SciTech Development, L.L.C. offering is now closed and is no longer accepting investments.

Advancing Cancer Treatment Through Safer Drug Delivery


SciTech Development is a Specialty Pharmaceutical Company dedicated to advancing breakthrough cancer treatments. We have developed a powerful, new Drug Delivery Platform (SDP) that will revolutionize how safe and promising, yet challenged drugs, can be delivered to kill cancer. SciTech has developed our first, patented drug, ST-001-nanoFenretinide that combines SDP and the drug fenretinide as a broadly applicable anticancer drug. SciTech’s innovations will impact our mission to develop cost-effective therapeutics that deliver transformative clinical outcomes. SciTech Development is in the pre-revenue clinical stage of development.
... Show more
This Reg CF offering is made available through StartEngine Capital, LLC. This investment is speculative, illiquid, and involves a high degree of risk, including the possible loss of your entire investment.
SciTech Development, L.L.C.


Reasons Icon

SDP, our proprietary and revolutionary Drug Delivery Platform, has enormous potential to develop and deliver new and better drugs for incurable cancers.

Reasons Icon

ST-001 (SDP plus fenretinide) is patented and clinical trial ready, with an FDA guided accelerated trial plan. Fenretinide presents a low risk scenario since it has been shown to be safe and effective in both children and adults. ST-001 is an affordable, cost-effective cancer treatment.

Reasons Icon

The market potential for ST-001 is about $2B, with an additional $5B-25B+ market potential from other targeted cancer indications, ST-001 combination therapies and from using our Delivery Platform to engineer and patent new drugs.

We Are Making A Difference

Wouldn’t it be great if every patient could “Ring the Bell” to signify the end of their cancer journey?

We are SciTech Development, a Specialty Pharmaceutical Company with the goal of helping patients end their battle with cancer.

SciTech has developed a revolutionary new Drug Delivery Platform called “SDP” to safely deliver drugs that kill cancer cells. We have used our proprietary Delivery Platform to develop our first clinical drug candidate, ST-001 nano-Fenretinide, with potentially more to follow.

We initially brought our message to Big Pharma. Although excited, they said “Come back and see us when you have some clinical data”. So, we are bringing our message directly to you through StartEngine. Funding through StartEngine will help us start clinical trials.

According to IQVIA, about 80% of the industry's drug development pipeline comes from emerging biopharma companies, which means small companies are overwhelmingly driving innovation and new drug products.

The first step to potentially curing cancer is to begin clinical trials of ST-001 for the treatment of lymphoma. Our intent is to expand the use of ST-001 in other cancers and develop additional new drugs so we can help the millions of patients that are battling cancer.

FDA approval of ST-001 would be a significant step towards becoming a revenue-generating company.

How It Works

*The above video contains computer generated demonstrations of the SciTech Drug Delivery Platform.

For more detailed technical info, visit our science-based website at


Cancer is an Escalating Worldwide Problem

Billions of dollars have been spent on developing new cancer therapies. And yet, there have been limited advancements in treatment and healthcare costs continue to rise.

There is an urgent need for therapies that can fight multiple cancers with high effectiveness, low side effects, and at an affordable cost. Many existing drugs are not able to achieve their full potential because they simply cannot effectively enter the cancer cell in sufficient amounts. Administering them in higher doses may not solve this problem without causing significant harm to the patient.

Patients suffering from cancer are often faced with the reality that there may be limited benefits from their existing treatment. Their cancer treatment is often fraught with long-lasting side effects from potentially harmful or toxic treatments with no cost-effective alternative therapies. Their struggle may be long and traumatic with no end in sight.

Help us try to make the struggle shorter, safer, and more cost-effective for those suffering from cancer. 


An Effective Drug Delivery Platform for New Cancer Treatments 

We believe that ST-001 will provide hope to millions of cancer patients.

  • The SciTech Drug Delivery Platform or “SDP” is designed to safely deliver high concentrations of drugs to kill cancer cells.
  • SDP works by formulating drugs into very tiny spheres known as “nanovesicles”, which “trick” the cells into letting the drug inside, ultimately killing the cancer.
  • SDP can be engineered with other drugs, making them more effective and patentable.
  • ST-001 nanoFenretinide, our patented lead drug candidate, is a combination of the Delivery Platform and fenretinide, a drug with a well-documented safety profile.
  • ST-001 and newly engineered SDP drugs may be used alone or in combination with existing therapies.


