CENTREXION THERAPEUTICS CORPORATION You should read the following discussion of our financial condition and results of operations together with the unaudited interim condensed consolidated financial statements and the notes thereto included elsewhere in this report and other financial information included in this report and our audited consolidated financial statements and related notes thereto and management's discussion and analysis of financial condition and results of operations for the years endedDecember 31, 2019 and 2020 included in our prospectus datedOctober 19, 2021 , filed with theSecurities and Exchange Commission , orSEC , pursuant to Rule 424(b) under the Securities Act of 1933. This discussion contains a number of forward-looking statements, all of which are based on our current expectations and could be affected by the uncertainties and risks referred to under Part I, Item 1A. "Risk Factors" of our prospectus datedOctober 19, 2021 , filed with theSEC pursuant to Rule 424(b) under the Securities Act ("Prospectus"). Please also see the section entitled "Special Note Regarding Forward-Looking Statements." Overview We are a clinical-stage biopharmaceutical company dedicated to improving the lives of women living with cancer. Our development team is advancing a pipeline of innovative therapies with a primary focus on treating female, hormone-dependent cancer, including breast, ovarian, and endometrial (uterine) cancer. Our first program and lead product candidate, ONA-XR, builds upon a foundation of successful drug development by our management team and advisors in the field of hormone-dependent cancers. ONA-XR is a potent and selective antagonist of the progesterone receptor, which has been linked to resistance to multiple classes of cancer therapeutics, including anti-estrogen therapies, across female hormone-dependent cancers. We were incorporated inApril 2015 under the laws of theState of Delaware . Since inception, we have devoted substantially all of our resources to developing product and technology rights, conducting research and development, organizing and staffing our company, business planning and raising capital. We operate as one business segment and have incurred recurring losses, the majority of which are attributable to research and development activities, and negative cash flows from operations. We have funded our operations primarily through the sale of convertible debt and convertible preferred stock. Our net loss was$7.4 million for the nine months endedSeptember 30, 2021 . As ofSeptember 30, 2021 , we had an accumulated deficit of$26.2 million . InOctober 2021 , we closed an initial public offering ("IPO") on theNasdaq Stock Market , in which we issued and sold 5,750,000 shares at a public offering price of$5.00 per share. We received gross proceeds of approximately$28.8 million as a result of the offering. InDecember 2021 , we entered into a definitive securities purchase agreement for a private placement, in which we agreed to sell 5,000,000 shares of common stock together with warrants to purchase 5,000,000 shares of common stock for expected gross proceeds of$31.3 million . We expect our existing cash and cash equivalents together with the proceeds from our IPO and expected proceeds from our private placement will be sufficient to fund our operations into 2024. Currently, our primary use of cash is to fund operating expenses, which consist primarily of research and development expenditures, and to a lesser extent, general and administrative expenditures. Our ability to generate product revenue sufficient to achieve profitability will depend heavily on the successful development and eventual commercialization of one or more of our current or future product candidates. We expect to continue to incur significant expenses and operating losses for the foreseeable future as we advance our product candidates through all stages of development and clinical trials and, ultimately, seek regulatory approval. In addition, if we obtain regulatory approval for any of our product candidates, we expect to incur significant commercialization expenses related to product manufacturing, marketing, sales and distribution. Furthermore, in connection with the closing of our initial public offering, we have incurred and continue to incur additional costs associated with operating as a public company, including significant legal, accounting, investor relations and other expenses that we did not incur as a private company. Our net losses may fluctuate significantly from quarter-to-quarter and year-to-year, depending on the timing of our clinical trials and our expenses on other research and development activities. We expect to continue to incur net operating losses for at least the next several years, and we expect our research and development expenses, general and administrative expenses, and capital expenditures will continue to increase. We expect our expenses and capital requirements will increase significantly in connection with our ongoing activities as we: •continue our ongoing and planned research and development of our first program and lead product candidate ONA-XR; 25 -------------------------------------------------------------------------------- Table of Contents •continue nonclinical studies and initiate clinical trials for our anti-claudin 6 ("CLDN6") bispecific monoclonal antibody ("BsMAb") product and for any additional product candidates that we may pursue; •continue to scale up external manufacturing capacity with the aim of securing sufficient quantities to meet our capacity requirements for clinical trials and potential commercialization; •establish