Delaware
|
|
26-2940963
|
(State or other
jurisdiction of incorporation)
|
|
(I.R.S. Employer
Identification No.)
|
|
|
|
10005 Muirlands Blvd. Suite G, Irvine,
California
|
|
92618
|
(Address of
Principal Executive Offices)
|
|
(Zip
Code)
|
Title
of each class
|
|
Name
of Each Exchange on Which Registered
|
Common Stock,
$0.001 par value
|
|
The NASDAQ Capital
Market
|
Item
|
|
|
|
|
|
|
|
|
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|
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1
|
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2
|
||
|
|
15
|
||
|
|
32
|
||
|
|
32
|
||
|
|
32
|
||
|
|
34
|
||
|
|
|
|
|
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|
|
|
|
|
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|
|
|
|
|
35
|
||
|
|
37
|
||
|
|
39
|
||
|
|
52
|
||
|
|
53
|
||
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|
91
|
||
|
|
91
|
||
|
|
92
|
||
|
|
|
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|
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|
|
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|
|
|
|
93
|
||
|
|
93
|
||
|
|
93
|
||
|
|
93
|
||
|
|
93
|
||
|
|
|
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|
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|
|
|
|
|
|
|
|
|
94
|
||
|
|
100
|
||
|
|
|
|
Fiscal
Years
|
Ingredients
Segment
|
Consumer
Products
Segment
|
Core
Standards and Contract Services Segment
|
Total
|
2017
|
$11.1
million
|
$5.5
million
|
$4.6
million
|
$21.2
million
|
2016
|
$16.8
million
|
-
|
$4.9
million
|
$21.7
million
|
2015
|
$12.5
million
|
-
|
$5.4
million
|
$17.9
million
|
|
Years
Ended
|
||
Major
Customers
|
2017
|
2016
|
2015
|
|
|
|
|
Customer
G - Related Party
|
19.4
%
|
*
|
*
|
Customer
D
|
10.2
%
|
11.0
%
|
*
|
Customer
C
|
*
|
23.9
%
|
*
|
Customer
B
|
*
|
*
|
13.6
%
|
|
|
|
|
*
Represents less than 10%.
|
|
|
|
Patent Number
|
Title
|
Filing Date
|
Issued Date
|
Expires
|
Licensor
|
6,852,342
|
Compounds
for altering food intake in humans
|
3/26/2002
|
2/8/2005
|
2/12/2022
|
Co-owned
by Avoca, Inc. and ChromaDex
|
7,205,284
|
Potent
immunostimulants from microalgae
|
7/10/2001
|
4/17/2007
|
3/9/2022
|
Licensed
from University of Mississippi
|
7,776,326
|
Methods
and compositions for treating neuropathies
|
6/3/2005
|
8/17/2010
|
6/3/2025
|
Licensed
from Washington University
|
7,846,452
|
Potent
immunostimulatory extracts from microalgae
|
7/28/2005
|
10/7/2010
|
7/28/2025
|
Licensed
from University of Mississippi
|
8,106,184
|
Nicotinyl
Riboside Compositions and Methods of Use
|
11/17/2006
|
1/31/2012
|
11/17/2026
|
Licensed
from Cornell University
|
8,114,626
|
Yeast
strain and method for using the same to produce Nicotinamide
Riboside
|
3/26/2009
|
2/14/2012
|
3/26/2029
|
Licensed
from Dartmouth College
|
8,133,917
|
Pterostilbene
as an agonist for the peroxisome proliferator-activated receptor
alpha isoform
|
10/25/2010
|
3/13/2012
|
10/25/2030
|
Licensed
from the University of Mississippi and U.S. Department of
Agriculture
|
8,197,807
|
Nicotinamide
Riboside Kinase compositions and Methods for using the
same
|
11/20/2007
|
6/12/2012
|
11/20/2027
|
Licensed
from Dartmouth College
|
8,227,510
|
Combine
use of pterostilbene and quercetin to produce cancer treatment
medicaments
|
7/19/2005
|
7/24/2012
|
7/19/2025
|
Licensed
from Green Molecular S.L.
|
8,252,845
|
Pterostilbene
as an agonist for the peroxisome proliferator-activated receptor
alpha isoform
|
2/1/2012
|
8/28/2012
|
2/1/2032
|
Licensed
from the University of Mississippi and U.S. Department of
Agriculture
|
8,318,807
|
Pterostilbene
Caffeine Co-Crystal Forms
|
7/30/2010
|
11/27/2012
|
7/30/2030
|
Licensed
from Laurus Labs Private Limited
|
8,383,086
|
Nicotinamide
Riboside Kinase compositions and Methods for using the
same
|
4/12/2012
|
2/26/2013
|
4/12/2032
|
Licensed
from Dartmouth College
|
8,399,712
|
Pterostilbene
cocrystals
|
7/30/2010
|
3/19/2013
|
7/30/2020
|
Licensed
from Laurus Labs Private Limited
|
8,524,782
|
Key
intermediate for the preparation of Stilbenes, solid forms of
Pterostilbene, and methods for making the same
|
6/1/2009
|
9/3/2013
|
6/1/2029
|
Licensed
from Laurus Labs Private Limited
|
8,809,400
|
Method
to Ameliorate Oxidative Stress and Improve Working Memory Via
Pterostilbene Administration
|
6/10/2008
|
8/19/2014
|
6/10/2028
|
Licensed
from the University of Mississippi and U.S. Department of
Agriculture
|
8,841,350
|
Method
for treating non-melanoma skin cancer by inducing
UDP-Glucuronosyltransferase activity using
pterostilbene
|
5/8/2012
|
9/22/2014
|
5/8/2032
|
Co-owned
by ChromaDex and University of California
|
8,945,653
|
Extracted
whole kernels and improved processed and processable corn produced
thereby
|
5/23/2011
|
2/3/2015
|
5/23/2031
|
Licensed
from Suntava, LLC
|
9,028,887
|
Method
improve spatial memory via pterostilbene
administration
|
5/22/2014
|
5/12/2015
|
5/22/2034
|
Licensed
from the University of Mississippi and U.S. Department of
Agriculture
|
9,439,875
|
Anxiolytic
effect of pterostilbene
|
5/11/2011
|
9/13/2016
|
5/11/2031
|
Licensed
from the University of Mississippi and U.S. Department of
Agriculture
|
Business
Segment
|
Property
Used
|
Ingredients
|
All
properties
|
Consumer
Products
|
All
properties
|
Core
Standards and Contract Services
|
Irvine,
CA, Longmont, CO and Rockville, MD
|
Item
5.
|
Fiscal Year Ending December 30,
2017
|
||
Quarter Ended
|
High
|
Low
|
December 30,
2017
|
$
6.96
|
$
3.88
|
September 30,
2017
|
$
4.71
|
$
2.91
|
July 1,
2017
|
$
3.96
|
$
2.26
|
April 1,
2017
|
$
3.67
|
$
2.50
|
Fiscal Year Ending December 31,
2016
|
||
Quarter Ended
|
High
|
Low
|
December 31,
2016
|
$
3.31
|
$
2.31
|
October 1,
2016
|
$
4.39
|
$
2.88
|
July 2,
2016
|
$
5.76
|
$
2.84
|
April 2,
2016
|
$
4.77
|
$
3.60
|
Item
6.