New Therapeutics for Broader and Better Clinical Outcomes

Oncology is the world’s largest pharmaceutical therapeutic area. The growing prevalence of cancer around the world will continue to spur opportunities for the oncology drug market. SciTech plans to engineer new cancer drugs for better clinical outcomes in more oncology areas and diseases.


The immediate targeted market for ST-001 is estimated to be about $2 Billion.  
The market potential can be expanded to $5B-25B+ with ST-001 combination therapies, targeting other cancer indications, and from using our Delivery Platform to engineer and patent new drugs.  

According to Global Industry Analysts Inc., the global market for cancer therapies is projected to reach USD $204.2 billion by 2024 with a compounded annual growth rate (CAGR) of 9.7%. The U.S. represents the largest market for cancer therapies with an estimated 38.3% share of the total global market.

Our Traction

SciTech Anticipates a Rapid Path to Commercialization

Fenretinide: Safe with Great Promise in Previous Clinical Trials

ST-001 contains the active ingredient fenretinide, a drug with a well-documented safety profile in over 3000 patients. However, it does not easily dissolve in the body so it cannot get to the cancer cells in high enough doses to be effective, a problem solved by ST-001.

After achieving numerous milestones, our approved clinical trials are “Confirmatory” not “Exploratory”.  Our trial simply needs to confirm that ST-001 can transport the drug into the cancer cell safely, at the right dose, without toxic side effects, and provide beneficial patient outcomes.

Unlike other “typical” clinical trials, the FDA has provided SciTech with guidance to a much faster pathway requiring fewer patients.  Once the clinical trials are completed and with FDA approval SciTech will be able to commercialize ST-001.

SciTech can now  begin its clinical trial at Rush University Medical Center in Chicago, IL.

how we're different

SciTech Can Develop a Robust Commercial Pipeline Using SDP, Our Proprietary Drug Delivery Platform

  • Our revolutionary new Drug Delivery Platform (SDP) has enormous potential in developing and delivering new drugs.
  • ST-001 is clinical trial ready with a rapid path to commercialization.
  • ST-001 is an affordable cancer therapy that can reduce treatment costs and improve outcomes.
  • SciTech has an exceptional leadership and scientific advisory team with vast industry experience.


Milestone Driven With Multiple Exit Strategies

Our immediate goal is to commercialize ST-001 and develop strategic partnerships with companies in the pharmaceutical industry who are looking to expand their existing drug portfolio in oncology, target new diseases, or develop combination drug therapies.

ST-001 would be an ideal candidate for use in combination drug/therapy regimens. The emerging trend in cancer treatment is to combine new, targeted therapies with other drugs in order to increase their effectiveness and therapeutic benefit. Use of ST-001 in this manner would have a significant positive impact on revenue.

SciTech can develop a robust pipeline of new drug candidates using our Delivery Platform, potentially increasing the valuation of the company.

All potential exit strategies will be considered, based on the best outcome for our investors, the company, and the timing of these potential options.

Due to the COVID-19 pandemic, the company is currently working virtually. We have engaged a large-scale drug manufacturer to produce ST-001 and a clinical trial site to conduct our study.


Together, We Can Fight Cancer and Bring New Hope to Patients Around the World.

First and foremost, we believe that ST-001 may drastically improve the therapeutic options for cancer patients.  Whether it's you, a family member, or a friend, just about everyone has been touched by cancer. Too many of us have too many common stories of pain and sorrow.

SciTech’s Delivery Platform provides an opportunity to develop new cancer drugs and change the cancer treatment landscape.

FDA approval of ST-001 would be a significant step toward becoming a revenue-generating company.

With our science and your help, we can provide a brighter future for patients, our partners, and our investors.

Please join us in helping to give each and every cancer patient a fighting chance to “Ring the Bell’’!

Italic (⌘I)


P.O. Box 36927
Grosse Pointe Farms, MI 48236

SciTech Development is a Specialty Pharmaceutical Company dedicated to advancing breakthrough cancer treatments. We have developed a powerful, new Drug Delivery Platform (SDP) that will revolutionize how safe and promising, yet challenged drugs, can be delivered to kill cancer. SciTech has developed our first, patented drug, ST-001-nanoFenretinide that combines SDP and the drug fenretinide as a broadly applicable anticancer drug. SciTech’s innovations will impact our mission to develop cost-effective therapeutics that deliver transformative clinical outcomes. SciTech Development is in the pre-revenue clinical stage of development.


