<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
(Mark One)
[X] Quarterly report pursuant to section 13 or 15(d) of the Securities
Exchange Act of 1934 for the quarterly period ended September 30, 2000,
or
[_] Transition report pursuant to section 13 or 15(d) of the Securities
Exchange Act of 1934 for the transition period from ________________ to
_________________
Commission File Number 0-12943
CYPRESS BIOSCIENCE, INC.
(Exact Name of Registrant as specified in its charter)
DELAWARE 22-2389839
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
4350 Executive Drive, Suite 325, San Diego, California 92121
(Address of principal executive offices) (zip code)
(858) 452-2323
(Registrant's telephone number including area code)
__________________________________
Indicate by check (X) whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No_____
-----
At November 10, 2000, 48,722,123 shares of Common Stock of the Registrant
were outstanding.
This filing, without exhibits, contains 14 pages.
1
<PAGE>
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PART I - FINANCIAL INFORMATION Page
----
<S> <C>
Item 1 - Consolidated Balance Sheets as of
September 30, 2000 (unaudited) and December 31, 1999.................. 3
Consolidated Statements of Operations for the three and nine months
ended September 30, 2000 and 1999 (unaudited)......................... 4
Consolidated Statements of Cash Flows for the
nine months ended September 30, 2000 and 1999 (unaudited)............ 5
Notes to Consolidated Financial Statements (unaudited)................... 6
Item 2 - Management's Discussion and Analysis of Financial
Condition and Results of Operations...................................... 8
Item 3 - Quantitative and Qualitative Disclosures About Market Risk............... 12
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings........................................................ 13
ITEM 2 - Changes in Securities and Use of Proceeds................................ 13
ITEM 3 - Defaults Upon Senior Securities.......................................... 13
ITEM 4 - Submission to Matters to a Vote of Security Holders...................... 13
ITEM 5 - Other Information........................................................ 13
ITEM 6 - Exhibits and Reports on Form 8-K........................................ 13
Signatures........................................................................ 14
</TABLE>
2
<PAGE>
CYPRESS BIOSCIENCE, INC.
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
September 30, December 31,
2000 1999
-------------- ------------
(Unaudited) (Note)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 8,956,040 $ 11,569,966
Accounts receivable from agreement with Fresenius 373,223 387,474
Prepaid expenses 154,458 389,180
Debt acquisition cost 97,080 144,654
------------ ------------
Total current assets 9,580,801 12,491,274
Property and equipment, net 162,519 226,042
Other assets 12,190 20,360
Deferred financing costs 21,094 93,796
------------ ------------
Total assets $ 9,776,604 $ 12,831,472
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 935,887 $ 952,932
Accrued compensation 131,734 135,211
Accrued liabilities 295,777 478,477
Current portion of convertible debentures 275,000 -
Current portion of long-term obligations 1,535,211 850,108
------------ ------------
Total current liabilities 3,173,609 2,416,728
Convertible debentures - 400,000
Long-term obligations, net of current portion 981,853 2,269,891
Stockholders' equity:
Common stock, $.02 par value; 75,000,000 shares authorized,
48,722,123 and 46,314,110 shares issued and outstanding at
September 30, 2000 and December 31, 1999, respectively 974,442 926,282
Additional paid-in capital 99,326,133 94,609,138
Accumulated deficit (94,679,433) (87,790,567)
------------ ------------
Total stockholders' equity 5,621,142 7,744,853
------------ ------------
Total liabilities and stockholders' equity $ 9,776,604 $ 12,831,472
============ ============
</TABLE>
See accompanying notes.
Note: The balance sheet at December 31, 1999 has been derived from the audited
financial statements at that date but does not include all of the information
and footnotes required by generally accepted accounting principles.
