x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
o |
TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
|
Nevada
|
20-1212923
|
(State
or other jurisdiction
of
incorporation or organization)
|
(IRS
Employer
Identification
No.)
|
Large
accelerated filer
|
o |
Accelerated
filer
|
o |
Non-accelerated
filer
|
o |
Smaller
reporting company
|
x |
Page
No.
|
||
PART
I - FINANCIAL INFORMATION
|
1
|
|
|
||
ITEM
1.
|
FINANCIAL
STATEMENTS
|
1
|
Consolidated
Balance Sheets
|
1
|
|
Consolidated
Statements of Operations
|
2
|
|
Consolidated
Statements of Cash Flows
|
3
|
|
Notes
to Consolidated Financial Statements
|
6
|
|
ITEM
2.
|
MANAGEMENT’S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
|
15
|
ITEM
4.
|
CONTROLS
AND PROCEDURES
|
22
|
PART
II - OTHER INFORMATION
|
23
|
|
ITEM
1A.
|
RISK
FACTORS
|
23
|
|
||
ITEM
2.
|
UNREGISTERED
SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
|
23
|
ITEM
6.
|
EXHIBITS
|
24
|
SIGNATURES
|
25
|
September
30,
2010
(Unaudited)
|
December
31,
2009
|
|||||||
Assets
|
||||||||
Current
assets:
|
||||||||
Cash
|
$ | 1,127,694 | $ | 1,000,874 | ||||
Other
current assets
|
179,223 | 58,200 | ||||||
Total
current assets
|
1,306,917 | 1,059,074 | ||||||
Equipment
and furniture, net
|
15,370 | 1,470 | ||||||
Debt
issuance costs, net
|
129,856 | 27,383 | ||||||
$ | 1,452,143 | $ | 1,087,927 | |||||
Liabilities
and Shareholders’ Deficit
|
||||||||
Current
liabilities:
|
||||||||
Notes
payable, bank
|
1,100,025 | 1,300,000 | ||||||
Notes
payable
|
425,392 | 624,865 | ||||||
Accounts
payable
|
873,954 | 985,560 | ||||||
Accrued
license and development fees
|
— | 1,595,385 | ||||||
Accrued
expenses
|
251,524 | 269,230 | ||||||
Total
current liabilities
|
2,650,895 | 4,775,040 | ||||||
Commitments
and contingencies
|
||||||||
Long-term
note payable, bank
|
— | 100,025 | ||||||
Long-term
note payable
|
— | 300,000 | ||||||
Long-term
note payable - related party
|
— | 243,000 | ||||||
Total
liabilities
|
2,650,895 | 5,418,065 | ||||||
Shareholders’
deficit:
|
||||||||
Common
stock, $0.00001 par. Authorized
|
||||||||
50,000,000
shares; issued and outstanding
|
||||||||
15,766,966
and 11,326,283 shares on September 30,
|
||||||||
2010
and December 31, 2009, respectively
|
158 | 113 | ||||||
Additional
paid-in capital
|
32,230,170 | 23,549,626 | ||||||
Deficit
accumulated during development stage
|
(33,429,080 | ) | (27,879,877 | ) | ||||
Total
shareholders’ deficit
|
(1,198,752 | ) | (4,330,138 | ) | ||||
$ | 1,452,143 | $ | 1,087,927 |
Three
Months Ended
September
30
|
Nine
Months Ended
September
30
|
Period
from
August
17, 1999
(Inception)
to
September
30,
|
||||||||||||||||||
2010
|
2009
|
2010
|
2009
|
2010
|
||||||||||||||||
Operating
expenses:
|
||||||||||||||||||||
Research
and development
|
$ | 11,839 | $ | 132,744 | $ | 170,925 | $ | 341,625 | $ | 7,865,822 | ||||||||||
General
and administrative
|
629,612 | 358,886 | 1,568,989 | 1,070,513 | 13,111,237 | |||||||||||||||
Total
operating expenses
|
641,451 | 491,630 | 1,739,914 | 1,412,138 | 20,977,059 | |||||||||||||||
Operating
loss
|
(641,451 | ) | (491,630 | ) | (1,739,914 | ) | (1,412,138 | ) | (20,977,059 | ) | ||||||||||
Incentive
for early warrant exercise
|
(686,313 | ) | — | (686,313 | ) | — | (1,999,622 | ) | ||||||||||||
Incentive
for early warrant exercise - related parties
|
(683,926 | ) | — | (683,926 | ) | — | (727,481 | ) | ||||||||||||
Interest
income
|