Andrew Stumpf

Andrew Stumpf

Chief Financial Officer (CFO)

Mr. Stumpf brings 20+ years of experience as a finance professional in private equity, investment banking, corporate finance, and public accounting. Mr. Stumpf serves on the board of directors of a public diversified holding company as a member on the audit, compensation and nominating committees. Mr. Stumpf is a partner with Storm Lake Capital, a private equity firm that invests in middle market companies. Mr. Stumpf also performs in a finance capacity for several portfolio companies with responsibilities including financial and strategic planning and budgeting, financial reporting and year-end audit and tax filings.

Louis M. Scarmoutzos, Ph.D.

Louis M. Scarmoutzos, Ph.D.

Chief Operating Officer

Dr. Scarmoutzos has over 30 years of industrial experience in the biotech, chemistry, healthcare, medical device, pharmaceutical, and related industries. His hands-on industrial experience ranges from Bench Top Scientist to Vice President of R&D to President and CEO. He has founded several companies and is currently a Board Member of several small and emerging companies. Dr. Scarmoutzos received his B.S. cum laude in Chemistry from Boston College, a Ph.D. summa cum laude in Organic Chemistry from the Pennsylvania State University and was a Post-Doctoral Fellow in the Department of Chemistry and Chemical Biology at Harvard University. 

Ralph Parchment, Ph.D.

Ralph Parchment, Ph.D.

Chief Scientific Advisor & Co-Founder

Dr. Parchment is an accomplished pharmacologist and the principal inventor of the SciTech drug delivery technology. He presently directs a multi-laboratory program at the Frederick National Laboratory for Cancer Research where he manages the effort to create innovative approaches for evaluating and developing new drug compounds. He has worked part-time supporting SciTech’s development, patenting and commercialization activities. He brings a wealth of knowledge, in the field of oncology drug development, to bear on SciTech’s behalf. He invented ST-001 while on the faculty of Wayne State University where he was a core leader for the Karmanos Cancer Institute (KCI).

Michael Burns, Ph.D.

Michael Burns, Ph.D.

Product Development

Dr. Burns has nearly 40 years of pharmaceutical industry experience; Past CEO of Ferndale Pharma Group which comprises companies that specialize in the development, manufacture, marketing, sale and distribution of a wide variety of healthcare products. Dr. Burns was also CEO of Repromedix Corp, a life science company providing advanced testing and advisory services in reproductive medicine. He was instrumental in the divestment of ReproSource, Inc. Dr. Burns is an advisor to startup companies in oncology, skin care, and reproductive medicine.

Ali Moiin, M.D.

Ali Moiin, M.D.

Clinical Affairs

Dr. Moiin is board certified in Dermatology and is a practicing Dermatologist. He has an extensive background in treating patients with cutaneous T-cell lymphoma (CTCL) and is a lead researcher for ST-001 as a topical therapeutic. He maintains affiliations with major medical centers in the Detroit metro area, including Detroit Medical Center, St. John's Hospital, St. Mary's Hospital and William Beaumont Hospital. Dr. Moiin received his bachelor's degree in pharmacology and master's degree in biology from the University of California, Santa Barbara. He was awarded his Doctor of Medicine degree from the University of California, Davis.

David R. Schaffer

David R. Schaffer

Investor Relations

Mr. Schaffer has 30 years of experience in global equity capital markets, investment banking, equity market research, investor relations and strategic advisory to public/private funds. His skills include P&L accountability, customer retention, collaborative product development, business planning across diverse global markets resulting in increased bottom-line and market share growth. Mr. Schaffer has held executive positions at Raymond James Global Equity Markets, Kaufman, Advest and BD/M Collective.

Earle Holsapple

Earle Holsapple

CEO, President & Co-Founder

Mr. Holsapple has extensive managerial experience spanning many decades in a wide host of industries. He has successfully served as CEO/COO of six profitable midsize industrial or consumer products companies ranging in size from $10M to $100M in sales. He has managed four corporate turnarounds restoring each company to financial health. As an entrepreneur, he has started four new companies ranging in focus from international trade to complex life science startups. He previously served his country as an air defense officer in the United States Marine Corps rising to the rank of Captain. 