3
<PAGE>
CYPRESS BIOSCIENCE, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Quarter Ended Nine Months Ended
September 30, September 30,
2000 1999 2000 1999
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Revenue:
Product sales $ - $ - $ - $ 588,120
Revenue from Fresenius
agreement 889,382 330,681 2,304,127 709,991
----------- ----------- ----------- -----------
Total revenue 889,382 330,681 2,304,127 1,298,111
Costs and expenses:
Production costs 150,437 47,059 330,006 836,685
Sales and marketing 1,216,538 1,478,683 4,776,880 3,880,903
Research and development 392,790 373,142 1,675,009 1,513,610
General and administrative 1,010,139 672,378 2,490,247 3,003,750
----------- ----------- ----------- -----------
Total costs and expenses 2,769,904 2,571,262 9,272,142 9,234,948
Other income (expense):
Interest income 157,034 147,884 508,889 340,326
Interest expense (135,274) (28,411) (429,740) (51,092)
Gain on sale of assets, net - 150 - 693,375
----------- ----------- ----------- -----------
21,760 119,623 79,149 982,609
----------- ----------- ----------- -----------
Net loss $(1,858,762) $(2,120,958) $(6,888,866) $(6,954,228)
=========== =========== =========== ===========
Net loss per share
(basic and diluted) $ (0.04) $ (0.05) $ (0.14) $ $(0.16)
=========== =========== =========== ===========
Shares used in computing
net loss per share (basic
and diluted) 48,718,161 46,111,452 48,330,240 44,652,133
=========== =========== =========== ===========
</TABLE>
See accompanying notes.
4
<PAGE>
CYPRESS BIOSCIENCE, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended September 30,
2000 1999
------------ ------------
<S> <C> <C>
Operating Activities:
Net loss $(6,888,866) $(6,954,228)
Adjustments to reconcile net loss to net cash used
by operating activities:
Depreciation and amortization 82,324 221,720
Amortization of deferred compensation - 239,446
Loss on disposal of property and equipment - 94,477
Common stock issued for services and expenses 107,739 121,750
Changes in operating assets and liabilities, net 81,035 884,592
----------- -----------
Net cash used by operating activities (6,617,768) (5,392,243)
Investing Activities:
Purchase of equipment (18,799) (132,612)
Restricted cash - 35,000
Proceeds from business transferred - 3,216,667
Proceeds from sale of assets - 15,050
----------- -----------
Net cash (used in) provided by investing activities (18,799) 3,134,105
Financing Activities:
Payment of notes payable (598,372) (28,205)
Deferred financing costs 120,276 (255,604)
Proceeds from notes payable - 2,000,000
Proceeds from exercise of stock options and warrants 4,505,300 6,346,529
Sales of Common Stock and Warrants to Fresenius - 1,500,000
Payment of capital lease obligations (4,563) (14,391)
----------- -----------
Net cash provided by financing activities 4,022,641 9,548,329
----------- -----------
Increase (decrease) in cash and cash equivalents (2,613,926) 7,290,191
Cash and cash equivalents at beginning of period 11,569,966 5,619,568
----------- -----------
Cash and cash equivalents at end of period $ 8,956,040 $12,909,759
=========== ===========
Supplemental disclosure of cash flow information
Interest paid $ 299,050 $ 58,149
=========== ===========
</TABLE>
See accompanying notes.
5
<PAGE>
CYPRESS BIOSCIENCE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. Formation and Business of the Company
The accompanying consolidated financial statements have been prepared by
Cypress Bioscience, Inc. (the "Company") without audit, pursuant to the rules
and regulations of the Securities and Exchange Commission (the "SEC"). Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have been
condensed or omitted pursuant to the rules and regulations of the SEC. The
consolidated financial statements include the accounts of the Company and its
wholly owned subsidiaries. All intercompany accounts and transactions have been
eliminated. In the opinion of the Company's management, all adjustments
necessary for a fair presentation of the accompanying unaudited financial
statements are reflected herein. All such adjustments are normal and recurring
in nature. Interim results are not necessarily indicative of results for the
full year. For more complete financial information, these consolidated
financial statements should be read in conjunction with the audited consolidated
financial statements included in the Company's 1999 Annual Report on Form 10-K/A
filed with the SEC.
