
by Written Consent


 


Any action required or
permitted to be taken at any annual or special meetings of the stockholders of the company may be taken without a meeting, without
prior notice and without a vote, by a consent or consents in writing, setting forth the action so taken, (a) signed by stockholders
of the company holding not less than the minimum number of votes that would be necessary to authorize or take such action at a
meeting at which all the shares of the company entitled to vote thereon were present and voted and (b) delivered to the company
in accordance with Section 228 of the DGCL.


 






     


     


    

 





Anti-Takeover Effects of Provisions
of our Certificate of Incorporation, our Bylaws and Delaware Law


 


Some provisions of Delaware
law, our certificate of incorporation and our bylaws contain provisions that could make the following transactions more difficult:
acquisition of us by means of a tender offer; acquisition of us by means of a proxy contest or otherwise; or removal of our incumbent
officers and directors. It is possible that these provisions could make it more difficult to accomplish or could deter transactions
that stockholders may otherwise consider to be in their best interest or in our best interests, including transactions that might
result in a premium over the price of our common stock.


 


These provisions, summarized
below, are expected to discourage coercive takeover practices and inadequate takeover bids. These provisions are also designed
to encourage persons seeking to acquire control of us to first negotiate with our board of directors. We believe that the benefits
of increased protection of our potential ability to negotiate with the proponent of an unfriendly or unsolicited proposal to acquire
or restructure us outweigh the disadvantages of discouraging these proposals because negotiation of these proposals could result
in an improvement of their terms.


 


Delaware
Anti-Takeover Statute


 


We are subject to Section 203
of the Delaware General Corporation Law, which regulates corporate takeovers. The existence of this provision may have an anti-takeover
effect with respect to transactions not approved in advance by the board of directors, such as discouraging takeover attempts that
might result in a premium over the price of our common stock.


 


Undesignated
Preferred Stock


 


The ability to authorize
undesignated preferred stock makes it possible for our board of directors to issue preferred stock with voting or other rights
or preferences that could impede the success of any attempt to change control. These and other provisions may have the effect
of deterring hostile takeovers or delaying changes in control or management.


 


Transfer Agent


 


The stock transfer agent
for our securities is Vstock Transfer, LLC, 18 Lafayette Place, Woodmere, NY 11598, (212) 828-8436.