a sales, marketing and distribution infrastructure to commercialize any approved product candidates and related additional commercial manufacturing costs; •develop, maintain, expand, protect and enforce our intellectual property portfolio, including patents, trade secrets and know how; •acquire or in-license other product candidates and technologies; •attract, hire and retain additional executive officers, clinical, scientific, quality control, and manufacturing management and administrative personnel; •add clinical, operational, financial and management information systems and personnel, including personnel to support our product development and planned future commercialization efforts; •expand our operations inthe United States and to other geographies; and •incur additional legal, accounting, investor relations and other expenses associated with operating as a public company. We will need to raise substantial additional capital to support our continuing operations and pursue our growth strategy. Until such time as we can generate significant revenue from product sales, if ever, we plan to finance our operations through the sale of equity, debt financings and/or other capital sources, which may include collaborations with other companies or other strategic transactions. There are no assurances that we will be successful in obtaining an adequate level of financing as and when needed to finance our operations on terms acceptable to us, or at all. Any failure to raise capital as and when needed could have a negative impact on our financial condition and on our ability to pursue our business plans and strategies. If we are unable to secure adequate additional funding, we may have to significantly delay, scale back or discontinue the development and commercialization of one or more product candidates or delay our pursuit of potential in-licenses or acquisitions. The COVID-19 Pandemic and its Impacts on Our Business InMarch 2020 , theWorld Health Organization declared the outbreak of COVID-19 a global pandemic. The spread of COVID-19 during 2020 and 2021 has caused worldwide economic instability and significant volatility in the financial markets. There is significant uncertainty as to the likely effects of this disease which may, among other things, materially impact the Company's ongoing or planned clinical trials. This pandemic or outbreak could result in difficulty securing clinical trial site locations, contract research organizations ("CROs"), and/or trial monitors and other critical vendors and consultants supporting the trial. In addition, outbreaks or the perception of an outbreak near a clinical trial site location could impact the Company's ability to enroll patients. These situations, or others associated with COVID-19, could cause delays in the Company's clinical trial plans and could increase expected costs, all of which could have a material adverse effect on the Company's business and its financial condition. At the current time, the Company is unable to quantify the potential effects of this pandemic on its future consolidated financial statements. Components of Our Results of Operations Operating Expenses Acquired in-process research and development expenses Acquired in-process research and development expense consists of initial up-front payments incurred in connection with the acquisition or licensing of products or technologies that do not meet the definition of a business under Accounting Standard 26 -------------------------------------------------------------------------------- Table of Contents Codification Topic 805, Business Combinations. Acquired in-process research and development expense reflects the cash paid and/or the estimated fair value of the equity consideration given. Research and Development Expenses Research and development expenses have consisted primarily of costs incurred in connection with the discovery and development of our product candidates. We expense research and development costs as incurred, including: •expenses incurred to conduct the necessary discovery-stage laboratory work, preclinical studies and clinical trials required to obtain regulatory approval; •personnel expenses, including salaries, benefits and share-based compensation expense for our employees and consultants engaged in research and development functions; •costs of funding research performed by third parties, including pursuant to agreements with clinical research organizations, or CROs, that conduct our clinical trials, as well as investigative sites, consultants and CROs that conduct our preclinical and clinical studies; •expenses incurred under agreements with contract manufacturing organizations, or CMOs, including manufacturing scale-up expenses, milestone-based payments, and the cost of acquiring and manufacturing preclinical study and clinical trial materials; •fees paid to consultantswho assist with research and development activities; •expenses related to regulatory activities, including filing fees paid to regulatory agencies; and •allocated expenses for facility costs, including rent, utilities and maintenance. We track outsourced development costs and other external research and development costs to specific product candidates on a program-by-program basis, fees paid to CROs, CMOs and research laboratories in connection with our preclinical development, process development, manufacturing and clinical development activities. However, we do not track our internal research and development expenses on a program-by-program basis as they primarily relate to compensation, early research and other costs which are deployed across multiple projects