SciTech Development, L.L.C.
Jul 30, 2022

Maximum Number of Shares Offered subject to adjustment for bonus shares




Corporate Address


P.O. Box 36927, Grosse Pointe Farms, MI 48236

Offering Minimum



Offering Maximum



Minimum Investment Amount

(per investor)




Offering Type



Security Name



Minimum Number of Shares Offered



Maximum Number of Shares Offered



Price per Share



Pre-Money Valuation



*Maximum Number of Units Offered subject to adjustment for bonus units. See Bonus info below.

Company Perks

Time-Based Bonuses*:

  • Invest within the 1st week and receive 20% bonus shares.
  • Invest within the 2nd week and receive 15% bonus shares.
  • Invest within the 3rd week and receive 10% bonus shares.
  • Invest within the 4th week and receive 5% bonus shares.

Volume Based Bonuses and Perks*:

Tier 1

  • Invest >$500, you will receive 5% bonus shares. 

Tier 2

  • If you invest >$1,500, you will receive 10% bonus shares.

Tier 3

  • If you invest >$5,000, you will receive 15% bonus shares.

Tier 4

  • If you invest >$10,000, you will receive 20% bonus shares and an in-person** or virtual meeting with the leadership team.

*Investors cannot qualify for both bonuses in any single investment. If an investor qualifies for two bonuses the higher of the two bonuses will be applied. All perks occur after the offering is completed.

**Travel Not Included

*All perks occur when the offering is completed.

The 10% StartEngine Owners' Bonus

SciTech Development LLC will offer 10% additional bonus Units for all investments that are committed by investors that are eligible for the StartEngine Crowdfunding Inc. OWNer's bonus.

This means eligible StartEngine members will receive a 10% bonus for any units they purchase in this offering. For example, if you buy 100 Units at $2.75/unit, you will receive 110 Units, meaning you'll own 110 shares for $275. Fractional Units will not be distributed and unit bonuses will be determined by rounding down to the nearest whole unit.

This 10% Bonus is only valid during the investors eligibility period. Investors eligible for this bonus will also have priority if they are on a waitlist to invest and the company surpasses its maximum funding goal. They will have the first opportunity to invest should room in the offering become available if prior investments are cancelled or fail.

Investors will only receive a single bonus, which will be the highest bonus rate they are eligible for.

Insider Investment Notice

Officers, directors, executives, and existing owners with a controlling stake in the company (or their immediate family members) may make investments in this offering. Any such investments will be included in the raised amount reflected on the campaign page.

Irregular Use of Proceeds

The Company might incur Irregular Use of Proceeds that may include but are not limited to the following over $10,000: Vendor payments. Salary payments made to one’s self, a friend or relative. Any expense labeled “Travel and Entertainment”. Inter company debt or back payments.



Your StartEngine SciTech Development Investment


Thank You



Don’t miss out on this opportunity! 

Invest in SciTech at

Follow us on LinkedIn, Facebook and Twitter!


Fenretinide as a Potential Treatment for Brain Cancer

A recent publication suggests a combination therapy (which includes fenretinide) as a potential treatment for DIPG (diffuse intrinsic pontine glioma), a type of childhood brain cancer that is always fatal (

An earlier Phase 2 clinical study of fenretinide in adults with brain cancer showed that fenretinide was inactive at the dosage used in that clinical trial. The authors of the study further relay that additional studies are warranted based on the tolerability of the agent and the potential for activity at a higher fenretinide dosage, as suggested in the trial (

The impact of a brain cancer diagnosis is significant and can affect the quality of life through disease progression as well as by the effects of the treatment. Current treatment primarily includes surgery, radiation therapy and chemotherapy, with low survival rates (

Famous people who have succumbed to brain cancer include John McCain, Ted Kennedy, Lou Rawls, Pete Rozelle, Celia Cruz, Mary Shelley, Slim Pickens, Bobby Bonds, Gene Siskel (of Siskel & Ebert fame), Ethel Merman, and George Gershwin to name a few (

SciTech’s ST-001 nanoFenretinide drug candidate offers the potential of a bioavailable, non-toxic, and affordable treatment for brain cancer.

Visit to learn more about ST-001 nanoFenretinide and SciTech’s proprietary technology.