|
Selected
Financial
D
ata
|
|
Years Ended
|
||||
Consolidated Statement of Operations Data
|
2017
|
2016
|
2015
|
2014
|
2013
|
|
|
|
|
|
|
Sales,
net
|
$
21,201,482
|
$
21,664,648
|
$
17,884,886
|
$
11,861,099
|
$
7,438,857
|
Cost
of sales
|
10,724,177
|
11,274,114
|
10,350,281
|
6,855,690
|
3,926,765
|
Gross profit
|
10,477,305
|
10,390,534
|
7,534,605
|
5,005,409
|
3,512,092
|
|
|
|
|
|
|
Operating
expenses:
|
|
|
|
|
|
Sales
and marketing
|
4,459,224
|
1,558,213
|
1,507,868
|
1,482,784
|
1,627,795
|
Research
and development
|
4,007,381
|
2,522,768
|
891,601
|
513,671
|
134,040
|
General
and administrative
|
17,641,889
|
9,214,763
|
7,201,231
|
7,648,773
|
4,747,561
|
Loss
from investment in affiliate
|
-
|
-
|
-
|
45,829
|
44,961
|
Other
|
745,773
|
-
|
-
|
-
|
-
|
Operating expenses
|
26,854,267
|
13,295,744
|
9,600,700
|
9,691,057
|
6,554,357
|
Operating loss
|
(16,376,962
)
|
(2,905,210
)
|
(2,066,095
)
|
(4,685,648
)
|
(3,042,265
)
|
|
|
|
|
|
|
Nonoperating
income (expense):
|
|
|
|
|
|
Interest
expense, net
|
(152,784
)
|
(333,286
)
|
(566,917
)
|
(123,976
)
|
(4,006
)
|
Loss
on debt extinguishment
|
-
|
(313,099
)
|
-
|
-
|
-
|
Nonoperating expenses
|
(152,784
)
|
(646,385
)
|
(566,917
)
|
(123,976
)
|
(4,006
)
|
Loss
before income taxes
|
(16,529,746
)
|
(3,551,595
)
|
(2,633,012
)
|
(4,809,624
)
|
(3,046,271
)
|
Provision
for income taxes
|
-
|
-
|
(4,527
)
|
-
|
-
|
Loss from continuing operations
|
(16,529,746
)
|
(3,551,595
)
|
(2,637,539
)
|
(4,809,624
)
|
(3,046,271
)
|
|
|
|
|
|
|
Income
(loss) from discontinued operations
|
(315,140
)
|
623,410
|
(133,528
)
|
(578,561
)
|
(1,373,254
)
|
Gain
on sale of discontinued operations
|
5,467,268
|
-
|
-
|
-
|
-
|
Income (loss) from discontinued operations, net
|
5,152,128
|
623,410
|
(133,528
)
|
(578,561
)
|
(1,373,254
)
|
Net loss
|
$
(11,377,618
)
|
$
(2,928,185
)
|
$
(2,771,067
)
|
$
(5,388,185
)
|
$
(4,419,525
)
|
|
|
|
|
|
|
Basic
and diluted earnings (loss) per common share:
|
|
|
|
|
|
Loss
from continuing operations
|
$
(0.37
)
|
$
(0.10
)
|
$
(0.07
)
|
$
(0.14
)
|
$
(0.09
)
|
Earnings
(loss) from discontinued operations
|
$
0.11
|
$
0.02
|
$
(0.01
)
|
$
(0.01
)
|
$
(0.04
)
|
Basic
and diluted loss per common share
|
$
(0.26
)
|
$
(0.08
)
|
$
(0.08
)
|
$
(0.15
)
|
$
(0.13
)
|
Basic
and diluted weighted average
|
|
|
|
|
|
common
shares outstanding
|
44,598,879
|
37,294,321
|
35,877,341
|
35,486,460
|
33,329,148
|
|
Twelve months
ending
|
||
|
December
30, 2017
|
December 31,
2016
|
Change
|
|
|
|
|
General
and administrative
|
$
17,642,000
|
$
9,215,000
|
91
%
|
|
|
|
|
|
Twelve
months ending
|
||
|
December 30, 2017
|
December
31, 2016
|
Change
|
|
|
|
|
Other
|
$
746,000
|
$
-
|
-
|
|
Twelve
months ending
|
||
|
December 30, 2017
|
December
31, 2016
|
Change
|
|
|
|
|
Interest expense, net
|
$
153,000
|
$
333,000
|
-54
%
|
|
Twelve
months ending
|
||
|
December 31, 2016
|
January
2, 2016
|
Change
|
|
|
|
|
General and
administrative
|
$
9,215,000
|
$
7,201,000
|
28
%
|
|
Twelve months
ending
|
||
|
December
31, 2016
|
January 2,
2016
|
Change
|
|
|
|
|
Interest
expense, net
|
$
333,000
|
$
567,000
|
-41
%
|
|
|
|
|
|
Payments due by period
|
|||||
|
Total
|
2018
|
2019
|
2020
|
2021
|
2022
|
|
|
|
|
|
|
|
Capital
leases
|
$
576,000
|
$
236,000
|
$
196,000
|
$
126,000
|
$
18,000
|
$
-
|
Operating
leases
|
2,093,000
|
601,000
|
590,000
|
424,000
|
340,000
|
138,000
|
Purchase
obligations
|
3,571,000
|
3,489,000
|
82,000
|
-
|
-
|
-
|
Total
|
$
6,240,000
|
$
4,326,000
|
$
868,000
|
$
550,000
|
$
358,000
|
$
138,000
|
Item
8.
|
Financial
S
tatements and Supplementary
Data
|
|
Page
|
54
|
|
56
|
|
57
|
|
58
|
|
59
|
|
60
|
ChromaDex
Corporation and Subsidiaries
|
|
|
Consolidated
B
alance Sheets
|
|
|
December
30, 2017 and December 31, 2016
|
|
|
|
2017
|
2016
|
Assets
|
|
|
|
|
|
Current
Assets
|
|
|
Cash
|
$
45,388,848
|
$
1,642,429
|
Trade receivables,
net of allowance of $0.7 million and $1.1 million,
repectively;
|
|
|
Receivables from
Related Party: $1.0 million and $0, respectively
|
5,337,868
|
5,852,030
|
Inventories
|
5,796,281
|
7,912,630
|
Prepaid expenses
and other assets
|
655,321
|
311,539
|
Current assets held
for sale
|
-
|
18,315
|
Total
current assets
|
57,178,318
|
15,736,943
|
|
|
|
Leasehold
Improvements and Equipment, net
|
2,871,886
|
1,778,171
|
Deposits
|
271,631
|
377,532
|
Receivable held at
escrow
|
750,358
|
-
|
Intangible assets,
net
|
1,651,407
|
486,226
|
Long-term
investment, related party
|
-
|
20,318
|
Noncurrent assets
held for sale
|
-
|
1,352,878
|
Total
assets
|
$
62,723,600
|
$
19,752,068
|
|
|
|
Liabilities
and Stockholders' Equity
|
|
|
|
|
|
Current
Liabilities
|
|
|
Accounts
payable
|
$
3,718,407
|
$
5,978,288
|
Accrued
expenses
|
3,645,355
|
2,170,172
|
Current maturities
of capital lease obligations
|
195,533
|
255,461
|
Customer deposits
and other
|
314,335
|
389,010
|
Deferred rent,
current
|
114,304
|
76,219
|
Due to
officer
|
100,000
|
-
|
Total
current liabilities
|
8,087,934
|
8,869,150
|
|
|
|
Capital lease
obligations, less current maturities
|
310,089
|
343,589
|
Deferred rent, less
current
|
491,909
|
380,205
|
Noncurrent
liabilities held for sale
|
-
|
184,766
|
Total
liabilities
|
8,889,932
|
9,777,710
|
|
|
|
Commitments and
contingencies
|
|
|
|
|
|
Stockholders'
Equity
|
|
|
Common stock, $.001
par value; authorized 150,000,000 shares;
|
|
|
issued
and outstanding 2017 54,696,741 shares and 2016 37,544,531
shares
|
54,697
|
37,545
|
Additional paid-in
capital
|
110,380,163
|
55,160,387
|
Accumulated
deficit
|
(56,601,192
)
|
(45,223,574
)
|
Total
stockholders' equity
|
53,833,668
|
9,974,358
|
Total
liabilities and stockholders' equity
|
$
62,723,600
|
$
19,752,068
|
|
|
|
See
Notes to Consolidated Financial Statements.
