Change in Certifying Accountants Form 8 K

Item 4.01 Changes in Registrant's Certifying Accountant.

On October 10, 2024, WWC, P.C. ("WWC"), serving as the Company's independent registered public accounting firm, has agreed not to renew its engagement with the Company. WWC's voluntary decision not to renew the engagement was approved and acknowledged by the Company's board of directors (the "Board") on October 17, 2024.

The reports of WWCon the financial statements of the Company as of June 30, 2024 and for the fiscal years ended December 31, 2023 and 2022 did not contain any adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles, other than an explanatory paragraph regarding the substantial doubt about the Company's ability to continue as a going concern.

During the fiscal years ended December 31, 2022 and 2023 and the subsequent interim period through June 30, 2024, there were no disagreements with WWC on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreement(s), if not resolved to the satisfaction of WWC, would have caused it to make reference to the subject matter of the disagreement(s) in connection with its report. During the fiscal years ended December 31, 2022 and 2023 and the subsequent interim period through June 30, 2024, there were no reportable events of the type described in Item 304(a)(1)(v) of Regulation S-K.

The Company provided WWC with a copy of the foregoing disclosure and requested WWCto furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the statements made therein. As of the date of this report, WWC has not agreed nor declined to provide such letter. A copy of the letter from WWC will be filed as Exhibit 16.1 by amendment immediately upon receipt of such letter duly executed by WWC.

On October 17, 2024, the Board approved the engagement of Simon & Edward, LLP ("S&E") as the Company's new independent registered public accounting firm.

During the Company's two most recent fiscal years and the subsequent interim period through June 30, 2024, neither the Company nor anyone on its behalf consulted with S&E regarding (i) the application of accounting principles to a specified transaction, either completed or proposed; the type of audit opinion that might be rendered on the Company's financial statements, and neither a written report nor oral advice was provided that S&E concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or (ii) any matter that was either the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K and its related instructions) or a reportable event (as described in Item 304(a)(1)(v) of Regulation S-K).