under development. Research and development activities are central to our business model. Product candidates in later stages of clinical development generally have higher development costs than those in earlier stages of clinical development, primarily due to the increased size and duration of later-stage clinical trials. We expect our research and development expenses to increase significantly over the next several years as we increase personnel costs, including share-based compensation, conduct our clinical trials, including later-stage clinical trials, for current and future product candidates and prepare regulatory filings for our product candidates. General and Administrative Expenses General and administrative expenses have consisted primarily of personnel expenses, including salaries, benefits and share-based compensation expense, for employees and consultants in executive, finance and accounting, legal, operations support, information technology and business development functions. General and administrative expense also includes corporate facility costs not otherwise included in research and development expense, including rent, utilities and insurance, as well as legal fees related to intellectual property and corporate matters and fees for accounting and consulting services. We expect that our general and administrative expenses will increase in the future to support our continued research and development activities, potential commercialization efforts and increased costs of operating as a public company. These increases will likely include increased costs related to the hiring of additional personnel and fees to outside consultants, legal support and accountants, among other expenses. Additionally, we anticipate increased costs associated with being a public company, including expenses related to services associated with maintaining compliance with the requirements of Nasdaq and theSecurities and Exchange Commission , orSEC , insurance and investor relations costs. If any of our current or future product candidates obtainU.S. regulatory approval, we expect that we would incur significantly increased expenses associated with building a sales and marketing team. 27 -------------------------------------------------------------------------------- Table of Contents Interest Expense Interest expense has consisted primarily of interest expense related to our Junior Convertible Notes ("Junior Convertible Notes") and Senior Convertible Notes ("Senior Convertible Notes," and together with the Junior Convertible Notes, the "Convertible Promissory Notes") outstanding atDecember 31, 2020 and prior to conversion inFebruary 2021 . We expect our interest expense to decrease as our Convertible Promissory Notes have been converted into Series A Stock and Series Seed convertible preferred stock ("Series Seed Stock"). All of the outstanding Convertible Promissory Notes were converted as ofFebruary 2021 . Results of Operations Comparison of the Three Months EndedSeptember 30, 2021 and 2020 The following table sets forth our results of operations for the three months endedSeptember 30, 2021 and 2020: Three months ended September
30,
2021 2020 $ Change % Change
Operating expenses:
Research and development $ 739,598 $ 468,671 270,927 58 %
General and administrative 828,464 182,389 646,075 354 %
Loss from operations (1,568,062) (651,060) (917,002) 141 %
Interest expense (1,261) (95,211) 93,950 -99 %
Change in fair value of convertible
promissory notes - (129,966) 129,966 -100 %
Other income 126,531 - 126,531 100 %
Net loss $ (1,442,792) $ (876,237) (566,555) 65 %
Research and Development Expenses
Research and development expenses increased by approximately $0.3 million from
$0.5 million for the three months ended September 30, 2020 to $0.7 million for
the three months ended September 30, 2021 . The increase was primarily due to an
increase of $0.3 million in preclinical and clinical trial costs as we continued
our Phase 2 trial evaluating ONA-XR that began in late 2020 and conducted
pre-clinical research for the development of an anti-claudin 6 ("CLDN6")
bispecific monoclonal antibody ("BsMAb") for gynecologic cancer therapy.
Additionally, consulting services increased by approximately $0.1 million as we
increased the use of third-party contractors to focus solely on developing our
product candidates. The increases were offset by a decrease of $0.1 million in
contracting manufacturing costs as the work on the initial manufacturing
development plan was completed during the second quarter.
General and Administrative Expenses
General and administrative expenses increased by approximately $0.6 million from
$0.2 million for the three months ended September 30, 2020 to $0.8 million for
the three months ended September 30, 2021 . The increase was mainly due to an
increase of $0.5 million in salaries and related benefits as we hired an
executive and issued share-based awards to members of management and the board
of directors. Additionally, we incurred higher professional fees as we prepared
to operate as a public company.
Interest Expense
Interest expense decreased by approximately $0.1 million from $0.1 million for
the three months ended September 30, 2020 to $1,000 for the three months ended
September 30, 2021 , primarily due to decreased interest recognized in 2021
related to the conversion of the outstanding convertible promissory notes.
Change in Fair Value of Convertible Promissory Notes
The change in fair value of convertible promissory notes was $0.1 million for
the three months ended September 30, 2020 . This change was attributable to a
decrease in the fair value of our common stock.