|
ChromaDex
Corporation and Subsidiaries
|
|
|
|
Consolidated
S
tatements of Operations
|
|
|
|
Years
Ended December 30, 2017, December 31, 2016 and January 2,
2016
|
|
|
|
|
2017
|
2016
|
2015
|
|
|
|
|
Sales,
net
|
$
21,201,482
|
$
21,664,648
|
$
17,884,886
|
Cost of
sales
|
10,724,177
|
11,274,114
|
10,350,281
|
|
|
|
|
Gross
profit
|
10,477,305
|
10,390,534
|
7,534,605
|
|
|
|
|
Operating
expenses:
|
|
|
|
Sales and
marketing
|
4,459,224
|
1,558,213
|
1,507,868
|
Research and
development
|
4,007,381
|
2,522,768
|
891,601
|
General and
administrative
|
17,641,889
|
9,214,763
|
7,201,231
|
Other
|
745,773
|
-
|
-
|
Operating
expenses
|
26,854,267
|
13,295,744
|
9,600,700
|
|
|
|
|
Operating
loss
|
(16,376,962
)
|
(2,905,210
)
|
(2,066,095
)
|
|
|
|
|
Nonoperating income
(expense):
|
|
|
|
Interest expense,
net
|
(152,784
)
|
(333,286
)
|
(566,917
)
|
Loss on debt
extinguishment
|
-
|
(313,099
)
|
-
|
Nonoperating
expenses
|
(152,784
)
|
(646,385
)
|
(566,917
)
|
|
|
|
|
Loss before income
taxes
|
(16,529,746
)
|
(3,551,595
)
|
(2,633,012
)
|
Provision for
income taxes
|
-
|
-
|
(4,527
)
|
|
|
|
|
Loss
from continuing operations
|
(16,529,746
)
|
(3,551,595
)
|
(2,637,539
)
|
|
|
|
|
Income (loss) from
discontinued operations
|
(315,140
)
|
623,410
|
(133,528
)
|
Gain on sale of
discontinued operations
|
5,467,268
|
-
|
-
|
|
|
|
|
Income
(loss) from discontinued operations, net
|
5,152,128
|
623,410
|
(133,528
)
|
|
|
|
|
Net
loss
|
$
(11,377,618
)
|
$
(2,928,185
)
|
$
(2,771,067
)
|
|
|
|
|
Basic and diluted
earnings (loss) per common share:
|
|
|
|
Loss
from continuing operations
|
$
(0.37
)
|
$
(0.10
)
|
$
(0.07
)
|
Earnings
(loss) from discontinued operations
|
$
0.11
|
$
0.02
|
$
(0.01
)
|
|
|
|
|
Basic and diluted
loss per common share
|
$
(0.26
)
|
$
(0.08
)
|
$
(0.08
)
|
|
|
|
|
Basic and diluted
weighted average common shares outstanding
|
44,598,879
|
37,294,321
|
35,877,341
|
|
|
|
|
See
Notes to Consolidated Financial Statements.
|
ChromaDex
Corporation and Subsidiaries
|
|
|
|
|
|
Consolidated
Statement of
S
tockholders' Equity
|
|
|
|
|
|
Years
Ended December 30, 2017, December 31, 2016 and January 2,
2016
|
|
|
|
||
|
|
|
|
|
Total
|
|
Common
Stock
|
Additional
|
Accumulated
|
Stockholders'
|
|
|
Shares
|
Amount
|
Paid-in
Capital
|
Deficit
|
Equity
|
|
|
|
|
|
|
Balance, January 3,
2015
|
35,090,352
|
35,090
|
43,487,623
|
(39,524,322
)
|
3,998,391
|
|
|
|
|
|
|
Issuance of common
stock, net of
|
|
|
|
|
|
offering
costs of $25,000
|
533,334
|
534
|
1,974,359
|
-
|
1,974,893
|
|
|
|
|
|
|
Exercise of stock
options
|
40,236
|
40
|
94,806
|
-
|
94,846
|
|
|
|
|
|
|
Vested restricted
stock
|
228,000
|
228
|
(228
)
|
-
|
-
|
|
|
|
|
|
|
Share-based
compensation
|
111,667
|
112
|
1,977,499
|
-
|
1,977,611
|
|
|
|
|
|
|
Net
loss
|
-
|
-
|
-
|
(2,771,067
)
|
(2,771,067
)
|
|
|
|
|
|
|
Balance, January 2,
2016
|
36,003,589
|
36,004
|
47,534,059
|
(42,295,389
)
|
5,274,674
|
|
|
|
|
|
|
1 for 3 reverse
stock split, isssuance
|
|
|
|
|
|
due to
fractional shares round up
|
1,632
|
2
|
(2
)
|
-
|
-
|
|
|
|
|
|
|
Issuance of common
stock, net of
|
|
|
|
|
|
offering
costs of $33,000
|
1,245,227
|
1,245
|
5,716,230
|
-
|
5,717,475
|
|
|
|
|
|
|
Exercise of stock
options
|
280,086
|
280
|
716,332
|
-
|
716,612
|
|
|
|
|
|
|
Vested restricted
stock
|
13,997
|
14
|
(14
)
|
-
|
-
|
|
|
|
|
|
|
Share-based
compensation
|
-
|
-
|
1,193,782
|
-
|
1,193,782
|
|
|
|
|
|
|
Net
loss
|
-
|
-
|
-
|
(2,928,185
)
|
(2,928,185
)
|
|
|
|
|
|
|
Balance,
December 31, 2016
|
37,544,531
|
$
37,545
|
$
55,160,387
|
$
(45,223,574
)
|
$
9,974,358
|
|
|
|
|
|
|
Issuance of common
stock, net of
|
|
|
|
|
|
offering
costs of $1,420,000
|
15,592,788
|
15,593
|
47,578,626
|
-
|
47,594,219
|
|
|
|
|
|
|
Exercise of stock
options
|
884,754
|
885
|
3,037,075
|
-
|
3,037,960
|
|
|
|
|
|
|
Vested restricted
stock
|
674,668
|
674
|
(674
)
|
-
|
-
|
|
|
|
|
|
|
Share-based
compensation
|
|
|
4,604,749
|
-
|
4,604,749
|
|
|
|
|
|
|
Net
loss
|
-
|
-
|
-
|
(11,377,618
)
|
(11,377,618
)
|
|
|
|
|
|
|
Balance,
December 30, 2017
|
54,696,741
|
$
54,697
|
$
110,380,163
|
$
(56,601,192
)
|
$
53,833,668
|
|
|
|
|
|
|
See Notes to
Consolidated Financial Statements.
