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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Lescarden Inc (CE) | USOTC:LCAR | OTCMarkets | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0.000001 | 0.00 | 01:00:00 |
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
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ACT OF 1934
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For the quarterly period ended: November 30, 2014
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or
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
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ACT OF 1934
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For the transition period from: _____________ to _____________
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New York
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13-2538207
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(State or other jurisdiction
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(I.R.S. Employer
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of incorporation or organization)
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Identification No.)
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Indicate by check mark 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.
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Yes
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No
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Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
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Yes
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No
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Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.
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Large accelerated filer
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Accelerated filer
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Non-accelerated filer
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(Do not check if a smaller
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Smaller reporting company
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reporting company)
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
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Yes
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þ
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No
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Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
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Class
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Outstanding January 12, 2015
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Common Stock $.001 par value
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63,622,316
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Page
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PART I – FINANCIAL INFORMATION
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Item 1. Financial Statements.
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3 |
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations. |
7
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Item 3. Quantitative and Qualitative Disclosures About Market Risk. | 8 |
Item 4. Controls and Procedures.
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8 |
PART II – OTHER INFORMATION
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Item 1. Legal Proceedings.
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9 |
Item 1A. Risk Factors.
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9 |
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
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9
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Item 3. Defaults Upon Senior Securities.
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9 |
Item 4. Submission of Matters to a Vote of Security Holders.
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9 |
Item 5. Other Information.
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9 |
Item 6. Exhibits.
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9 |
SIGNATURES
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Item 1. Financial Statements.
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November 30,
2014
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May 31,
2014
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(UNAUDITED)
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(AUDITED)
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ASSETS
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Current assets:
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Cash and cash equivalents
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$ | 8,251 | $ | 10,432 | ||||
Accounts receivable
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159,578 | 2,088 | ||||||
Inventory
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88,248 | 113,572 | ||||||
Total current assets
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256,077 | 126,092 | ||||||
Deferred income tax asset, net of valuation allowance of $1,592,000 and $1,564,000 at November 30, 2014 and May 31, 2014 respectively
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–– | –– | ||||||
Total assets
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$ | 256,077 | $ | 126,092 | ||||
LIABILITIES AND STOCKHOLDERS' DEFICIT
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Current liabilities:
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Accounts payable and accrued expenses
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$ | 306,078 | $ | 220,592 | ||||
Shareholder loan
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129,000 | — | ||||||
Deferred license fees
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1,500 | 4,500 | ||||||
Total liabilities
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436,578 | 225,092 | ||||||
Stockholders' deficit
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||||||||
Convertible preferred stock - $.02 par value, authorized 2,000,000 shares, issued and outstanding 92,000 shares
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1,840 | 1,840 | ||||||
Common stock - $.001 par value, authorized 200,000,000 shares, 63,622,316 issued and outstanding at November 30, 2014 and May 31, 2014
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63,622 | 63,622 | ||||||
Additional paid-in capital
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17,505,936 | 17,505,936 | ||||||
Accumulated deficit
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(17,751,899 | ) | (17,670,398 | ) | ||||
Stockholders' deficit
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(180,501 | ) | (99,000 | ) | ||||
Total liabilities and stockholders' deficit
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$ | 256,077 | $ | 126,092 |
For the three months
Ended November 30,
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For the six months
Ended November 30,
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2014
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2013
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2014
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2013
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Revenues:
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Product sales
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$ | 165,023 | $ | 9,836 | $ | 171,270 | $ | 317,927 | ||||||||
License fees
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1,500 | 1,500 | 3,000 | 3,000 | ||||||||||||
Total revenues
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166,523 | 11,336 | 174,270 | 320,927 | ||||||||||||