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Other Income
Other income of $0.1 million for the three months ended September 30, 2021 is
primarily due to the recognition of a gain on extinguishment of debt as a result
of the forgiveness of our outstanding Paycheck Protection Program loan in July
2021 .
Comparison of the Nine Months Ended
Nine months ended September 30,
2021 2020 $ Change % Change
Operating expenses:
Acquired in progress research and
development $ 3,087,832 $ - $ 3,087,832 100 %
Research and development 2,511,438 1,046,662 1,464,776 140 %
General and administrative 1,834,645 755,962 1,078,683 143 %
Loss from operations (7,433,915) (1,802,624) (5,631,291) 312 %
Interest expense (64,555) (566,790) 502,235 -89 %
Change in fair value of convertible
promissory notes 9,317 9,798,628 (9,789,311) -100 %
Other income 124,148 - 124,148 100 %
Net income (loss) $ (7,365,005) $ 7,429,214 $ (14,794,219) -199 %
Acquired In-Process Research and Development Expenses
Acquired in-process research and development expense of $3.1 million for the
nine months ended September 30, 2021 , reflects the fair value of consideration
paid/issued under the collaboration and licensing agreement with Integral
Molecular, Inc. ("Integral") for the development of an anti-claudin 6 ("CLDN6")
bispecific monoclonal antibody ("BsMAb") for gynecologic cancer therapy. There
was no such consideration issued under collaboration arrangements in 2020.
Research and Development Expenses
Research and development expenses increased by approximately $1.5 million from
$1.0 million for the nine months ended September 30, 2020 to $2.5 million for
the nine months ended September 30, 2021 . The increase was mainly due to an
increase of $0.9 million in preclinical and clinical trial costs as we continued
our Phase 2 trial evaluating ONA-XR that began in late 2020 and conducted
pre-clinical research for the development of a CLDN6 BsMAb for gynecologic
cancer therapy, and an increase in contract manufacturing costs of $0.3 million
for ONA-XR. Additionally, consulting services increased by approximately $0.2
million as we increased the use of third-party contractors to focus solely on
developing our product candidates.
General and Administrative Expenses
General and administrative expenses increased by approximately $1.1 million from
$0.8 million for the nine months ended September 30, 2020 to $1.8 million for
the nine months ended September 30, 2021 . The increase was mainly due to an
increase of $0.6 million in salaries and related benefits as the Company hired
an executive and issued share-based awards to members of management and the
board of directors. Additionally, professional fees increased by $0.4 million as
we prepared to operate as a public company.
Interest Expense
Interest expense decreased by approximately $0.5 million from $0.6 million for
the nine months ended September 30, 2020 to $0.1 million for the nine months
ended September 30, 2021 due to the conversion of all convertible promissory
notes.
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Change in Fair Value of Convertible Promissory Notes
The change in fair value of convertible promissory notes was $9.8 million for
the nine months ended September 30, 2020 and $9,000 for the nine months ended
September 30, 2021 . This change was attributable to a decrease in the fair value
of our common stock.
Other Income
Other income of $0.1 million for the nine months ended September 30, 2021 is
primarily due to the recognition of a gain on extinguishment of debt as a result
of the forgiveness of our outstanding Paycheck Protection Program loan in July
2021 .
Liquidity and Capital Resources
Overview
Since our inception, we have not recognized any revenue and have incurred
operating losses and negative cash flows from our operations. We have not yet
commercialized any product and we do not expect to generate revenue from sales
of any products for several years, if at all. Since our inception through
September 30, 2021 , we have funded our operations through the sale of
convertible debt and convertible preferred stock, receiving aggregate net
proceeds of $21.7 million . As of September 30, 2021 , we had $0.4 million in cash
and cash equivalents and had an accumulated deficit of $26.2 million . In October
2021 , we closed an initial public offering ("IPO") on the Nasdaq Stock Market
and received gross proceeds of approximately $28.8 million as a result of the
offering. Additionally, in December 2021 , we entered into a definitive
securities purchase agreement for a private placement of 5,000,000 shares of our
common stock together with warrants to purchase 5,000,000 shares of our common
stock and we expect to receive gross proceeds of approximately $31.3 million . We
expect our existing cash and cash equivalents together with the proceeds from
our IPO and expected proceeds from our private placement will be sufficient to
fund our operations into 2024. We have based these estimates on assumptions that
may prove to be imprecise, and we could utilize our available capital resources
sooner than we expect.