|
|
|
|
|
|
ChromaDex
Corporation and Subsidiaries
|
|
|
|
Consolidated
Statements of
C
ash Flows
|
|
|
|
Years
Ended December 30, 2017, December 31, 2016 and January 2,
2016
|
|
|
|
|
2017
|
2016
|
2015
|
|
|
|
|
Cash Flows From
Operating Activities
|
|
|
|
Net
loss
|
$
(11,377,618
)
|
$
(2,928,185
)
|
$
(2,771,067
)
|
Adjustments
to reconcile net loss to net cash used in operating
activities:
|
|
|
|
Depreciation
of leasehold improvements and equipment
|
509,933
|
331,734
|
285,536
|
Amortization
of intangibles
|
206,208
|
87,826
|
45,014
|
Share-based
compensation expense
|
4,604,749
|
1,193,782
|
1,977,611
|
Allowance
for doubtful trade receivables
|
(411,475
)
|
713,122
|
329,844
|
Gain from disposal of assets
|
(5,467,268
)
|
-
|
-
|
Loss
from disposal of equipment
|
4,649
|
7,114
|
19,643
|
Loss
from impairment of intangibles
|
-
|
-
|
19,495
|
Loss
on debt extinguishment
|
-
|
313,099
|
-
|
Non-cash
financing costs
|
120,759
|
110,161
|
188,442
|
Changes
in operating assets and liabilities:
|
|
|
|
Trade
receivables
|
937,093
|
(4,114,561
)
|
(873,726
)
|
Inventories
|
2,177,263
|
240,851
|
(4,439,458
)
|
Prepaid
expenses and other assets
|
(296,312
)
|
(133,855
)
|
(82,124
)
|
Accounts
payable
|
(2,363,653
)
|
(245,670
)
|
2,772,350
|
Accrued
expenses
|
1,471,976
|
867,307
|
449,180
|
Customer
deposits and other
|
(67,855
)
|
117,008
|
37,567
|
Deferred
rent
|
179,873
|
503,671
|
(69,445
)
|
Due
to officer
|
(32,500
)
|
-
|
-
|
Net
cash used in operating activities
|
(9,804,178
)
|
(2,936,596
)
|
(2,111,138
)
|
|
|
|
|
Cash Flows From
Investing Activities
|
|
|
|
Proceeds
from disposal of assets, net of transaction costs
|
5,953,390
|
-
|
-
|
Purchases
of leasehold improvements and equipment
|
(1,167,506
)
|
(1,504,922
)
|
(525,231
)
|
Purchases
of intangible assets
|
(183,958
)
|
(220,000
)
|
(122,500
)
|
Net
cash provided by (used in) investing activities
|
4,601,926
|
(1,724,922
)
|
(647,731
)
|
|
|
|
|
Cash Flows From
Financing Activities
|
|
|
|
Proceeds
from issuance of common stock, net of issuance costs
|
46,594,216
|
5,717,474
|
1,974,893
|
Proceeds
from exercise of stock options
|
3,037,960
|
716,612
|
94,846
|
Proceeds
from loan payable
|
-
|
-
|
2,500,000
|
Payment
of debt issuance costs
|
(75,178
)
|
(176,836
)
|
(15,000
)
|
Principal
payment on loan payable
|
-
|
(5,000,000
)
|
-
|
Cash
paid for debt extinguishment costs
|
-
|
(281,092
)
|
-
|
Principal
payments on capital leases
|
(608,327
)
|
(221,883
)
|
(210,948
)
|
Net
cash provided by financing activities
|
48,948,671
|
754,275
|
4,343,791
|
|
|
|
|
Net increase
(decrease) in cash
|
43,746,419
|
(3,907,243
)
|
1,584,922
|
|
|
|
|
Cash Beginning of
Year
|
1,642,429
|
5,549,672
|
3,964,750
|
|
|
|
|
Cash Ending of
Year
|
$
45,388,848
|
$
1,642,429
|
$
5,549,672
|
|
|
|
|
Supplemental
Disclosures of Cash Flow Information
|
|
|
|
Cash
payments for interest
|
$
57,024
|
$
261,738
|
$
427,591
|
|
|
|
|
Supplemental
Schedule of Noncash Investing Activity
|
|
|
|
Noncash
consideration transferred for the acquisition of Healthspan
Research LLC
|
$
1,187,430
|
$
-
|
$
-
|
Capital
lease obligation incurred for the purchase of
equipment
|
$
514,899
|
$
156,655
|
$
303,933
|
Receivable
from disposal of assets held at escrow
|
$
750,000
|
$
-
|
$
-
|
Inventory
supplied to Healthspan Research, LLC for equity interest, at
cost
|
$
-
|
$
20,318
|
$
-
|
Retirement
of fully depreciated equipment - cost
|
$
57,424
|
$
90,803
|
$
121,213
|
Retirement
of fully depreciated equipment - accumulated
depreciation
|
$
(57,424
)
|
$
(90,803
)
|
$
(121,213
)
|
|
|
|
|
See
Notes to Consolidated Financial Statements.
|
Note
2.
|
Significant
Accounting Policies
|
|
2017
|
2016
|
2015
|
Shipping and
handling fees billed
|
$
137,000
|
$
110,000
|
$
113,000
|
Cost of shipping
and handling fees billed
|
$
185,000
|
$
108,000
|
$
112,000
|
|
2017
|
2016
|
Allowances Related
to
|
|
|
Customer
C
|
$
500,000
|
$
800,000
|
Customer
E
|
-
|
198,000
|
Other
Allowances
|
169,000
|
83,000
|
|
$
669,000
|
$
1,081,000
|
|
2017
|
2016
|
Bulk
ingredients
|
$
4,159,000
|
$
7,044,000
|
Reference
standards
|
1,027,000
|
1,033,000
|
Consumer Products -
Finished Goods
|
503,000
|
-
|
Consumer Products -
Work in Process
|
249,000
|
-
|
|
5,938,000
|
8,077,000
|
Less valuation
allowance
|
142,000
|
164,000
|
|
$
5,796,000
|
$
7,913,000
|
Note
3.
|
Loss
Per Share Applicable to Common Stockholders
|
Note
4.
|
Intangible
Assets
|
|
2017
|
2016
|
Weighted
Average
Total
Amortization
Period
|
|
|
|
|
Healthspan Research
LLC Acquisition (See Note 9)
|
$
1,346,000
|
$
-
|
10
years
|
License agreements
and other
|
1,494,000
|
1,469,000
|
9
years
|
Less accumulated
depreciation
|
(1,189,000
)
|
(983,000
)
|
|
|
$
1,651,000
|
$
486,000
|
|
Years ending
December:
|
|
2018
|
$
233,000
|
2019
|
233,000
|
2020
|
228,000
|
2021
|
209,000
|
2022
|
171,000
|
Thereafter
|
577,000
|
|
$
1,651,000
|
|
|
Note
5.
|
Leasehold
Improvements and Equipment, Net
|
|
2017
|
2016
|
Useful
Life
|
|
|
|
|
Laboratory
equipment
|
$
1,869,000
|
$
1,142,000
|
10 years
|
Leasehold
improvements
|
1,699,000
|
1,332,000
|
Lesser of
lease
term or
estimated useful
life
|
Computer
equipment
|
511,000
|
400,000
|
3 to 5 years
|
Furniture and
fixtures
|
90,000
|
41,000
|
7 years
|
Office
equipment
|
18,000
|
10,000
|
10 years
|
Construction in
progress
|
131,000
|
170,000
|
|
|
4,318,000
|
3,095,000
|
|
Less accumulated
depreciation
|
1,446,000
|
1,317,000
|
|
|
$
2,872,000
|
$
1,778,000
|
|
|
|
|
|
Note
6.
|
Capitalized
Lease Obligations
|
Year ending
December:
|
|
2018
|
$
236,000
|
2019
|
196,000
|
2020
|
126,000
|
2021
|
18,000
|
Total minimum lease
payments
|
576,000
|
Less amount
representing interest at a rate of approximately 9.8% per
year
|
70,000
|
Present value of
net minimum lease payments
|
506,000
|
Less current
portion
|
196,000
|
Long-term
obligations under capital leases
|
$
310,000
|
Note
7.
|
Line
of Credit
|
Note
8.
|
Income
Taxes
|
|
2017
|
2016
|
2015
|
Current
|
|
|
|
Federal
|
$
-
|
$
-
|
$
-
|
State
|
-
|
-
|
4,527
|
Deferred (net of
valuation allowance)
|
|
|
|
Federal
|
-
|
-
|
-
|
State
|
-
|
-
|
-
|
Income tax
provision
|
$
-
|
$
-
|
$
4,527
|
|
|
|
|
|
2017
|
2016
|
2015
|
|
|
|
|
Federal income tax
expense at statutory rate
|
(34.0
)%
|
(34.0
)%
|
(34.0
)%
|
State income tax,
net of federal benefit
|
(5.3
)%
|
(5.3
)%
|
(5.1
)%
|
Permanent
differences
|
7.6
%
|
8.4
%
|
5.7
%
|
Change in tax
rates
|
0
%
|
(0.3
)%
|
0.7
%
|
Changes of state
net operating losses
|
1.3
%
|
1.8
%
|
17.4
%
|
Change in stock
options and restricted stock
|
(1.3
)%
|
11.8
%
|
0.0
%
|
Change in valuation
allowance
|
(23.1
)%
|
16.4
%
|
13.7
%
|
Remeasurement of
deferred taxes asset / liability
|
53.4
%
|
-
|
-
|
Other
|
1.4
%
|
1.2
%
|
1.8
%
|
Effective tax
rate
|
0.0
%
|
0.0
%
|
0.2
%
|
|
2017
|
2016
|
Deferred tax
assets:
|
|
|
Net operating loss
carryforward
|
$
9,963,000
|
$
11,023,000
|
Capital loss
carryforward
|
-
|
811,000
|
Stock options and
restricted stock
|
1,873,000
|
2,694,000
|
Inventory
reserve
|
143,000
|
195,000
|
Allowance for
doubtful accounts
|
183,000
|
425,000
|
Accrued
expenses
|
674,000
|
487,000
|
Deferred
revenue
|
19,000
|
13,000
|
Intangibles
|
27,000
|
29,000
|
Deferred
rent
|
166,000
|
252,000
|
|
13,048,000
|
15,929,000
|
Less valuation
allowance
|
(12,904,000
)
|
(15,530,000
)
|
|
144,000
|
399,000
|
|
|
|
Deferred tax
liabilities:
|
|
|
Leasehold
improvements and equipment
|
(9,000
)
|
(282,000
)
|
Prepaid
expenses
|
(135,000
)
|
(117,000
)
|
|
(144,000
)
|
(399,000
)
|
|
|
|
|
$
-
|
$
-
|
Note
9.