1,284 | — | 3,319 | 21 | 21,772 | |||||||||||||||
Interest
expense
|
(229,681 | ) | (47,921 | ) | (748,235 | ) | (852,104 | ) | (5,472,190 | ) | ||||||||||
Interest
expense - related parties
|
(214,262 | ) | (2,766 | ) | (646,826 | ) | (287,055 | ) | (2,306,049 | ) | ||||||||||
Debt
extinguishment expense
|
— | (5,556 | ) | (887,092 | ) | (51,496 | ) | (1,385,373 | ) | |||||||||||
Debt
extinguishment expense - related parties
|
(126,882 | ) | (36,161 | ) | (160,216 | ) | (314,488 | ) | (583,078 | ) | ||||||||||
Net
loss
|
$ | (2,581,231 | ) | $ | (584,034 | ) | $ | (5,549,203 | ) | $ | (2,917,260 | ) | $ | (33,429,080 | ) | |||||
Net
loss per common share:
|
||||||||||||||||||||
Basic
and diluted
|
$ | (0.19 | ) | $ | (0.06 | ) | $ | (0.43 | ) | $ | (0.32 | ) | $ | (12.84 | ) | |||||
Weighted
average number of shares outstanding:
|
||||||||||||||||||||
Basic
and diluted
|
13,890,120 | 9,899,013 | 12,814,096 | 9,188,409 | 2,602,893 |
Nine
Months Ended
September
30
|
Period
from
August
17, 1999
(Inception)
to
September
30,
|
|||||||||||
2010
|
2009
|
2010
|
||||||||||
Cash
flows from operating activities:
|
||||||||||||
Net
loss
|
$ | (5,549,203 | ) | $ | (2,917,260 | ) | $ | (33,429,080 | ) | |||
Adjustments
to reconcile net loss to net cash
|
||||||||||||
used
in operating activities:
|
||||||||||||
Depreciation
and amortization
|
414 | 109 | 21,397 | |||||||||
Gain
on sale of furniture and equipment
|
— | — | (2,200 | ) | ||||||||
Stock-based
compensation
|
271,231 | 192,122 | 2,516,451 | |||||||||
Common
stock issued for services rendered
|
36,416 | 7,250 | 258,462 | |||||||||
Common
stock issued to related parties for interest
|
16,145 | — | 17,467 | |||||||||
Common
stock issued for debt guarantees
|
— | — | 106,667 | |||||||||
Common
stock issued for debt issuance cost
|
— | — | 6,667 | |||||||||
Common
stock issued for debt extinguishment
|
— | 33,333 | 33,333 | |||||||||
Units
issued for debt extinguishment
|
870,981 | — | 870,981 | |||||||||
Units
issued for interest expense
|
8,700 | — | 8,700 | |||||||||
Notes
payable issued for intangibles expensed
|
||||||||||||
as
research and development
|
— | — | 150,000 | |||||||||
Warrants
issued for services
|
— | 26,400 | 567,036 | |||||||||
Warrants
issued for debt guarantees
|
— | — | 355,197 | |||||||||
Warrants
issued for debt extinguishment
|
— | 607 | 360,007 | |||||||||
Warrants
issued for debt extinguishment-related parties
|
— | — | 26,828 | |||||||||
Warrants
issued for debt issuance cost
|
— | — | 12,834 | |||||||||
Warrants
issued for interest
|
710,862 | — | 710,862 | |||||||||
Warrants
issued for interest-related parties
|
317,100 | — | 317,100 | |||||||||
Warrants
issued for early warrant exercise incentive
|
1,370,239 | — | 2,727,103 | |||||||||
Amortization
of note payable-original issue discount
|
— | — | 152,247 | |||||||||
Amortization
of note payable-related parties original
|
||||||||||||
issue
discount
|
— | 2,720 | 142,964 | |||||||||
Amortization
of convertible debt-original issue discount
|
|
— | 507,902 | 1,146,587 | ||||||||
Amortization
of convertible debt-related parties original
|
|
|||||||||||
issue
discount
|
|
— | 444,328 | 1,194,132 | ||||||||
Amortization
of debt issuance costs
|
395,128 | 354,678 | 2,544,022 | |||||||||
Bargain
conversion option added to note payable-
|
||||||||||||
related
parties for debt extinguishment
|
— | — | 48,214 | |||||||||
Write-off
debt issuance cost for debt extinguishment
|