The Company markets the PROSORBA(R) column for the treatment of types of
rheumatoid arthritis ("RA") and idiopathic thrombocytopenia purpura ("ITP"),
which are types of immune disorders, and is engaged in the development of
Cyplex(TM) for the treatment of blood platelet disorders. The PROSORBA column
absorbs antibodies and circulating immune complexes and modulates the patient's
inappropriate immune response to certain diseases. In March 1999, the Food and
Drug Administration ("FDA") granted Cypress marketing clearance to distribute
the PROSORBA column for the treatment of moderate to severe RA. The Company
previously received marketing clearance from the FDA in December 1987 to
distribute the PROSORBA column for the treatment of ITP, a rare hematologic
disorder. The Company is also developing Cyplex, a platelet alternative,
previously known as Infusible Platelet Membranes, as an alternative to
traditional platelet transfusions.
2. Fresenius Agreements
In March 1999, Cypress entered into an agreement with Fresenius AG of Bad
Homburg, Germany and its U.S. subsidiary, Fresenius Hemotechnology, Inc.
("FHI"). The agreement provides Fresenius with an exclusive license to
distribute the PROSORBA column in the U.S., Europe, Latin America, and subject
to certain conditions, Japan and certain other countries. Upon signing of the
agreement, Cypress received a total of $1.5 million from Fresenius consisting of
$1.0 million for the purchase of 297,530 shares of Cypress common stock, and
$500,000 for the purchase of three-year warrants to buy 342,466 shares of
Cypress common stock at $7.50 per share.
In the U.S., Cypress and FHI jointly market the PROSORBA column. Cypress
and FHI share in clinical trials and sales and marketing expenses in the U.S.,
subject to certain annual dollar limits. Fresenius has responsibility for
clinical trials and
6
<PAGE>
registration of the product overseas. In the U.S., net profit is split 50/50
until PROSORBA column revenue reaches a pre-determined sales threshold, after
which time Cypress will receive 60% of the profits and Fresenius will receive
40%. Net profits will be split 50/50 outside the United States.
Cypress' pro rata share of sales by Fresenius for the quarter and nine
months ending September 30, 2000 consists of reimbursements of allowable
expenses incurred related to the PROSORBA column which includes sales and
marketing, research and development, and royalty expenses. Any net profit
generated will be split equally to Cypress and Fresenius. Net profit is
determined by taking the total PROSORBA related revenue less allowable expenses
incurred by Cypress and Fresenius.
The agreement also included an option for Fresenius to purchase assets used
in Cypress' manufacturing facilities in Redmond, Washington. In April 1999,
Fresenius exercised its option and acquired the assets related to the PROSORBA
column manufacturing function for $5.2 million. In 1999, Cypress recorded a
gain of approximately $2.5 million from the sale of the manufacturing assets and
inventory.
3. Inventories
In April 1999, Fresenius acquired the PROSORBA column manufacturing
facility. As a result the Company had no inventory as of September 30, 2000 or
December 31, 1999.
4. Net Loss Per Share
The computation of net loss per share is based on the weighted average
number of shares of common stock outstanding for each period. Common stock
equivalents related to options, warrants and convertible debentures are
excluded, as their effect is antidilutive.
7
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Except for the historical information contained herein, the following discussion
contains forward-looking statements within the meaning of Section 21E of the
Securities Exchange Act of 1934 that involve risks and uncertainties. The
Company's actual results could differ materially from those discussed below and
elsewhere in this 10-Q. Factors that could cause or contribute to such
differences include, without limitation, those discussed in this section, as
well as other sections of this 10-Q, and those discussed in the Company's Annual
Report on Form 10-K/A for the year ended December 31, 1999.