Follow SciTech on LinkedIn, Facebook and Twitter!


One Day Left to Invest in SciTech

There’s so little time left to join our Investor Family – but you can still do it!

Make your investment at

Visit to learn more about SciTech.

Follow Us on LinkedIn, Facebook and Twitter!


Only Two Days Left to Invest in SciTech

Right now is the perfect time for you to make your best decision of the day... with an investment in SciTech!

Only 2 days left in our crowdfunding campaign at

Visit to learn more about SciTech.

Follow Us on LinkedIn, Facebook and Twitter!


Fenretinide Treatment for Obesity and Type 2 Diabetes – 3 Days Left to Invest –

A recent publication demonstrated that fenretinide can prevent obesity and improve insulin sensitivity in mice. The authors of the publication discuss the beneficial effects of fenretinide's multiple mechanisms of action. However, despite all the beneficial effects of fenretinide, they did observe increased atherosclerosis in their LDLR-/- mutated mouse models, models for studying familial (genetic) hypercholesterolemia (high cholesterol).

An earlier publication demonstrated that fenretinide and metformin exhibited positive individual and synergistic effects when administered to treat diabetes in a rat model.

The recent publications suggest that SciTech's ST-001 nanoFenretinide technology may present additional out-licensing opportunities.

Follow SciTech on LinkedIn, Facebook and Twitter!


You Only Have The Next Three Days To Invest

Hurry! There are only three (3) days left to invest in SciTech.

Invest what you can at

Visit to learn more about SciTech and its proprietary technology.

Follow Us on LinkedIn, Facebook and Twitter!


Only Four Days Left to Invest

Keep calm - only four (4) days left to invest in SciTech at

Visit to learn more about SciTech and its proprietary technology.

Follow Us on LinkedIn, Facebook and Twitter!


Only Five Days Left to Invest

Only five (5) days left to invest in our crowdfunding campaign on StartEngine.

Don't miss your chance to be part of our investor community! Invest Now at

Visit to learn more about SciTech and its proprietary technology.

Follow Us on LinkedIn, Facebook and Twitter!


Multiple investments in an offering cannot be combined to qualify for a larger campaign perk. Get rewarded for investing more into SciTech Development, L.L.C..


StartEngine Owner’s Bonus

This offering is eligible for the StartEngine Owner’s 10% Bonus program. For details on this program, please see the Offering Summary section below.


Tier 1

Invest >$500, you will receive 5% bonus shares.


Tier 2

If you invest >$1,500, you will receive 10% bonus shares.


Tier 3

If you invest >$5,000, you will receive 15% bonus shares.


Tier 4

If you invest >$10,000, you will receive 20% bonus shares and an in-person** or virtual meeting with the leadership team.




Cancel anytime before 48 hours before a rolling close or the offering end date.


REWARDSWe want you to succeed and get the most out of your money by offering rewards and memberships!
SECUREYour info is your info. We take pride in keeping it that way!
DIVERSE INVESTMENTSInvest in over 200 start-ups and collectibles!

With Regulation A+, a non-accredited investor can only invest a maximum of 10% of their annual income or 10% of their net worth per year, whichever is greater. There are no restrictions for accredited investors.

With Regulation Crowdfunding, non-accredited investors with an annual income or net worth less than $124,000, are limited to invest a maximum of 5% of the greater of those two amounts. For those with an annual income and net worth greater than $124,000, he/she is limited to investing 10% of the greater of the two amounts.

At the close of an offering, all investors whose funds have “cleared” by this time will be included in the disbursement. At this time, each investor will receive an email from StartEngine with their Countersigned Subscription Agreement, which will serve as their proof of purchase moving forward.

Please keep in mind that a company can conduct a series of “closes” or withdrawals of funds throughout the duration of the campaign. If you are included in that withdrawal period, you will be emailed your countersigned subscription agreement and proof of purchase immediately following that withdrawal.

StartEngine assists companies in raising capital, and once the offering is closed, we are no longer involved with whether the company chooses to list shares on a secondary market, or what occurs thereafter. Therefore, StartEngine has no control or insight into your investment after the close of the live offering. In addition, we are not permitted to provide financial advice. You may want to contact a financial professional to discuss possible investment outcomes.

