|
x
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Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
|
|
For the Quarterly Period Ended March 31, 2017
|
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Or
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¨
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Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
|
|
For the transition period from ________ to ___________
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Delaware
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13-3864870
|
(State or other jurisdiction of
|
(IRS Employer Identification. No.)
|
incorporation or organization)
|
|
|
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660 Madison Avenue, Suite 1700
|
10065
|
New York, NY
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(zip code)
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(Address of principal executive offices)
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|
|
|
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|
|
|
Large accelerated filer
¨
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|
Accelerated filer
x
|
Non-accelerated filer
¨
|
(Do not check if a smaller reporting company)
|
Smaller reporting company
¨
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|
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Emerging growth company
¨
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|
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Page No.
|
|
|
|
|
|
March 31, 2017
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|
December 31, 2016
|
||||
ASSETS
|
|
|
|
||||
Current assets
|
|
|
|
||||
Cash and cash equivalents
|
$
|
30,103,574
|
|
|
$
|
28,701,824
|
|
Restricted cash and cash equivalents-short term
|
10,138,890
|
|
|
10,138,890
|
|
||
Accounts receivable
|
4,878,631
|
|
|
3,154,370
|
|
||
Inventory
|
19,119,555
|
|
|
26,209,964
|
|
||
Prepaid expenses and other current assets
|
932,003
|
|
|
954,426
|
|
||
Total current assets
|
$
|
65,172,653
|
|
|
$
|
69,159,474
|
|
|
|
|
|
||||
Property, plant and equipment, net
|
263,302
|
|
|
299,477
|
|
||
Restricted cash and cash equivalents-long term
|
14,805,554
|
|
|
17,333,332
|
|
||
Deferred costs
|
79,038,559
|
|
|
72,649,277
|
|
||
Goodwill
|
898,334
|
|
|
898,334
|
|
||
Other assets
|
642,083
|
|
|
642,083
|
|
||
Total assets
|
$
|
160,820,485
|
|
|
$
|
160,981,977
|
|
LIABILITIES AND STOCKHOLDERS’ DEFICIT
|
|
|
|
||||
Current liabilities
|
|
|
|
||||
Accounts payable
|
$
|
2,259,096
|
|
|
$
|
2,517,072
|
|
Accrued expenses and other current liabilities
|
2,948,349
|
|
|
4,584,752
|
|
||
Warrant liability
|
7,353,618
|
|
|
6,727,409
|
|
||
Total current liabilities
|
12,561,063
|
|
|
13,829,233
|
|
||
Deferred revenue
|
376,203,046
|
|
|
367,483,905
|
|
||
Deferred income tax liability, net
|
307,256
|
|
|
286,066
|
|
||
Other liabilities
|
225,824
|
|
|
247,989
|
|
||
Loan payable
|
67,661,969
|
|
|
66,553,053
|
|
||
Total liabilities
|
456,959,158
|
|
|
448,400,246
|
|
||
Commitments and Contingencies
|
|
|
|
||||
Stockholders’ deficit
|
|
|
|
||||
Common stock ($.0001 par value, 600,000,000 shares authorized, 78,780,059 and 78,692,612 issued and outstanding at March 31, 2017, and December 31, 2016, respectively)
|
7,878
|
|
|
7,869
|
|
||
Additional paid-in capital
|
213,608,687
|
|
|
213,714,154
|
|
||
Accumulated deficit
|
(509,755,238
|
)
|
|
(501,140,292
|
)
|
||
Total stockholders’ deficit
|
(296,138,673
|
)
|
|
(287,418,269
|
)
|
||
Total liabilities and stockholders’ deficit
|
$
|
160,820,485
|
|
|
160,981,977
|
|
|
Three months ended March 31,
|
||||||
|
2017
|
|
2016
|
||||
Revenues
|
|
|
|
||||
Research and development
|
$
|
5,201,786