Funding Requirements
Our primary use of cash is to fund operating expenses, which consist of research
and development expenditures and various general and administrative expenses.
Cash used to fund operating expenses is impacted by the timing of when we pay
these expenses, as reflected in the change in our outstanding accounts payable,
accrued expenses and prepaid expenses.
Because of the numerous risks and uncertainties associated with research,
development and commercialization of pharmaceutical products, we are unable to
estimate the exact amount of our operating capital requirements. Our future
funding requirements will depend on many factors, including, but not limited to:
•the scope, timing, progress and results of discovery, preclinical development,
laboratory testing and clinical trials for our product candidates;
•the costs of manufacturing our product candidates for clinical trials and in
preparation for regulatory approval and commercialization;
•the extent to which we enter into collaborations or other arrangements with
additional third parties in order to further develop our product candidates;
•the costs of preparing, filing and prosecuting patent applications, maintaining
and enforcing our intellectual property rights and defending intellectual
property-related claims;
•the costs and fees associated with the discovery, acquisition or in-license of
additional product candidates or technologies;
•expenses needed to attract and retain skilled personnel;
•costs associated with being a public company;
•the costs required to scale up our clinical, regulatory and manufacturing
capabilities;
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•the costs of future commercialization activities, if any, including
establishing sales, marketing, manufacturing and distribution capabilities, for
any of our product candidates for which we receive regulatory approval; and
•revenue, if any, received from commercial sales of our product candidates,
should any of our product candidates receive regulatory approval.
We will need additional funds to meet our operational needs and capital
requirements for clinical trials, other research and development expenditures,
and general and administrative expenses. We currently have no credit facility or
committed sources of capital.
Until such time, if ever, as we can generate substantial product revenue, we
expect to finance our operations through a combination of equity offerings, debt
financings, collaborations, strategic alliances and/or marketing, distribution
or licensing arrangements. To the extent that we raise additional capital
through the sale of equity or convertible debt securities, the ownership
interests of our shareholders will be diluted, and the terms of these securities
may include liquidation or other preferences that adversely affect the rights of
our common stockholders. Debt financing and preferred equity financing, if
available, may involve agreements that include covenants limiting or restricting
our ability to take specific actions, such as incurring additional debt, making
acquisitions or capital expenditures or declaring dividends. If we raise
additional funds through collaborations, strategic alliances or marketing,
distribution or licensing arrangements with third parties, we may have to
relinquish valuable rights to our technologies, future revenue streams, research
programs or product candidates, or grant licenses on terms that may not be
favorable to us. If we are unable to raise additional funds through equity or
debt financings or other arrangements when needed, we may be required to delay,
limit, reduce or terminate our research, product development or future
commercialization efforts, or grant rights to develop and market product
candidates that we would otherwise prefer to develop and market ourselves.
Cash Flows
The following table shows a summary of our cash flows for the periods indicated:
Nine months ended September 30,
2021 2020
Cash used in operating activities $ (3,837,803) $ (858,595)
Cash used in investing activities (250,000) -
Cash provided by financing activities 4,165,918 799,054
Net increase (decrease) in cash and cash equivalents $ 78,115 Comparison of the Nine Months EndedSeptember 30, 2021 and 2020 Operating Activities During the nine months endedSeptember 30, 2021 , we used$3.8 million of cash in operating activities. Cash used in operating activities reflected our net loss of$7.4 million , a gain of$0.1 million from the extinguishment of debt and an increase in our operating assets and liabilities of$0.2 million . This was offset by non-cash in-process research and development charges of$3.1 million , the non-cash fair value measurement of warrants for services of$0.4 million and non-cash interest expense and share-based compensation of$0.4 million . The primary uses of cash were to fund our operations related to the development of our product candidates. During the nine months endedSeptember 30, 2020 , we used$0.9 million of cash in operating activities. Cash used in operating activities reflected the noncash change in fair value of convertible promissory notes of$9.8 million , offset by our net income of$7.4 million , noncash interest expense of$0.6 million , share-based compensation of$0.2 million and a$0.7 million net decrease in our operating assets and liabilities. The primary use of cash was to fund our operations related to the development of our product candidates. 