|
Related
Party Transactions
|
(A) Consideration transferred
|
|
|
(B) Net amount of assets and liabilities
|
|
|
Fair
value
|
|
Assets acquired
|
Fair
value
|
Common
Stock
|
$
1,000,000
|
|
Cash
and cash equivalents
|
$
19,000
|
Transaction
costs
|
178,000
|
|
Trade
receivables
|
11,000
|
Previously
held equity interest
|
20,000
|
|
Inventory
|
61,000
|
|
|
|
|
|
|
$
1,198,000
|
|
Liabilities assumed
|
|
|
|
|
Due
to officer
|
(132,000
)
|
|
|
|
Accounts
payable
|
(74,000
)
|
|
|
|
Credit
card payable
|
(30,000
)
|
|
|
|
Other
accrued expenses
|
(3,000
)
|
Consumer product business model,
|
|
|
|
|
intangible asset (A) -(B)
|
$
1,346,000
|
|
Net assets
|
$
(148,000
)
|
|
|
|
|
|
Note
10.
|
Discontinued
Operations
|
(A) Consideration received
|
|
|
|
(C) Carrying value of the Lab Business |
|
|
|
|
|
|
|
|
Amount
|
|
|
Assets disposed
|
Carrying
value
|
Cash
payment
|
$
6,750,000
|
|
|
Leasehold
improvements and equipment, net
|
$
1,427,000
|
Cash
payment held in escrow (1)
|
750,000
|
|
|
Prepaid
expenses
|
11,000
|
Additional
earnout payment
|
-
|
|
|
Deposits
|
20,000
|
|
$
7,500,000
|
|
|
|
|
|
|
|
|
Liabilities
disposed
|
|
(B) Selling costs
|
|
|
|
Deferred
revenue
|
(7,000
)
|
|
Amount
|
|
|
Deferred
rent
|
(215,000
)
|
Legal
|
$
428,000
|
|
|
|
|
Financial
consulting
|
250,000
|
|
|
|
|
Other
|
118,000
|
|
|
|
|
|
$
796,000
|
|
|
Net assets
|
$
1,236,000
|
Gain from disposal (A) - (B) - (C)
|
$
5,468,000
|
|
|
|
|
|
|
|
|
|
|
(1) $750,000 is expected to be held in escrow until March 2019 to
satisfy any indemnification claims.
|
|
Dec.
31, 2016
|
Current assets held
for sale
|
|
Prepaid
expenses
|
$
18,315
|
|
|
Leasehold
Improvements and Equipment, net
|
1,333,203
|
Deposits
|
19,675
|
|
|
Total assets held
for sale
|
1,371,193
|
|
|
Deferred
rent
|
184,766
|
|
|
Total liabilities
held for sale
|
$
184,766
|
|
2017
|
2016
|
2015
|
|
|
|
|
Depreciation
|
$
169,250
|
$
254,755
|
$
234,010
|
Purchase of
leasehod improvements and equipment
|
$
111,232
|
$
313,842
|
$
190,632
|
|
|
|
|
Noncash investing
activity
|
|
|
|
Capital
lease obligation incurred for the purchase of
equipment
|
$
-
|
$
156,655
|
$
303,933
|
Retirement
of fully depreciated equipment - cost
|
$
55,947
|
$
76,050
|
$
119,888
|
Retirement
of fully depreciated equipment - accumulated
depreciation
|
$
(55,947
)
|
$
(76,050
)
|
$
(119,888
)
|
Note
11.
|
Share-Based
C
ompensation
|
Year Ended
December
|
2017
|
2016
|
2015
|
Expected
term
|
6
years
|
6
years
|
6
years
|
Volatility
|
72
%
|
73
%
|
76
%
|
Dividend
Yield
|
0
%
|
0
%
|
0
%
|
Risk-free
rate
|
2
%
|
1
%
|
2
%
|
|
|
Weighted
Average
|
|
||
|
|
|
Remaining
|
|
Aggregate
|
|
Number
of
|
Exercise
|
Contractual
|
Fair
|
Intrinsic
|
|
Shares
|
Price
|
Term
|
Value
|
Value
|
Outstanding at
December 31, 2016
|
-
|
$
-
|
-
|
|
|
Options
Granted
|
1,000,000
|
4.24
|
10.00
|
$
3.04
|
|
Options
Exercised
|
-
|
-
|
|
|
|
Options
Forfeited
|
-
|
-
|
|
|
|
Outstanding at
December 30, 2017
|
1,000,000
|
$
4.24
|
9.24
|
|
$
1,640,000
|
|
|
|
|
|
|
Exercisable at
December 30, 2017
|
55,556
|
$
4.24
|
9.24
|
|
$
91,000
|
|
|
|
|
|
|
|
Volatility:
|
67%
|
|
|
Contractual
Term:
|
10
years
|
|
|
Risk
Free Rate:
|
2.4%
|
|
|
Cost
of Equity:
|
15.7%
|
|
|
|
Weighted
Average
|
|
|
Award-Date
|
|
Shares
|
Fair
Value
|
Unvested shares at
January 3, 2015
|
530,007
|
$
3.54
|
Granted
|
-
|
-
|
Vested
|
(173,336
)
|
4.23
|
Forfeited
|
-
|
-
|
Unvested shares at
January 2, 2016
|
356,671
|
$
3.21
|
Granted
|
-
|
-
|
Vested
|
(6,668
)
|
4.23
|
Forfeited
|
-
|
-
|
Unvested shares at
December 31, 2016
|
350,003
|
$
3.20
|
Granted
|
500,000
|
5.08
|
Vested
|
(666,668
)
|
4.60
|
Forfeited
|
-
|
-
|
Unvested shares at
December 30, 2017
|
183,335
|
$
3.25
|
|
|
|
Expected to Vest as
of December 30, 2017
|
183,335
|
$
3.25
|
11B.
|
Non-Employee
Share-Based Compensation
|
|
|
Weighted
Average
|
|
|
|
|
|
Remaining
|
Aggregate
|
|
Number
of
|
Exercise
|
Contractual
|
Intrinsic
|
|
Shares
|
Price
|
Term
|
Value
|
Outstanding at
January 3, 2015
|
350,158
|
$
4.05
|
5.46
|
|
Options
Granted
|
-
|
-
|
|
|
Options
Classification from Employee
to
Non-Employee
|
514,024
|
2.79
|
7.78
|
|
Options
Exercised
|
-
|
-
|
|
|
Options
Forfeited
|
-
|
-
|
|
|
Outstanding at
January 2, 2016
|
864,182
|
$
3.31
|
6.04
|
|
Options
Granted
|
40,000
|
2.85
|
10.00
|
|
Options
Exercised
|
(41,667
)
|
1.92
|
|
$
98,000
|
Options
Forfeited
|
-
|
-
|
|
|
Outstanding at
December 31, 2016
|
862,515
|
$
3.35
|
5.23
|
|
Options
Granted
|
175,000
|
4.89
|
10.00
|
|
Options
Exercised
|
(21,042
)
|
3.88
|
|
$
24,000
|
Options
Forfeited
|
-
|
-
|
|
|
Outstanding at
December 30, 2017
|
1,016,473
|
$
3.61
|
5.16
|
$
2,361,000
*
|
|
|
|
|
|
Exercisable at
December 30, 2017
|
824,806
|
$
3.35
|
4.15
|
$
2,088,000
*
|
Year Ended
December
|
2017
|
2016
|
2015
|
Contractual
term
|
6 years
|
5 years
|
N/A
|
Volatility
|
69
%
|
73
%
|
N/A
|
Dividend
yield
|
0
%
|
0
%
|
N/A
|
Risk-free
rate
|
2
%
|
2
%
|
N/A
|
|
|
Weighted
Average
|
|
Shares
|
Fair
Value
|
Unvested shares at
January 3, 2015
|
25,333
|
$
2.70
|
Granted
|
46,668
|
2.58
|
Vested
|
(54,668
)
|
3.63
|
Forfeited
|
-
|
-
|
Unvested shares at
January 2, 2016
|
17,333
|
$
3.66
|
Granted
|
-
|
-
|
Vested
|
(7,333
)
|
3.79
|
Forfeited
|
-
|
-
|
Unvested shares at
December 31, 2016
|
10,000
|
$
3.31
|
Granted
|
-
|
-
|
Vested
|
(8,000
)
|
3.63
|
Forfeited
|
-
|
-
|
Unvested shares
expected to vest at December 30, 2017
|
2,000
|
$
5.88
|
Note
12.