|
|
|
$
|
1,269,733
|
|
|
|
|
|
||||
Operating expenses
|
|
|
|
||||
Selling, general and administrative
|
2,869,869
|
|
|
2,656,231
|
|
||
Research and development
|
6,360,490
|
|
|
2,536,011
|
|
||
Patent preparation fees
|
240,597
|
|
|
219,715
|
|
||
Interest on PharmAthene liability
|
—
|
|
|
2,917,187
|
|
||
Total operating expenses
|
9,470,956
|
|
|
8,329,144
|
|
||
Operating loss
|
(4,269,170
|
)
|
|
(7,059,411
|
)
|
||
Decrease (increase) in fair value warrant liability
|
(626,209
|
)
|
|
—
|
|
||
Interest expense
|
(3,608,916
|
)
|
|
—
|
|
||
Other income, net
|
4,419
|
|
|
11,311
|
|
||
Reorganization items, net
|
—
|
|
|
(3,389,173
|
)
|
||
Loss before income taxes
|
(8,499,876
|
)
|
|
(10,437,273
|
)
|
||
Provision for income taxes
|
(115,070
|
)
|
|
(11,294
|
)
|
||
Net and comprehensive loss
|
$
|
(8,614,946
|
)
|
|
$
|
(10,448,567
|
)
|
Loss per share: basic and diluted
|
$
|
(0.11
|
)
|
|
$
|
(0.19
|
)
|
Weighted average shares outstanding: basic and diluted
|
78,777,144
|
|
|
54,114,296
|
|
|
Three months ended March 31,
|
||||||
|
2017
|
|
2016
|
||||
Cash flows from operating activities:
|
|
|
|
||||
Net loss
|
$
|
(8,614,946
|
)
|
|
$
|
(10,448,567
|
)
|
Adjustments to reconcile net loss to net cash (used in) operating activities:
|
|
|
|
||||
Depreciation and other amortization
|
36,175
|
|
|
44,452
|
|
||
Increase in fair value of warrant liability
|
626,209
|
|
|
—
|
|
||
Stock-based compensation
|
87,594
|
|
|
195,865
|
|
||
Non-cash interest expense
|
1,108,916
|
|
|
—
|
|
||
Interest expense on term loan - paid with restricted cash
|
2,527,778
|
|
|
—
|
|
||
Changes in assets and liabilities:
|
|
|
|
||||
Accounts receivable
|
(1,724,261
|
)
|
|
2,673,576
|
|
||
Inventory
|
7,090,409
|
|
|
(10,394,773
|
)
|
||
Deferred costs
|
(6,389,282
|
)
|
|
(99,207
|
)
|
||
Prepaid expenses and other current assets
|
22,423
|
|
|
71,367
|
|
||
Deferred income taxes, net
|
21,190
|
|
|
12,252
|
|
||
Accounts payable, accrued expenses and other current liabilities
|
(1,894,379
|
)
|
|
6,205,732
|
|
||
Liabilities subject to compromise
|
—
|
|
|
2,903,332
|
|
||
Deferred revenue
|
8,719,141
|
|
|
215,825
|
|
||
Other liabilities
|
(22,165
|
)
|
|
(21,057
|
)
|
||
Net cash provided by (used in) operating activities
|
1,594,802
|
|
|
(8,641,203
|
)
|
||
Cash flows from investing activities:
|
|
|
|
||||
Capital expenditures
|
—
|
|
|
(8,475
|
)
|
||
Net cash provided by (used in) investing activities
|
—
|
|
|
(8,475
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Payment of employee tax obligations for common stock tendered
|
(193,052
|
)
|
|
—
|
|
||
Net cash used by financing activities
|
(193,052
|
)
|
|
—
|
|
||
Net increase (decrease) in cash and cash equivalents
|
1,401,750
|
|
|
(8,649,678
|
)
|
||
Cash and cash equivalents at beginning of period
|
28,701,824
|
|
|
112,711,028
|
|
||
Cash and cash equivalents at end of period
|
30,103,574
|
|
|
104,061,350
|
|
||
|
|
|
|
||||
Supplemental disclosure of cash flows information:
|
|
|
|
||||
Cash interest paid on Term Loan from restricted cash
|
$
|
2,527,778
|
|
|
$
|
—
|
|
|
|
|
|
|
March 31, 2017
|
March 31, 2016
|
||||
Legal fees
|
$
|
—
|
|
$
|
1,677,945
|
|
Professional fees
|
—
|
|
1,698,228
|
|
||
Trustee fees
|
—
|
|
13,000
|
|
||
Total
|
$
|
—
|
|
$
|
3,389,173
|
|
•
|
The payment for the manufacture and delivery of
1.7 million
courses of TPOXX® increased by
$61.5 million
. This was accomplished by reducing the holdback amount that is tied to the FDA approval of TPOXX® from
$102.5 million
to
$41 million
. In July 2016, the Company received payment of
$32.6 million
in connection with the BARDA Contract Modification for courses previously delivered to the Strategic Stockpile.