Company Overview
In March 1999, the Company entered into an agreement with Fresenius
Hemotechnology Inc. ("FHI"), a U.S. subsidiary of Fresenius AG ("Fresenius") of
Bad Homburg, Germany. FHI is a leading provider of apheresis equipment and
disposables. The agreement provides Fresenius with an exclusive license to
manufacture and distribute the PROSORBA column in the U.S., Europe, Latin
America, and subject to certain conditions, Japan and certain other countries.
In April 1999, the Company and Fresenius launched the sale of the PROSORBA
column for the treatment of moderate to severe rheumatoid arthritis ("RA") in
adult patients with long standing disease who have failed or are intolerant to
disease-modifying anti-rheumatic drugs ("DMARDs"). The PROSORBA column had been
previously approved for idiopathic thrombocytopenia purpura ("ITP"), a rare
hematologic disorder.
Also in April 1999, Fresenius exercised its option to acquire the PROSORBA
column manufacturing facility and related assets, located in Redmond,
Washington, for $5.2 million. During 1999 Cypress recorded a total gain on the
sale of $2.5 million.
Results of Operations
After March 1999, sales of the PROSORBA column are booked as revenues by
FHI, based on the terms of the Fresenius agreement. Allowable expenses incurred
related to the PROSORBA column are reimbursed to the party incurring such
expenses. Profits from the product after expense reimbursement are divided
between Cypress and Fresenius with 50% of such profits currently allocated to
Cypress. Prior to April 1999, Cypress recorded sales of the PROSORBA column as
product revenue. As a result, total revenue reported by Cypress for the nine
months ended September 30, 2000 is not comparable to the same period of 1999.
For the quarter and nine months ended September 30, 2000, Cypress recorded
revenue from the Fresenius arrangement of $889,000 and $2.3 million,
respectively, compared to $331,000 and $710,000 for the same periods in 1999.
The increase in revenue from the Fresenius agreement in 2000 is a result of the
increased sales of the PROSORBA column as previously described, which in turn
led to an increase in revenue allocated to Cypress from the Fresenius
arrangement.
Sales of the PROSORBA column by FHI were $3.0 million in the third quarter
of 2000 versus $2.3 million in the second quarter of 2000 and $1.3 million in
the first quarter of 2000. Of the $3.0 million of the PROSORBA column sales in
the third quarter, PROSORBA columns
8
<PAGE>
representing approximately $2.9 million of sales were purchased for use in the
RA indication, versus $2.1 million in the second quarter of 2000. The increase
in the third quarter is attributable to the purchase of 2,000 PROSORBA columns
by Fresenius Medical Care North America (FMCNA), a subsidiary of Fresenius
Medical Care AG, and one of the leading providers of apheresis services to
hospitals in the United States. The purchase was double last quarter's purchases
of 1,000 columns by FMCNA and reflects FMCNA's continued commitment to expand
the availability of treatment in the rheumatologist's office, offering many
benefits to the patient, including convenience and continued care by their
rheumatologist throughout the 12-week treatment course. In addition, FHI hired
six additional sales representatives to accelerate the adoption of PROSORBA as
an in-office procedure.
The purchase of 2,000 PROSORBA columns by FMCNA in the third quarter was
unusual, and pursuant to the agreement between Fresenius and FMCNA, FMCNA is
expected to purchase 1,000 columns in the fourth quarter of 2000 which will
complete FMCNA's purchase commitment. In addition, the purchases that FMCNA has
made in 2000 are expected to meet their treatment needs until at least mid-year
2001. As a result, projected sales for the fourth quarter of 2000 are between
$2 million and $2.5 million, based on 1,000 PROSROBA columns being purchased by
FMCNA, combined with the Company's typical run rate.
Prior to obtaining approval to market the PROSORBA column for the RA
indication in March 1999, the PROSORBA column was approved for ITP. The portion
of PROSORBA columns sales related to RA have increased while sales for the ITP
indication have continued to decrease. For the third quarter 2000, RA sales
represented over 95% of the total PROSORBA column revenue. This decline in ITP
sales is related to the shift of all available sales and marketing resources
away from hematology to the rheumatology application and we expect sales for the
ITP indication to continue to decline.