|
Stock
Issuance
|
|
March 11,
2016
|
Fair value of
common stock
|
$
4.41
|
Contractual
term
|
3.0 years
|
Volatility
|
60
%
|
Risk-free
rate
|
1.16
%
|
Expected
dividends
|
0
%
|
|
November 9,
2015
|
Fair value of
common stock
|
$
4.41
|
Contractual
term
|
3.0 years
|
Volatility
|
62
%
|
Risk-free
rate
|
1.27
%
|
Expected
dividends
|
0
%
|
Note
13.
|
Warrants
|
|
|
Weighted
Average
|
|
|
|
|
|
Remaining
|
Aggregate
|
|
Number
of
|
Exercise
|
Contractual
|
Intrinsic
|
|
Shares
|
Price
|
Term
|
Value
|
Outstanding and
exercisable at January 3, 2015
|
156,341
|
3.21
|
4.43
|
|
Warrants
Issued
|
266,667
|
4.50
|
|
|
Warrants
Exercised
|
-
|
-
|
|
|
Warrants
Expired
|
-
|
-
|
|
|
Outstanding and
exercisable at January 2, 2016
|
423,008
|
4.02
|
3.07
|
|
Warrants
Issued
|
64,103
|
4.80
|
|
|
Warrants Exercised
|
-
|
-
|
|
|
Warrants Expired
|
(16,667
)
|
3.30
|
|
|
Outstanding and
exercisable at December 31, 2016
|
470,444
|
4.15
|
2.17
|
|
Warrants Issued
|
-
|
-
|
|
|
Warrants Exercised
|
-
|
-
|
|
|
Warrants
Expired
|
-
|
-
|
|
|
Outstanding and
exercisable at December 30, 2017
|
470,444
|
$
4.15
|
1.17
|
$
814,000
|
|
|
|
|
|
|
2016
|
2015
|
Fair value of
common stock
|
$
4.41
|
$
4.41
|
Contractual
term
|
3.0 years
|
3.0 years
|
Volatility
|
60
%
|
62
%
|
Risk-free
rate
|
1.16
%
|
1.27
%
|
Expected
dividends
|
0
%
|
0
%
|
Note
14.
|
Commitments
and Contingencies
|
Fiscal years
ending:
|
|
2018
|
$
601,000
|
2019
|
590,000
|
2020
|
424,000
|
2021
|
340,000
|
2022
|
138,000
|
Thereafter
|
167,000
|
|
$
2,260,000
|
Note
15.
|
Business
Segmentation and Geographical Distribution
|
|
|
|
|
|
|
At December 30,
2017
|
Ingredients
|
Consumer
Products
|
Core
Standards and Contract Services
|
Corporate
|
|
|
segment
|
segment
|
segment
|
and
other
|
Total
|
|
|
|
|
|
|
Total
assets
|
$
9,742,400
|
$
3,398,800
|
$
2,558,801
|
$
47,023,599
|
$
62,723,600
|
|
|
|
|
|
|
At December 31,
2016
|
Ingredients
|
Consumer
Products
|
Core
Standards and Contract Services
|
Corporate
|
|
|
segment
|
segment
|
segment
|
and
other
|
Total
|
|
|
|
|
|
|
Total
assets
|
$
13,257,289
|
$
-
|
$
2,547,427
|
$
3,947,352
|
$
19,752,068
|
Note
16.
|
Other
Expense
|
Note
17.
|
Quarterly
Financial Information (unaudited)
|
|
Three Months
Ended
|
|||
|
April 1,
2017
|
July
1, 2017
|
September 30,
2017
|
December 30,
2017
|
|
|
|
|
|
Sales,
net
|
$
3,367,647
|
$
4,218,310
|
$
6,084,690
|
$
7,530,836
|
Cost of
sales
|
1,749,911
|
2,109,109
|
3,169,321
|
3,695,837
|
|
|
|
|
|
Gross
profit
|
1,617,736
|
2,109,201
|
2,915,369
|
3,834,999
|
|
|
|
|
|
Operating
expenses
|
3,390,625
|
4,758,708
|
6,092,153
|
12,612,782
|
|
|
|
|
|
Operating
loss
|
(1,772,889
)
|
(2,649,507
)
|
(3,176,784
)
|
(8,777,783
)
|
|
|
|
|
|
Nonoperating
expenses
|
(28,349
)
|
(35,894
)
|
(44,508
)
|
(44,033
)
|
|
|
|
|
|
Loss
from continuing operations
|
(1,801,238
)
|
(2,685,401
)
|
(3,221,292
)
|
(8,821,816
)
|
|
|
|
|
|
Income (loss) from
discontinued operations
|
(127,517
)
|
(78,723
)
|
5,358,369
|
-
|
|
|
|
|
|
Net
income (loss)
|
$
(1,928,755
)
|
$
(2,764,124
)
|
$
2,137,077
|
$
(8,821,816
)
|
|
|
|
|
|
Basic earnings
(loss) per common share
|
$
(0.05
)
|
$
(0.07
)
|
$
0.05
|
$
(0.17
)
|
|
|
|
|
|
Diluted earnings
(loss) per common share
|
$
(0.05
)
|
$
(0.07
)
|
$
0.04
|
$
(0.17
)
|
|
|
|
|
|
Basic weighted
average common shares outstanding
|
38,030,688
|
42,121,150
|
47,065,009
|
51,178,664
|
|
|
|
|
|
Diluted weighted
average common shares outstanding
|
38,030,688
|
42,121,150
|
47,556,697
|
51,178,664
|
|
Three Months Ended
|
|||
|
April 2,
2016
|
July
2, 2016
|
October 1,
2016
|
December 31,
2016
|
Sales,
net
|
$
5,852,109
|
$
7,422,470
|
$
3,937,286
|
$
4,452,783
|
Cost of
sales
|
3,008,391
|
3,748,684
|
2,074,325
|
2,442,714
|
|
|
|
|
|
Gross
profit
|
2,843,718
|
3,673,786
|
1,862,961
|
2,010,069
|
|
|
|
|
|
Operating
expenses
|
2,811,652
|
3,514,974
|
2,787,123
|
4,181,995
|
|
|
|
|
|
Operating
income (loss)
|
32,066
|
158,812
|
(924,162
)
|
(2,171,926
)
|
|
|
|
|
|
Nonoperating
expenses
|
(177,350
)
|
(448,416
)
|
(2,260
)
|
(18,360
)
|
Provision for
income taxes
|
(10,740
)
|
4,087
|
3,153
|
3,500
|
|
|
|
|
|
Loss
from continuing operations
|
(156,024
)
|
(285,517
)
|
(923,269
)
|
(2,186,786
)
|
|
|
|
|
|
Income (loss) from
discontinued operations
|
411,649
|
202,850
|
(31,121
)
|
40,033
|
|
|
|
|
|
Net
income (loss)
|
$
255,625
|
$
(82,667
)
|
$
(954,390
)
|
$
(2,146,753
)
|
|
|
|
|
|
Basic earnings
(loss) per common share
|
$
0.01
|
$
(0.00
)
|
$
(0.03
)
|
$
(0.06
)
|
|
|
|
|
|
Diluted earnings
(loss) per common share
|
$
0.01
|
$
(0.00
)
|
$
(0.03
)
|
$
(0.06
)
|
|
|
|
|
|
Basic weighted
average common shares outstanding
|
36,414,041
|
36,990,032
|
37,868,672
|
37,904,534
|
|
|
|
|
|
Diluted weighted
average common shares outstanding
|
37,472,579
|
36,990,032
|
37,868,672
|
37,904,534
|
Note
18.