|
•
|
The requirements for the
$20.5 million
milestone changed. For payment, this milestone was modified to require the Company to submit documentation to BARDA indicating that data covering the first 100 subjects enrolled in the phase III pivotal safety study have been submitted to and reviewed by a Data & Safety Monitoring Board (“DSMB”) and that such DSMB has recommended continuation of the safety study, as well as submission of the final pivotal rabbit efficacy study report to the FDA. Previously, this milestone required the successful submission to the FDA of a complete application for TPOXX® regulatory approval. During the third quarter of 2016, the Company met the modified milestone and received payment.
|
|
Three months ended March 31,
|
|
|||||
|
2017
|
|
2016
|
|
|||
Stock Options
|
1,709,967
|
|
|
1,895,571
|
|
|
|
Stock-Settled Stock Appreciation Rights
|
360,031
|
|
|
361,647
|
|
|
|
Restricted Stock Units
|
1,307,464
|
|
|
638,045
|
|
(1
|
)
|
Warrants
|
2,690,950
|
|
|
—
|
|
|
•
|
Level 1 – Quoted prices for identical instruments in active markets.
|
•
|
Level 2 – Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations where inputs are observable or where significant value drivers are observable.
|
•
|
Level 3 – Instruments where significant value drivers are unobservable to third parties.
|
|
Fair Value Measurements of Level 3 liability classified warrant
|
||
Warrant liability at December 31, 2016
|
$
|
6,727,409
|
|
Increase in fair value of warrant liability
|
626,209
|
|
|
Warrant liability at March 31, 2017
|
$
|
7,353,618
|
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
Work in-process
|
$
|
13,361,468
|
|
|
$
|
18,916,084
|
|
Finished goods
|
5,758,087
|
|
|
7,293,880
|
|
||
Inventory
|
$
|
19,119,555
|
|
|
$
|
26,209,964
|
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
Leasehold improvements
|
$
|
2,542,043
|
|
|
$
|
2,542,044
|
|
Computer equipment
|
762,604
|
|
|
770,479
|
|
||
Furniture and fixtures
|
455,220
|
|
|
455,220
|
|
||
|
3,759,867
|
|
|
3,767,743
|
|
||
Less - accumulated depreciation
|
(3,496,565
|
)
|
|
(3,468,266
|
)
|
||
Property, plant and equipment, net
|
$
|
263,302
|
|
|
$
|
299,477
|
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
Bonus
|
$
|
676,580
|
|
|
$
|
2,357,194
|
|
Professional fees
|
393,252
|
|
|
481,641
|
|
||
Vacation
|
312,414
|
|
|
262,664
|
|
||
Other (primarily R&D vendors and CMOs)
|
1,566,103
|
|
|
1,483,253
|
|
||
Accrued expenses and other current liabilities
|
$
|
2,948,349
|
|
|
$
|
4,584,752
|
|
Exhibit
No.
|
|
Description
|
|
Amendment of Solicitation/Modification of Contract 0012, dated April 22, 2016, to Agreement, dated May 13, 2011, between the Biomedical Advanced Research and Development Authority of the United States Department of Health and Human Services and SIGA.
|
|
|
Amendment of Solicitation/Modification of Contract 0014, dated September 21, 2016, to Agreement, dated May 13, 2011, between the Biomedical Advanced Research and Development Authority of the United States Department of Health and Human Services and SIGA.
|
|
|
Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
101.INS
|
|
XBRL Instance Document
|
101.SCH
|
|
XBRL Taxonomy Extension Schema
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase
|
|
|
SIGA TECHNOLOGIES, INC.
|
||
|
|
(Registrant)
|
||
|
|
|
||
Date:
|
May 4, 2017
|
By:
|
/s/ Daniel J. Luckshire
|
|
|
|
|
Daniel J. Luckshire
|
|
|
|
|
Executive Vice President and
|
|
|
|
|
Chief Financial Officer
|
|
|
|
|
(Principal Financial Officer and
|
|
|
|
|
Principal Accounting Officer)
|
()
|
A. THIS CHANGE ORDER IS ISSUED PURSUANT TO:
(Specify authority)
THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDER NO. IN ITEM 10A.
|
|
|
|
B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES
(such as changes in paying office, appropriation date, etc.