— | — | 42,797 | |||||||||
Write-off
of deferred offering cost
|
— | — | 59,696 | |||||||||
License
rights expensed as research and development,
|
||||||||||||
paid
by issuance of common stock to CS Medical
|
||||||||||||
Technologies,
LLC
|
— | — | 475,000 | |||||||||
License
rights expensed as research and development,
|
||||||||||||
paid
by issuance of common stock to Profile, LLC
|
— | — | 1,713,600 | |||||||||
Changes
in operating assets and liabilities:
|
||||||||||||
Other
current assets
|
(121,156 | ) | 27,310 | (122,039 | ) | |||||||
Accounts
payable
|
(192,524 | ) | (60,926 | ) | 685,301 | |||||||
Accrued
development expense
|
(30,000 | ) | (827,835 | ) | 2,065,385 | |||||||
Accrued
expenses
|
112,926 | (105,523 | ) | 964,363 | ||||||||
Net
cash used in operating activities
|
(1,782,741 | ) | (2,314,785 | ) | (13,251,919 | ) | ||||||
Cash
flows from investing activities:
|
||||||||||||
Purchases
of equipment and furniture
|
(14,314 | ) | (561 | ) | (36,767 | ) | ||||||
Deposit
into a restricted cash account
|
— | — | (44,214 | ) | ||||||||
Withdrawal
from a restricted cash account
|
— | 44,214 | 44,214 | |||||||||
Net
cash provided by (used in) investing activities
|
(14,314 | ) | 43,653 | (36,767 | ) |
Nine
Months Ended
September
30
|
Period
from
August
17, 1999
(Inception)
to
September
30,
|
|||||||||||
2010
|
2009
|
2010
|
||||||||||
Cash
flows from financing activities:
|
||||||||||||
Proceeds
of note payable, bank
|
— | 100,000 | 600,000 | |||||||||
Payments
of note payable, bank
|
(300,000 | ) | (400,000 | ) | (1,200,000 | ) | ||||||
Proceeds
of notes payable
|
563,345 | — | 903,845 | |||||||||
Payments
of notes payable
|
(56,836 | ) | (111,938 | ) | (1,518,259 | ) | ||||||
Proceeds
of notes payable - related parties
|
403,000 | 93,638 | 1,056,738 | |||||||||
Payments
of notes payable - related parties
|
— | (34,000 | ) | (282,800 | ) | |||||||
Proceeds
from long-term notes payable and bank debt
|
— | 400,025 | 4,207,362 | |||||||||
Proceeds
from long-term notes payable, related parties
|
— | 243,000 | 1,363,500 | |||||||||
Payments
on long-term bank debt
|
— | — | (600,000 | ) | ||||||||
Proceeds
from warrants
|
— | — | 104,500 | |||||||||
Proceeds
from exercise of warrants
|
602,438 | — | 2,316,034 | |||||||||
Payments
for debt issuance costs
|
— | (600 | ) | (766,227 | ) | |||||||
Payment
for rescission of common stock
|
— | — | (100,000 | ) | ||||||||
Payments
for offering expenses
|
(163,072 | ) | (366,618 | ) | (676,895 | ) | ||||||
Cost
of reverse merger
|
— | — | (162,556 | ) | ||||||||
Net
proceeds from issuance of common stock
|
875,000 | 2,613,600 | 9,171,138 | |||||||||
Net
cash provided by financing activities
|
1,923,875 | 2,537,107 | 14,416,380 | |||||||||
Net
increase in cash
|
126,820 | 265,975 | 1,127,694 | |||||||||
Cash,
beginning of the period
|
1,000,874 | 3,900 | — | |||||||||
Cash,
end of the period
|
$ | 1,127,694 | $ | 269,875 | $ | 1,127,694 | ||||||
Supplemental
cash flow information:
|
||||||||||||
Cash
paid for interest
|
$ | 63,672 | $ | 100,779 | $ | 902,724 | ||||||
Non-cash
investing and financing activities:
|
||||||||||||
Offering
costs included in accounts payable
|
80,918 | (162,926 | ) | 590,865 | ||||||||
Offering
costs credit included in accrued expenses
|
(7,896 | ) | (70,000 | ) | (7,896 | ) | ||||||
Deferred
offering costs offset against gross proceeds
|
||||||||||||
of
offering
|
— | 823,078 | 823,078 | |||||||||
Debt