For Regulation Crowdfunding, investors are able to cancel their investment at any point throughout the campaign up until 48 hours before the closing of the offering. Note: If the company does a rolling close, they will post an update to their current investors, giving them the opportunity to cancel during this timeframe. If you do not cancel within this 5-day timeframe, your funds will be invested in the company, and you will no longer be able to cancel the investment. If your funds show as ‘Invested’ on your account dashboard, your investment can no longer be canceled.

For Regulation A+, StartEngine allows for a four-hour cancelation period. Once the four-hour window has passed, it is up to each company to set their own cancelation policy. You may find the company’s cancelation policy in the company’s offering circular.

Once your investment is canceled, there is a 10-day clearing period (from the date your investment was submitted). After your funds have cleared the bank, you will receive your refund within 10 business days.

Refunds that are made through ACH payments can take up to 10 business days to clear. Unfortunately, we are at the mercy of the bank, but we will do everything we can to get you your refund as soon as possible. However, every investment needs to go through the clearing process in order to get sent back to the account associated with the investment.

Both Title III (Regulation Crowdfunding) and Title IV (Reg A+) help entrepreneurs crowdfund capital investments from unaccredited and accredited investors. The differences between these regulations are related to the investor limitations, the differing amounts of money companies are permitted to raise, and differing disclosure and filing requirements. To learn more about Regulation Crowdfunding, click here, and for Regulation A+, click here.

@ 2022 All Rights Reserved

Apple Store Logo

Get To Know Us

Our Team


Important Message


Unless indicated otherwise with respect to a particular issuer, all securities-related activity is conducted by regulated affiliates of StartEngine: StartEngine Capital, LLC, a funding portal registered here with the US Securities and Exchange Commission (SEC) and here as a member of the Financial Industry Regulatory Authority (FINRA), or StartEngine Primary, LLC, a broker-dealer registered with the SEC and FINRA/SIPC . You can review the background of our broker-dealer and our investment professionals on FINRA’s BrokerCheck here. StartEngine Secondary is an alternative trading system regulated by the SEC and operated by StartEngine Primary, LLC, a broker dealer registered with the SEC and FINRA. StartEngine Primary, LLC is a member of SIPC and explanatory brochures are available upon request by contacting SIPC at (202) 371-8300.

Investment opportunities posted and accessible through the site are of three types:

1) Regulation A offerings (JOBS Act Title IV; known as Regulation A+), which are offered to non-accredited and accredited investors alike. These offerings are made through StartEngine Primary, LLC (unless otherwise indicated). 2) Regulation D offerings (Rule 506(c)), which are offered only to accredited investors. These offerings are made through StartEngine Primary, LLC. 3) Regulation Crowdfunding offerings (JOBS Act Title III), which are offered to non-accredited and accredited investors alike. These offerings are made through StartEngine Capital, LLC. Some of these offerings are open to the general public, however there are important differences and risks.

Any securities offered on this website have not been recommended or approved by any federal or state securities commission or regulatory authority. StartEngine and its affiliates do not provide any investment advice or recommendation and do not provide any legal or tax advice with respect to any securities. All securities listed on this site are being offered by, and all information included on this site is the responsibility of, the applicable issuer of such securities. StartEngine does not verify the adequacy, accuracy or completeness of any information. Neither StartEngine nor any of its officers, directors, agents and employees makes any warranty, express or implied, of any kind whatsoever related to the adequacy, accuracy, or completeness of any information on this site or the use of information on this site. See additional general disclosures here.

By accessing this site and any pages on this site, you agree to be bound by our Terms of use and Privacy Policy, as may be amended from time to time without notice or liability.

Canadian Investors Investment opportunities posted and accessible through the site will not be offered to Canadian resident investors. Potential investors are strongly advised to consult their legal, tax and financial advisors before investing. The securities offered on this site are not offered in jurisdictions where public solicitation for offerings is not permitted; it is solely your responsibility to comply with the laws and regulations of your country of residence.

California Investors Only – Do Not Sell My Personal Information (800-317-2200). StartEngine does not sell personal information. For all customer inquiries, please write to

StartEngine’s Reg A+ offering is made available through StartEngine Crowdfunding, Inc. This investment is speculative, illiquid, and involves a high degree of risk, including the possible loss of your entire investment. For more information about this offering, please view StartEngine’s offering circular and risk associated with this offering.