) SET FORTH IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR 43.103(b).
|
X
|
C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF:
FAR 52 243-2 – Changes – Cost Reimbursement and FAR 1 605-1 – Mutual Agreement of the Parties
|
|
D. OTHER
(Specify type of modification and authority)
|
15A. NAME AND TITLE OF SIGNER
(Type or print)
Dennis E. Hruby CSO |
16A. NAME AND TITLE OF CONTRACTING OFFICER
(Type or print)
Linda D. Luczak, Contracting Officer |
||
15B. CONTRACTOR/OFFEROR
/s/
Dennis E. Hruby
(Signature of person authorized to sign)
|
15C. DATE SIGNED
22 Apr 2016
|
16B. UNITED STATES OF AMERICA
/s/
Linda D. Luczak
(Signature of Contracting Officer)
|
16C. DATE SIGNED
4/22/16
|
Contract No.
HHSO100201100001C
Modification No.0012
|
Continuation Sheet
Block 14
|
Page
2
of
2
|
1)
|
The following revision is made to CLIN 0007 under this modification:
|
CLIN#
|
Cost Type
|
Supply or Service
|
Estimated Cost
|
Fee
|
Total CPFF
|
7
|
CPFF
|
Supportive Studies (Clinical/Non-Clinical) to include, but not limited to stability, non-clinical, and clinical studies as described in Sections C.2,and C.4)
|
$44,193,024.83
|
$2,651,581.61
|
$46,844,606.44
|
2)
|
Update SECTION G, Article G.2. as follows and replace the designated COR and Alternate COR:
|
Andrew [Drew] Albright
|
– Primary COR
|
Chia-Wei Tsai, PhD
|
– Alternate COR
|
Contract No. HHSO100201100001C
Modification No.0014
|
Continuation Sheet
Block 14
|
Page
2
of
2
|
AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT
|
1. CONTRACT ID CODE
|
PAGE OF PAGES
|
||||||||||||
|
N/A
|
1
|
2
|
|||||||||||
2. AMENDMENT/MODIFICATION NO
Modification 0014
|
3. EFFECTIVE DATE
See Block 16 C
|
4. REQUISITION/PURCHASE REQ. NO
N/A
|
5. PROJECT NO.
(If applicable)
N/A
|
|||||||||||
6. ISSUED BY CODE
|
N/A
|
7. ADMINISTERED BY (
If other than Item 6
) CODE
|
N/A
|
|||||||||||
HHS/OS/ASPR/AMCG
330 Independence Avenue, SW,
Room G640,
Washington, DC 20201
|
|
|||||||||||||
8. NAME AND ADDRESS OF CONTRACTOR (
No., street, county, State and ZIP Code)
|
(X )
|
9A. AMENDMENT OF SOLICITATION NO.
|
||||||||||||
|
|
|
||||||||||||
SIGA TECHNOLOGIES, INC.
35 E 62nd Street
New York, NY 10065
|
|
9B. DATED (
SEE ITEM 11
)
|
||||||||||||
|
X
|
10A.MODIFICATION OF CONTRACT/ ORDER NO.
HHSO100201100001C
|
||||||||||||
|
|
10B. DATED (
SEE ITEM 13
)
|
||||||||||||
CODE N/A
|
FACILITY CODE N/A
|
|
05/13/2011
|
|||||||||||
11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS
|
||||||||||||||
~
The above numbered solicitation is amended as set forth in Item 14. The hour and date specified for receipt of Offers
~
is extended,
~
is not extended.
Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods: (a) By completing Items 8 and 15, and returning
copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR ACKNOWLEDGEMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment, you desire to change an offer already submitted, such change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.
|
||||||||||||||
12. ACCOUNTING AND APPROPRIATION DATA (
If required
)
2016.1992016.25103 – Obligation amount: $2,395,540.00
|
||||||||||||||
13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS, IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.
|
||||||||||||||
( )
|
A. THIS CHANGE ORDER IS ISSUED PURSUANT TO: (
Specify authority
) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDER NO. IN ITEM 10A.
|
|||||||||||||
|
|
|||||||||||||
|
B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES (
such as changes in paying office, appropriation date, etc.