issuance costs included in accounts payable
|
— | — | 114,156 | |||||||||
Warrants
issued pursuant to notes payable
|
— | 3,327 | 467,191 | |||||||||
Warrants
issued for debt issuance costs
|
— | — | 298,021 | |||||||||
Warrants
issued in lieu of cash for accrued expenses
|
— | — | 1,250 | |||||||||
Warrant
exercise cost paid in lieu of cash for services
|
||||||||||||
rendered-related
party
|
— | — | 11,250 | |||||||||
Prepaid
expenses financed by note payable
|
— | 81,345 | 246,871 | |||||||||
Issuance
of note payable for redemption of common stock
|
— | — | 650,000 | |||||||||
Notes
payable-related party tendered for warrant exercise
|
646,000 | — | 672,000 | |||||||||
Notes
payable tendered for warrant exercise
|
405,982 | — | 405,982 |
Nine
Months Ended
September
30
|
Period
from
August
17, 1999
(Inception)
to
September
30,
|
|||||||||||
2010
|
2009
|
2010
|
||||||||||
Conversion
of notes payable to units
|
600,000 | — | 600,000 | |||||||||
Conversion
of accounts payable to note payable
|
— | 12,293 | 253,906 | |||||||||
Conversion
of accrued expenses to note payable
|
— | 13,569 | 13,569 | |||||||||
Convertible
debt issued in lieu of cash for
|
||||||||||||
accrued
expenses
|
— | — | 31,413 | |||||||||
Convertible
debt issued as debt issuance costs related to
|
||||||||||||
guarantee
of long-term debt (recorded as a
|
||||||||||||
beneficial
conversion in additional paid-in capital)
|
||||||||||||
applied
to accounts payable
|
— | — | 733,334 | |||||||||
Conversion
of convertible debt to units
|
— | 1,638,750 | 1,638,750 | |||||||||
Conversion
of accrued expenses to units
|
88,846 | 331,261 | 420,107 | |||||||||
Conversion
of convertible debt-related parties to units
|
— | 1,323,334 | 1,323,334 | |||||||||
Conversion
of convertible debt-related parties to
|
||||||||||||
common
stock
|
— | 281,000 | 281,000 | |||||||||
Conversion
of notes payable, related parties into
|
||||||||||||
convertible
debentures
|
— | — | 200,000 | |||||||||
Common
stock issued in lieu of cash for
|
||||||||||||
accrued
expenses
|
66,666 | 20,250 | 325,719 | |||||||||
Common
stock issued in lieu of cash for
|
||||||||||||
accounts
payable
|
— | — | 122,291 | |||||||||
Common
stock issued in lieu of cash for
|
||||||||||||
accrued
development cost
|
1,565,385 | 500,000 | 2,065,385 | |||||||||
Common
stock issued in lieu of cash for
|
||||||||||||
notes
payable-related parties
|
— | — | 10,300 | |||||||||
Common
stock issued for debt issuance cost
|
— | 153,064 | 301,230 | |||||||||
Common
stock issued pursuant to notes payable
|
497,601 | — | 497,601 | |||||||||
Deposits
applied to note payable and accrued interest
|
— | — | 142,696 | |||||||||
Deposits
applied to accounts payable
|
— | — | 45,782 | |||||||||
Assumption
of liabilities in the Profile, LLC transaction
|
— | — | 25,000 | |||||||||
Proceeds
from sale of furniture and equipment
|
— | — | 2,200 | |||||||||
Deposits
applied to accrued expenses
|
— | — | 1,076 |
(a)
|
Description
of Business, Development Stage
Activities
|
(b)
|
Basis
of Presentation
|
(c)
|
Net
Loss Per Common Share
|
(d)
|
Stock-Based
Compensation
|
Three
Months Ended September 30
|
Nine
Months Ended September 30
|
||||||
2010
|
2009
|
2010
|
2009
|
||||
Risk-free
Interest Rate
|
0.95%
|
1.80%
|
1.07%
|
1.73%
|
|||
Expected
Life of Options Granted
|
3.3
years
|
3.6
years
|
3.4
years
|
3.6
years
|
|||
Expected
Volatility
|
128.1%
|
134.0%
|
128.5%
|
134.6%
|
|||
Expected