|
Subsequent
Events
|
Item
9.
|
Changes
in and Disagreements with Accountants on Accounting and Financial
D
isclosure
|
Item
12.
|
Exhibit
No.
|
|
Description
|
|
|
Agreement
and Plan of Merger, dated as of May 21, 2008, among Cody, CDI
Acquisition, Inc. and ChromaDex, Inc. as amended on June 10, 2008
(incorporated by reference from, and filed as Exhibit 2.1 to the
Company’s Current Report on Form 8-K filed with the
Commission on June 24, 2008)
|
|
|
Asset
Purchase Agreement, dated as of August 21, 2017, by and among
Covance Laboratories Inc., ChromaDex, Inc., ChromaDex Analytics,
Inc., and ChromaDex Corporation (incorporated by reference from,
and filed as Exhibit 2.2 to the Company’s Quarterly Report on
Form 10-Q filed with the Commission on November 9,
2017)*(2)
|
|
|
Amendment
to Asset Purchase Agreement, dated as of September 5, 2017, by and
among Covance Laboratories Inc., ChromaDex, Inc., ChromaDex
Analytics, Inc., and ChromaDex Corporation (incorporated by
reference from, and filed as Exhibit 2.2 to the Company’s
Quarterly Report on Form 10-Q filed with the Commission on November
9, 2017)
|
|
|
Amended
and Restated Certificate of Incorporation of ChromaDex Corporation,
a Delaware corporation❖
|
|
|
Certificate
of Amendment to the Certificate of Incorporation of ChromaDex
Corporation, a Delaware corporation (incorporated by reference
from, and filed as Exhibit 3.1 to the Company’s Current
Report on Form 8-K filed with the Commission on April 12,
2016)
|
|
|
Bylaws
of ChromaDex Corporation, a Delaware corporation (incorporated by
reference from, and filed as Exhibit 3.2 to the Company’s
Current Report on Form 8-K filed with the Commission on June 24,
2008)
|
|
|
Amendment
to Bylaws of ChromaDex Corporation, a Delaware corporation
(incorporated by reference from, and filed as Exhibit 3.1 to the
Company’s Current Report on Form 8-K filed with the
Commission on July 19, 2016)
|
|
|
Form of
Stock Certificate representing shares of ChromaDex Corporation
Common Stock (incorporated by reference from, and filed as Exhibit
4.1 of the Company’s Annual Report on Form 10-K filed with
the Commission on April 3, 2009)
|
|
|
Investor’s
Rights Agreement, effective as of December 31, 2005, by and between
The University of Mississippi Research Foundation and ChromaDex
(incorporated by reference from, and filed as Exhibit 4.1 to the
Company’s Current Report on Form 8-K filed with the
Commission on June 24, 2008)
|
|
|
Tag-Along
Agreement effective as of December 31, 2005, by and among the
Company, Frank Louis Jaksch, Snr. & Maria Jaksch, Trustees of
the Jaksch Family Trust, Margery Germain, Lauren Germain, Emily
Germain, Lucie Germain, Frank Louis Jaksch, Jr., and the University
of Mississippi Research Foundation (incorporated by reference from,
and filed as Exhibit 4.2 to the Company’s Current Report on
Form 8-K filed with the Commission on June 24, 2008)
|
|
|
Form of
Stock Certificate representing shares of ChromaDex Corporation
Common Stock (New design effective as of January 1, 2016,
incorporated as by reference from and filed as Exhibit 4.4 to the
Company’s Annual Report on Form 10-K filed with the
Commission on March 17, 2016)
|
|
|
Second
Amended and Restated 2007 Equity Incentive Plan effective March 13,
2007, as amended May 20, 2010 (incorporated by reference from, and
filed as Appendix B to the Company’s Current Definitive Proxy
Statement on Schedule 14A filed with the Commission on May 4,
2010)(1)+
|
|
|
Form of
Stock Option Agreement under the ChromaDex, Inc. Second Amended and
Restated 2007 Equity Incentive Plan (incorporated by reference
from, and filed as Exhibit 10.3 to the Company’s Current
Report on Form 8-K filed with the Commission on June 24,
2008)(1)+
|
|
|
Form of
Restricted Stock Purchase Agreement under the ChromaDex, Inc. 2007
Equity Incentive Plan (incorporated by reference from, and filed as
Exhibit 10.4 to the Company’s Current Report on Form 8-K
filed with the Commission on June 24, 2008)(1)+
|
|
|
Amended
and Restated Employment Agreement dated April 19, 2010, by and
between Frank L. Jaksch, Jr. and ChromaDex, Inc. (incorporated by
reference from, and filed as Exhibit 10.1 to the Company’s
Current Report on Form 8-K filed with the Commission on April 22,
2010)(1)+
|
|
|
Amended
and Restated Employment Agreement dated April 19, 2010, by and
between Thomas C. Varvaro and ChromaDex, Inc. (incorporated by
reference from, and filed as Exhibit 10.2 to the Company’s
Current Report on Form 8-K filed with the Commission on April 22,
2010)(1)+
|
|
|
Transition
and Separation Agreement, dated December 15, 2017, by and between
ChromaDex Corporation and Thomas C. Varvaro (incorporated by
reference from, and filed as Exhibit 10.1 to the Company’s
Current Report on Form 8-K filed with the Commission on December
21, 2017)+
|
|
|
Standard
Industrial/Commercial Multi-Tenant Lease – Net dated December
19, 2006, by and between ChromaDex, Inc. and SCIF Portfolio II, LLC
(incorporated by reference from, and filed as Exhibit 10.7 to the
Company’s Current Report on Form 8-K filed with the
Commission on June 24, 2008)
|
|
|
First
Amendment to Standard Industrial/Commercial Multi-Tenant Lease,
made as of July 18, 2008, between SCIF Portfolio II, LLC
(“Lessor”) and ChromaDex, Inc. (“Lessee”)
(incorporated by reference from, and filed as Exhibit 10.1 to the
Company’s Current Report on Form 8-K filed with the
Commission on July 23, 2008)
|
|
|
Second
Amendment to Standard Industrial/Commercial Multi-Tenant Lease,
made as of May 7, 2013, between SCIF Portfolio II, LLC
(“Lessor”) and ChromaDex, Inc. (“Lessee”)
(incorporated by reference from, and filed as Exhibit 10.1 to the
Company’s Current Report on Form 8-K filed with the
Commission on May 7, 2013)
|
|
|
Licensing
Agreement Nutraceutical Standards effective as of December 31, 1999
between the University of Mississippi Research Foundation and
ChromaDex (incorporated by reference from, and filed as Exhibit
10.9 to the Company’s Current Report on Form 8-K filed with
the Commission on June 24, 2008)
|
|
|
Equity
Based License Agreement dated October 25, 2001, by and between the
Company and Bayer Innovation, as amended as of October 30, 2003
(incorporated by reference from, and filed as Exhibit 10.10 to the
Company’s Current Report on Form 8-K filed with the
Commission on June 24, 2008)
|
|
|
Stock
Redemption Agreement, dated June 18, 2008 between ChromaDex, Inc.