) SET FORTH IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR 43.103(b).
|
|||||||||||||
X
|
C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF:
FAR 52.243-2 –Changes - Cost Reimbursement and FAR 1.605-1 - Mutual Agreement of the Parties
|
|||||||||||||
|
D. OTHER (
Specify type of modification and authority
)
|
|||||||||||||
E. IMPORTANT: Contractor [ ] is not, [ X] is required to sign this document and return
_1_
copies to the issuing office.
|
||||||||||||||
14. DESCRIPTION OF AMENDMENT/MODIFICATION
(
Organized by UCF section headings, including solicitation/contract subject matter where feasible
)
PURPOSE:
This modification is to add additional funding under CLIN 0007.
FUNDS ALLOTED PRIOR TO MOD #14 $470,314,469.00
FUNDS ALLOTTED WITH MOD #14
$ 2,006,219.00
TOTAL FUNDS ALLOTED TO DATE $472,320,688.00 (Changed)
EXPIRATION DATE: September 24, 2020 (Unchanged)
CONTRACT FUNDED THROUGH September 24, 2020 (Unchanged)
Total contract value is changed from Not To Exceed $470,314,469.00 by $2,006,219.00 to $472,320,688.00.
Except as provided herein, all terms and conditions of the document referenced in Item 9A or 10A, as heretofore changed, remains unchanged and in full force and effect
|
||||||||||||||
15A. NAME AND TITLE OF SIGNER (
Type or print
)
Dennis E. Hruby CSO
|
16A. NAME AND TITLE OF CONTRACTING OFFICER (
Type or print
)
Linda D. Luczak, Contracting Officer
|
|||||||||||||
15B. CONTRACTOR/OFFEROR
/s/ Dennis E. Hruby
(
Signature of person authorized to sign
)
|
15C. DATE SIGNED
|
16B. UNITED STATES OF AMERICA
/
s/ Linda D. Luczak
(
Signature of Contracting Officer
)
|
16C. DATE SIGNED
|
CLIN#
|
Cost Type
|
Supply or Service
|
Estimated Cost
|
Fee
|
Total CPFF
|
7
|
CPFF
|
Supportive Studies (Clinical/Non-Clinical) to include, but not limited to stability, non-clinical, and clinical studies as described in Sections C.2,and C.4)
|
$46,085,683.83
|
$2,765,141.61
|
$48,850,825.44
|
1.
|
I have reviewed this quarterly report on Form 10-Q of SIGA Technologies, Inc.;
|
2.
|
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;
|
3.
|
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;
|
4.
|
The registrant’s other certifying officer 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:
|
(a)
|
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;
|
(b)
|
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;
|
(c)
|
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 the end of the period covered by this report based on such evaluation; and
|
(d)
|
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
|
5.
|
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 the registrant’s board of directors (or persons performing the equivalent functions):
|
(a)
|
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
|
(b)
|
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.
|
Date: May 4, 2017
|
|
/s/ Phillip L. Gomez, Ph.D.
|
Phillip L. Gomez, Ph.D.
|
Chief Executive Officer
|
1.
|
I have reviewed this quarterly report on Form 10-Q of SIGA Technologies, Inc.;
|
2.
|
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;
|
3.
|
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;
|
4.
|
The registrant’s other certifying officer 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:
|
(a)
|
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;
|
(b)
|
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;
|
(c)
|
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 the end of the period covered by this report based on such evaluation; and
|
(d)
|
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
|
5.
|
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 the registrant’s board of directors (or persons performing the equivalent functions):
|
(a)
|
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
|
(b)
|
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.
|
Date: May 4, 2017
|
|
/s/ Daniel J. Luckshire
|
Daniel J. Luckshire
|
Executive Vice President and
Chief Financial Officer
|
(1)
|
The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
/s/ Phillip L. Gomez, Ph.D.
|
Phillip L. Gomez, Ph.D.
|
Chief Executive Officer
|
May 4, 2017
|
(1)
|
The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
/s/ Daniel J. Luckshire
|
Daniel J. Luckshire
|
Executive Vice President and Chief Financial Officer
|
May 4, 2017
|