Dividend Yield
|
n/a
|
0
|
0
|
0
|
(e)
|
Warrants
|
Three
Months Ended September 30
|
Nine
Months Ended September 30
|
||||||
2010
|
2009
|
2010
|
2009
|
||||
Risk-free
Interest Rate
|
1.24%
|
1.08%
|
1.24%
|
1.08%
|
|||
Expected
Life of Warrants Granted (1)
|
3.0
years
|
2.0
years
|
3.0
years
|
2.0
years
|
|||
Expected
Volatility
|
129.5%
|
135.2%
|
129.5%
|
135.2%
|
|||
Expected
Dividend Yield
|
0
|
0
|
0
|
0
|
(f)
|
Debt
Issuance Costs
|
September
30,
2010
|
December
31,
2009
|
|||||||
Debt
issuance costs, gross
|
$ | 330,388 | $ | 203,662 | ||||
Less
amortization
|
(200,532 | ) | (176,279 | ) | ||||
Debt
issuance costs, net
|
$ | 129,856 | $ | 27,383 |
(g)
|
Going
Concern
|
September
30,
2010
|
December
31,
2009
|
|||||||
Accrued
interest payable in cash
|
79,003 | 137,340 | ||||||
Accrued
loan guarantee consideration and interest payable in common
stock
|
77,062 | 20,014 | ||||||
Accrued
audit fees
|
40,500 | 14,000 | ||||||
Uninvoiced
expenses
|
37,709 | 22,210 | ||||||
Accrued
directors’ fees
|
17,250 | -- | ||||||
Accrued
debt extinguishment payable in common stock
|
-- | 66,666 | ||||||
Other
|
-- | 9,000 | ||||||
$ | 251,524 | $ | 269,230 |
(a)
|
Common
Stock
|
(b)
|
Seaside
88, LP Securities Purchase
Agreement
|
·
|
$750,000
within 30 days following FDA clearance of the Company’s PMI system,
currently in FDA review.
|
·
|
$1.5
million provided in five subsequent closings of $300,000 in 30-day
increments following the previous
closing.
|
(c)
|
Stock
Options
|
(d)
|
Warrants
|
(e)
|
Warrant
Tender Offer
|
·
|
$750,000
within 30 days following FDA clearance of the Company’s ProUroScan System,
currently in FDA review.
|
·
|
$1.5
million provided in five subsequent closings of $300,000 in 30-day
increments following the previous
closing.
|
Period
|
(a)
Total Number of Shares (or Units) Purchased
|
(b)
Average Price Paid per Share (or Unit)
|
(c)
Total Number of Shares (or Units) Purchased as Part of Publicly Announced
Plans or Programs
|
(d)
Maximum Number (or Approximate Dollar Value) of Shares (or Units) that May
Yet Be Purchased Under the Plans or Programs
|
August
2, 2010 (1)
|
465,912
(2)
|
(3)
|
465,912
|
(4)
|
(1)
|
The
2010 Warrant Tender Offer closed on August 2, 2010, and all exchanges for
warrants tendered pursuant to the offer occurred on such
date.
|
(2)
|
The
number of registered warrants that were exchanged by the Company in the
2010 Warrant Tender Offer. The warrants are exercisable into
465,912 shares of common
stock.
|
(3)
|
On
July 2, 2010, the Company commenced a tender offer to holders of certain
outstanding warrants to provide additional consideration for the exercise
of such warrants (the “2010 Warrant Tender Offer”). The Company offered to
holders of the subject warrants the opportunity to exercise their existing
warrants and receive, in addition to the shares of common stock purchased
upon exercise, new, three-year replacement warrants. The
replacement warrants have an exercise price of $1.30 per share and will be
redeemable at the Company’s discretion at any time after the last sales
price of its common stock equals or exceeds $4.00 for ten consecutive
trading days. The Company must provide 30 days’ prior written
notice of a decision to redeem either the existing or replacement
warrants. Warrants not exercised during this 30-day period will
be redeemed at $0.01 per warrant. On August 2, 2010, the
Company closed the 2010 Warrant Tender
Offer.