Costs and expenses:
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Cost of sales
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42,078 | 2,296 | 43,309 | 136,597 | ||||||||||||
Salaries
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13,838 | 27,916 | 41,099 | 57,086 | ||||||||||||
Professional fees and consulting
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24,297 | 19,597 | 60,209 | 49,241 | ||||||||||||
Rent and office expense
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31,187 | 28,502 | 62,400 | 58,650 | ||||||||||||
Insurance
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12,933 | 17,767 | 24,801 | 30,626 | ||||||||||||
Commission
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10,743 | — | 10,743 | 20,689 | ||||||||||||
Other administrative expenses
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12,464 | 4,693 | 13,210 | 10,108 | ||||||||||||
Total costs and expenses
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147,540 | 100,771 | 255,771 | 362,997 | ||||||||||||
Net income (loss)
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$ | 18,983 | $ | (89,435 | ) | $ | (81,501 | ) | $ | (42,070 | ) | |||||
Net income (loss) per share – basic and diluted
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$ | 0.00 | $ | (0.00 | ) | $ | (0.00 | ) | $ | (0.00 | ) | |||||
Weighted average number of common
shares outstanding – basic and diluted
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63,622,316 | 48,722,316 | 63,622,316 | 48,722,316 |
For the six months
Ended November 30,
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2014
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2013
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Cash flows from operating activities:
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Net loss
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$ | (81,501 | ) | $ | (42,070 | ) | ||
Adjustments to reconcile net loss to net cash
used in operating activities:
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Changes in operating assets and liabilities
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(Increase) decrease in accounts receivable
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(157,490 | ) | 25,266 | |||||
Decrease in inventory
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25,324 | 12,272 | ||||||
Increase (decrease) in accounts payable and accrued expenses
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85,486 | (53,297 | ) | |||||
Decrease in deferred revenue
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— | (4,782 | ) | |||||
Decrease in deferred license fees
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(3,000 | ) | (3,000 | ) | ||||
Net cash used in operating activities
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(131,181 | ) | (65,611 | ) | ||||
Cash flows from investing activities:
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- | - | ||||||
Cash flows from financing activities:
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||||||||
Proceeds from shareholder loan
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129,000 | 100,000 | ||||||
Cash provided by financing activities
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129,000 | 100,000 | ||||||
(Decrease) increase in cash
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(2,181 | ) | 34,389 | |||||
Cash - beginning of period
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10,432 | 84,562 | ||||||
Cash – end of period
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$ | 8,251 | $ | 118,951 | ||||
Supplemental Disclosures of Cash Flow Information | ||||||||
Cash paid for interest |
$
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- |
$
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- | ||||
Cash paid for taxes |
$
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380 |
$
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380 |
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
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Item 3. Quantitative and Qualitative Disclosures About Market Risk.
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Item 4. Controls and Procedures.
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Item 1. Legal Proceedings.
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Item 1A. Risk Factors.
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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
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Item 3. Defaults Upon Senior Securities.
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Item 4. Submission of Matters to a Vote of Security Holders.
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Item 5. Other Information.
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Item 6. Exhibits.
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Exhibit No.
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Description
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Certification pursuant to Exchange Act Rule 13a – 14 (a)/15d-14(a)
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Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002
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LESCARDEN INC.
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(Registrant)
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Date: January 12, 2015
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By:
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/s/ William E. Luther | |
William E. Luther
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Chief Executive and Chief Financial Officer | |||
2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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c)
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Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of end of the period covered by this report based on such evaluation; and
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d)
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Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
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5.
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The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function):
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a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
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b)
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
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Date: January 12, 2015
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By:
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/s/ William E. Luther | |
William E. Luther
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Chief Executive and Chief Financial Officer
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1.
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The Report fully complies with the requirements of section 13 (a) or 15 (d) of the Securities Exchange Act of 1934, and
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2.
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The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.
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Date: January 12, 2015
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By:
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/s/ William E. Luther | |
William E. Luther
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|||
Chief Executive and Chief Financial Officer
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1 Year Lescarden (CE) Chart |
1 Month Lescarden (CE) Chart |
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