31 -------------------------------------------------------------------------------- Table of Contents Investing Activities During the nine months endedSeptember 30, 2021 , cash used in investing activities was attributable to the initial upfront license fee of$0.3 million related to the Company's acquired in-process research and development. We did not have cash flows from investing activities during the nine months endedSeptember 30, 2020 . Financing Activities During the nine months endedSeptember 30, 2021 , financing activities provided$4.2 million , primarily consisting of net proceeds of$5.0 million from the sale of Series A Stock and warrants for common stock. This was offset by the payment of$0.8 million of offering costs related to our IPO. During the nine months endedSeptember 30, 2020 , financing activities provided$0.8 million , consisting of$0.6 million of proceeds from the sale of Series A Stock and warrants for common stock,$25,000 from the issuance of convertible bridge notes,$50,000 from the sale of Series Seed Stock and$0.1 million of proceeds from the Paycheck Protection Program loan. Off-Balance Sheet Arrangements During the periods presented, we did not have, nor do we currently have, any relationships with unconsolidated entities or financial partnerships, including entities sometimes referred to as structured finance or special purpose entities that were established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes. We do not engage in off-balance sheet financing arrangements. In addition, we do not engage in trading activities involving non-exchange traded contracts. We therefore believe that we are not materially exposed to any financing, liquidity, market or credit risk that could arise if we had engaged in these relationships.
Critical Accounting Policies
During the three months endedSeptember 30, 2021 , there were no material changes to our critical accounting policies and estimates from those described under the heading "Management's Discussion and Analysis of Financial Condition and Results of Operations-Critical Accounting Policies" in our prospectus datedOctober 19, 2021 , filed with theSEC pursuant to Rule 424(b) under the Securities Act. Recent Accounting Pronouncements See Note 3 to our unaudited condensed consolidated financial statements found elsewhere in this Quarterly Report for a description of recent accounting pronouncements applicable to our condensed consolidated financial statements. Emerging Growth Company and Smaller Reporting Company Status InApril 2012 , the Jumpstart Our Business Startups Act of 2012, or the JOBS Act, was enacted. Section 107 of the JOBS Act provides that an "emerging growth company" can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act of 1933, as amended, for complying with new or revised accounting standards. Thus, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have elected to avail ourselves of this exemption from complying with new or revised accounting standards and, therefore, will not be subject to the same new or revised accounting standards as other public companies that are not emerging growth companies. As a result, our financial statements may not be comparable to companies that comply with new or revised accounting pronouncements as of public company effective dates. We are in the process of evaluating the benefits of relying on other exemptions and reduced reporting requirements under the JOBS Act, including without limitation, exemption to the requirements for providing an auditor's attestation report on our system of internal controls over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act. We will remain an emerging growth company until the earlier to occur of (a) the last day of the fiscal year (i) following the fifth anniversary of the completion of this offering, (ii) in which we have total annual gross revenues of at least$1.07 billion or (iii) in which we are deemed to be a "large accelerated filer" under the rules of theSEC , which means that we have been required to file annual and quarterly reports under the Exchange Act for a period of at least 12 months and have filed at least one annual report pursuant to 32 -------------------------------------------------------------------------------- Table of Contents the Exchange Act and either (a) the market value of our common stock that is held by non-affiliates exceeds$700.0 million as of the priorJune 30th , or (b) the date on which we have issued more than$1.0 billion in non-convertible debt during the prior three-year period. We are also a "smaller reporting company," meaning that the market value of our stock held by non-affiliates plus the aggregate amount of gross proceeds to us as a result of our IPO is less than$700.0 million and our annual revenue is less than$100.0 million during the most recently completed fiscal year. We may continue to be a smaller reporting company after this offering if either (i) the market value of our stock held by non-affiliates is less than$250.0 million or (ii) our annual revenue is less than$100.0 million during the most recently completed fiscal year and the market value of our stock held by non-affiliates is less than$700.0 million . If we are a smaller reporting company at the time we cease to be an emerging growth company, we may continue to rely on exemptions from certain disclosure requirements that are available to smaller reporting companies. Specifically, as a smaller reporting company we may choose to present only the two most recent fiscal years of audited financial statements in our Annual Report on Form 10-K and, similar to emerging growth companies, smaller reporting companies have reduced disclosure obligations regarding executive compensation. 33
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