|
(4)
|
The
tender offer has expired.
|
Exhibit No.
|
Description
|
4.1
|
Form
of Second Amendment to Warrant Agreement between ProUroCare Medical Inc.
and Interwest Transfer Company, Inc. (incorporated by reference to Exhibit
4.24 to Registration Statement on Form S-4 filed July 2,
2010).
|
4.2
|
Specimen
2010 Replacement Warrant (incorporated by reference to Exhibit 4.25 to
Registration Statement on Form S-4 filed July 2, 2010).
|
10.1
|
$900,000
Promissory Note dated June 28, 2010 issued in favor of Crown Bank
(incorporated by reference to Exhibit 10.1 to Current Report on
Form 8-K filed July 2, 2010).
|
10.2
|
$100,000
Promissory Note dated June 28, 2010 issued in favor of Crown Bank
(incorporated by reference to Exhibit 10.2 to Current Report on
Form 8-K filed July 2, 2010).
|
10.3
|
Form of
Loan Guarantor Compensation Letter Agreement dated June 28, 2010
(incorporated by reference to Exhibit 10.3 to Current Report on
Form 8-K filed July 2, 2010).
|
10.4
|
Securities
Purchase Agreement dated as of September 28, 2010 between ProUroCare
Medical Inc. and the purchasers identified therein ((incorporated by
reference to Exhibit 10.1 to Current Report on Form 8-K
filed September 29, 2010).
|
31.1 *
|
Certification
of Principal Executive Officer pursuant to Rule 13a-14(a)/15d-14(a) of the
Sarbanes-Oxley Act of 2002.
|
31.2 *
|
Certification
of Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a) of the
Sarbanes-Oxley Act of 2002.
|
32.1 *
|
Certification
of Chief Executive Officer and Chief Financial Officer pursuant to
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of
the Sarbanes-Oxley Act of
2002.
|
ProUroCare
Medical Inc.
|
|||
Date: November
12, 2010
|
By:
|
/s/ Richard C. Carlson | |
Name: Richard C. Carlson | |||
Title: Chief Executive Officer |
Date: November
12, 2010
|
By:
|
/s/ Richard Thon | |
Name: Richard Thon | |||
Title: Chief Financial Officer |
Exhibit No.
|
Description
|
4.1
|
Form
of Second Amendment to Warrant Agreement between ProUroCare Medical Inc.
and Interwest Transfer Company, Inc. (incorporated by reference to Exhibit
4.24 to Registration Statement on Form S-4 filed July 2,
2010).
|
4.2
|
Specimen
2010 Replacement Warrant (incorporated by reference to Exhibit 4.25 to
Registration Statement on Form S-4 filed July 2, 2010).
|
10.1
|
$900,000
Promissory Note dated June 28, 2010 issued in favor of Crown Bank
(incorporated by reference to Exhibit 10.1 to Current Report on
Form 8-K filed July 2, 2010).
|
10.2
|
$100,000
Promissory Note dated June 28, 2010 issued in favor of Crown Bank
(incorporated by reference to Exhibit 10.2 to Current Report on
Form 8-K filed July 2, 2010).
|
10.3
|
Form of
Loan Guarantor Compensation Letter Agreement dated June 28, 2010
(incorporated by reference to Exhibit 10.3 to Current Report on
Form 8-K filed July 2, 2010).
|
10.4
|
Securities
Purchase Agreement dated as of September 28, 2010 between ProUroCare
Medical Inc. and the purchasers identified therein ((incorporated by
reference to Exhibit 10.1 to Current Report on Form 8-K
filed September 29, 2010).
|
31.1 *
|
Certification
of Principal Executive Officer pursuant to Rule 13a-14(a)/15d-14(a) of the
Sarbanes-Oxley Act of 2002.
|
31.2 *
|
Certification
of Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a) of the
Sarbanes-Oxley Act of 2002.
|
32.1 *
|
Certification
of Chief Executive Officer and Chief Financial Officer pursuant to
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of
the Sarbanes-Oxley Act of
2002.
|