Operating expenses for the quarter and nine month period ended September
30, 2000 were $2.8 million and $9.3 million, respectively, compared to $2.6
million and $9.2 million for the same time periods in 1999. As a result of
Fresenius' purchase of the Company's manufacturing plant in April 1999, the
Company does not include manufacturing costs in production expenses for the
PROSORBA column after April 1999. Therefore, operating expenses for the periods
in 2000 are not directly comparable to the periods in 1999. For the quarter
ended September 30, 2000 operating expenses increased by approximately $199,000
over the same period of 1999. However, total operating expenses for the nine
month period ended September 30, 2000 were relatively consistent to amounts
reported in the same period of 1999, due to decreases in production expense, and
general and administrative expenses, offset primarily by an increase in sales
and marketing expenses. The Company expects its operating expenses to remain
at these levels through the end of the year.
Production expenses were $150,000 and $330,000 for the quarter and nine
months ended September 30, 2000, respectively, compared to $47,000 and $837,000
for the comparable periods in 1999. Production costs for the quarters ended
September 30, 2000 and 1999 consist entirely of royalty expenses based on net
sales of the PROSORBA column. The increase of 220% for the quarter ended
September 30, 2000 from the same period of 1999 is a result of the increase in
PROSORBA column sales in 2000 from 1999. Production costs decreased by $507,000
during the nine months ended September 30, 2000 due to Fresenius' acquisition of
the PROSORBA
9
<PAGE>
column manufacturing facility in April 1999. As a result, the Company did not
record production costs associated with manufacturing the PROSORBA column during
the period of January through April of 2000, as it had during the same period of
1999. Production cost will increase as PROSORBA column sales increase. For the
fourth quarter of 2000, the Company expects a decrease in production cost as the
PROSORBA column sales are expected to be less than the third quarter of 2000.
Sales and marketing expenses were $1.2 million and $4.8 million for the
quarter and nine months ended September 30, 2000, respectively, compared to $1.5
million and $3.9 million for the same periods of 1999. The decrease of $262,000
for the quarter ended September 30, 2000 from the same period of 1999 is due to
turnover among sales representatives. Furthermore, compensation of the new
sales and marketing employees is based more on sales results then that of those
previously employed, and resulted in less salary expense for the third quarter.
As a result of the turnover, expenses for the quarter were less than expected.
For the nine months ended September 30, 2000 sales and marketing expenses
increased by $896,000 over the same period in 1999. The increase is due to
sales and marketing efforts associated with the PROSORBA column for the RA
indication, which were launched in April 1999. As a result, the quarter and
nine months ended September 30, 2000 reflect RA marketing expenses in each
month, while the same periods in 1999 do not. In October 2000 the Company
promoted Sabrina Martucci Johnson to the position of Vice President of Sales and
Marketing from her previous title of Executive Director of Sales and Marketing.
Research and development expenses were $393,000 and $1.7 million for the
quarter and nine months ended September 30, 2000, respectively, compared to
$373,000 and $1.5 million for the corresponding periods of 1999. The Company
initiated mandatory post approval trials for the treatment of RA using the
PROSORBA column in 2000. During the quarter ended September 30, 2000 the
Company paid a retention bonus of $125,000 to its Executive Vice President of
Research and Development. The retention bonus paid was offset by the Company's
management of costs primarily related to the mandatory post approval trials. As
a result, the expenses reported for the quarter ended September 30, 2000 are
consistent with those reported for the same period of 1999. The increase of
$161,000 for the nine months ended September 30, 2000 over the same period of
1999 is due to costs incurred for the February 2000 investigator recruitment
meeting jointly sponsored by Fresenius and Cypress, and the above mentioned
retention bonus, which were partially offset by the absence of costs associated
with the FDA clearance process which were incurred during the first quarter of
1999.
General and administrative expenses were $1.0 million and $2.5 million for
the quarter and nine months ended September 30, 2000, respectively, compared to
$672,000 and $3.0 million for the comparable periods of 1999. The increase of
$338,000 in the third quarter 2000 from that reported in the same period of 1999
is primarily due to retention bonuses paid out to the Company's Chief Executive
Officer and Chief Operating Officer totaling approximately $400,000.
Additionally, in August 2000 the Company settled a dispute with Ditassa S.A.
related to distribution of the PROSORBA column in Spain. The decrease in
expenses for the nine months ended September 30, 2000 is related to a decrease
in business development activity in 2000 compared to 1999, offset by the
retention bonuses previously mentioned and the Ditassa settlement. The business
development activity in 1999 included costs associated with negotiating the
Company's agreement with
10
<PAGE>
Fresenius. The Company expects general and administrative expenses for the
fourth quarter to decrease over that previously reported in the third quarter
2000.
Liquidity and Capital Resources
The Company's cash and cash equivalents at September 30, 2000 totaled $9.0
million, compared to $11.6 million at December 31, 1999. The net decrease in
cash is primarily due to $6.6 million cash used in operations and principal
payments of notes payable of $598,000 partially offset by the proceeds of
approximately $4.5 million from the exercises of stock options. Working capital
at September 30, 2000 totaled $6.4 million.
The Company believes its cash and cash equivalents balance on September 30,
2000, together with the revenues the Company anticipates will be received under
the Fresenius agreement, are sufficient to fund operations through the year
2001. However, to the extent the Company decides to develop and/or acquire
products other than the PROSORBA column, including Cyplex, it will be
required to raise additional capital. The amount of capital required by the
Company is dependent upon many factors, including the following: the Company's
ability to successfully market the PROSORBA column for the RA indication,
results of and the costs associated with the mandatory post approval clinical
trials, results of current research and development efforts associated with
Cyplex and any other potential technologies, the FDA regulatory process,
costs of commercialization of the PROSORBA column, any future products and
potential competitive and technological advances by the Company's competitors
and the Company's levels of product sales. Because the Company is unable to
predict the outcome of the foregoing factors, some of which are beyond the
Company's control, the Company is unable to estimate with certainty its mid to
long-term capital needs. Although the Company is seeking to raise additional
capital through a combination of additional equity sources, there is no
assurance the Company will be able to raise additional capital through such
sources or that the funds raised thereby will allow the Company to maintain its
current and planned operations. If the Company is unable to obtain additional
capital, it will be required to delay, scale back or eliminate some or all of
its planned research and development activities related to additional product
opportunities.
11
<PAGE>
QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
The Company invests its excess cash in U.S. government securities and money
market funds with strong credit ratings. As a result, the Company's interest
income is most sensitive to changes in the general level of U.S. interest rates.
The Company does not use derivative financial instruments, derivative commodity
instruments or other market risk sensitive instruments, positions or
transactions in any material fashion. Accordingly, the Company believes that,
while the investment-grade securities it holds are subject to changes in the
financial standing of the issuer of such securities, the Company is not subject
to any material risks arising from changes in interest rates, foreign currency
exchange rates, commodity prices, equity prices or other market changes that
affect market risk sensitive instruments.
12
<PAGE>
PART II- OTHER INFORMATION
Item 1- LEGAL PROCEEDINGS
The Company is not party to any material legal proceedings
Item 2 - CHANGES IN SECURITIES AND USE OF PROCEEDS
Not applicable
Item 3 - DEFAULTS UPON SENIOR SECURITIES
Not applicable
Item 4- SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not applicable
Item 5 - OTHER INFORMATION
Not applicable
Item 6 - EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
27.1 Financial Data Schedule
(b) Reports on Form 8-K
None
13
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Cypress Bioscience, Inc.
November 14, 2000 /s/ Jay D. Kranzler, M.D., Ph.D.
-----------------------------------------
Chief Executive Officer, Chief
Financial Officer, Corporate Secretary
and Chairman of the Board (Principal
Executive Officer and Principal
Financial and Accounting Officer)
14