and Bayer Innovation GmbH (formerly named Bayer Innovation
Beteiligungsgesellschaft mbH) (incorporated by reference from, and
filed as Exhibit 10.13 to the Company’s Current Report on
Form 8-K filed with the Commission on June 24, 2008)
|
|
|
License
Agreement, dated March 25, 2010 between the University of
Mississippi and ChromaDex, Inc. (incorporated by reference from,
and filed as Exhibit 10.1 to the Company's Quarterly Report on Form
10-Q filed with the Commission on May 18, 2010)*
|
|
|
First
Amendment to License Agreement, made as of June 3, 2011 between the
University of Mississippi and ChromaDex, Inc. (incorporated by
reference from, and filed as Exhibit 10.1 to the Company’s
Quarterly Report on Form 10-Q filed with the Commission on August
11, 2011)*
|
|
|
Restated
and Amended License Agreement, effective as of June 3, 2015 between
the University of Mississippi and ChromaDex, Inc. (incorporated by
reference from, and filed as Exhibit 10.2 to the Company’s
Quarterly Report on Form 10-Q filed with the Commission on August
13, 2015)*
|
|
|
License
Agreement, dated July 5, 2011 between ChromaDex, Inc. and Cornell
University (incorporated by reference from, and filed as Exhibit
10.1 to the Company’s Quarterly Report on Form 10-Q filed
with the Commission on November 10, 2011)*
|
|
|
Exclusive
License Agreement, dated September 8, 2011 between the Regents of
the University of California and ChromaDex, Inc. (incorporated by
reference from, and filed as Exhibit 10.2 to the Company’s
Quarterly Report on Form 10-Q filed with the Commission on November
10, 2011)*
|
|
|
First
Amendment to the License Agreement, effective as of September 5,
2014 between the Regents of the University of California and
ChromaDex, Inc. (incorporated by reference from, and filed as
Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q
filed with the Commission on November 6, 2014)*
|
|
|
Second
Amendment to the License Agreement, effective as of December 31,
2015, between the Regents of the University of California and
ChromaDex, Inc. (incorporated by reference from, and filed as
Exhibit 10.8 to the Company’s Quarterly Report on Form 10-Q
filed with the Commission on November 10, 2016)*
|
|
|
Exclusive
License Agreement, dated July 13, 2012 between Dartmouth College
and ChromaDex, Inc. (incorporated by reference from, and filed as
Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q
filed with the Commission on November 10, 2016)
|
|
|
Exclusive
License Agreement, dated March 7, 2013 between Washington
University and ChromaDex, Inc. (incorporated by reference from, and
filed as Exhibit 10.4 to the Company’s Quarterly Report on
Form 10-Q filed with the Commission on November 10,
2016)
|
|
|
Amendment
#1 to Exclusive License Agreement, effective as of December 15,
2015, between Washington University and ChromaDex, Inc.
(incorporated by reference from, and filed as Exhibit 10.5 to the
Company’s Quarterly Report on Form 10-Q filed with the
Commission on November 10, 2016)
|
|
|
NIAGEN®
Supply Agreement, dated July 9, 2013, by and between ChromaDex,
Inc. and Thorne Research, Inc. (incorporated by reference from, and
filed as Exhibit 99.1 to the Company’s Current Report on Form
8-K filed with the Commission on July 12, 2013)
|
|
|
Addendum
to the Nicotinamide Riboside Supply Agreement, dated July 24, 2015,
by and between ChromaDex, Inc. and Thorne Research, Inc.
(incorporated by reference from, and filed as Exhibit 10.1 to the
Company’s Quarterly Report on Form 10-Q filed with the
Commission on November 10, 2016)*
|
|
|
Second
Addendum to the Nicotinamide Riboside Supply Agreement, dated
September 14, 2016, by and between ChromaDex, Inc. and Thorne
Research, Inc. (incorporated by reference from, and filed as
Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q
filed with the Commission on November 10, 2016)*
|
|
|
License
Agreement, made as of August 1, 2013, between Green Molecular S.L.,
Inc. and ChromaDex, Inc. (incorporated by reference from, and filed
as Exhibit 10.6 to the Company’s Quarterly Report on Form
10-Q filed with the Commission on November 10, 2016)
|
|
|
NIAGEN®
Supply Agreement by and between ChromaDex, Inc. and 5Linx
Enterprises, Inc. effective as of January 3, 2014 (incorporated by
reference from, and filed as Exhibit 10.2 to the Company’s
Quarterly Report on Form 10-Q filed with the Commission on May 8,
2014)*
|
|
|
Purenergy
Supply Agreement by and between ChromaDex, Inc. and 5Linx
Enterprises, Inc. effective as of January 3, 2014 (incorporated by
reference from, and filed as Exhibit 10.3 to the Company’s
Quarterly Report on Form 10-Q filed with the Commission on May 8,
2014)*
|
|
|
Addendum
to NIAGEN® Supply Agreement, effective as of June 26, 2014,
between 5Linx Enterprises, Inc. and ChromaDex, Inc. (incorporated
by reference from, and filed as Exhibit 10.4 to the Company’s
Quarterly Report on Form 10-Q filed with the Commission on May 12,
2016)
|
|
|
First
Amendment to NIAGEN® Supply Agreement, effective as of March
31, 2015, between 5Linx Enterprises, Inc. and ChromaDex, Inc.
(incorporated by reference from, and filed as Exhibit 10.5 to the
Company’s Quarterly Report on Form 10-Q filed with the
Commission on May 12, 2016)*
|
|
|
Second
Amendment to NIAGEN® Supply Agreement, effective as of March
3, 2016, between 5Linx Enterprises, Inc. and ChromaDex, Inc.
(incorporated by reference from, and filed as Exhibit 10.6 to the
Company’s Quarterly Report on Form 10-Q filed with the
Commission on May 12, 2016)*
|
|
|
Employment
Agreement by and between ChromaDex Corp. and Troy Rhonemus dated
March 6, 2014 (incorporated by reference from, and filed as Exhibit
10.1 to the Company’s Current Report on Form 8-K filed with
the Commission on March 10, 2014)+
|
|
|
Exclusive
License Agreement, effective as of May 16, 2014 between Dartmouth
College and ChromaDex, Inc. (incorporated by reference from, and
filed as Exhibit 10.1 to the Company’s Quarterly Report on
Form 10-Q filed with the Commission on August 12,
2014)*
|
|
|
First
Amendment to Exclusive License Agreement, effective as of June 13,
2016, between Dartmouth College and ChromaDex, Inc. (incorporated
by reference from, and filed as Exhibit 10.10 to the
Company’s Quarterly Report on Form 10-Q filed with the
Commission on November 10, 2016)*
|
|
|
Loan
and Security Agreement by and between ChromaDex Corporation and
Hercules Technology II, L.P., as Lender and Hercules Technology
Growth Capital, Inc., as agent dated September 29, 2014
(incorporated by reference from, and filed as Exhibit 10.39 to the
Company’s Annual report on Form 10-K filed with the
Commission on March 19, 2015)
|
|
|
Amendment
No. 1 to Loan and Security Agreement by and between ChromaDex
Corporation and Hercules Technology II, L.P., as Lender and
Hercules Technology Growth Capital, Inc., as agent dated June 17,
2015 (incorporated by reference from and filed as Exhibit 10.1 to
the Company’s Current Report on Form 8-K filed with the
Commission on June 19, 2015)
|
|
|
License
Agreement, effective as of October 15, 2014 between University of
Mississippi and ChromaDex, Inc. (incorporated by reference from,
and filed as Exhibit 10.40 to the Company’s Annual report on
Form 10-K filed with the Commission on March 19,
2015)*
|
|
|
First
Amendment to Exclusive License Agreement, effective as of July 6,
2015, between University of Mississippi and ChromaDex, Inc.
(incorporated by reference from, and filed as Exhibit 10.7 to the
Company’s Quarterly report on Form 10-Q filed with the
Commission on November 10, 2016)
|
|
|
Exclusive
License and Supply Agreement, effective as of May 12, 2015 between
Suntava, Inc. and ChromaDex, Inc. (incorporated by reference from,
and filed as Exhibit 10.1 to the Company’s Quarterly Report
on Form 10-Q filed with the Commission on August 13,
2015)*
|
|
|
Exclusive
Supply Agreement, effective as of August 27, 2015 between
Healthspan Research, LLC and ChromaDex, Inc. (incorporated by
reference from, and filed as Exhibit 10.1 to the Company’s
Quarterly Report on Form 10-Q filed with the Commission on November
12, 2015)*
|
|
|
Limited
Liability Company Agreement, effective as of August 27, 2015
between Healthspan Research LLC and ChromaDex, Inc. (incorporated
by reference from, and filed as Exhibit 10.2 to the Company’s
Quarterly Report on Form 10-Q filed with the Commission on November
12, 2015)*
|
|
|
Interest
Purchase Agreement, effective as of August 27, 2015 between
Healthspan Research LLC and ChromaDex, Inc. (incorporated by
reference from, and filed as Exhibit 10.3 to the Company’s
Quarterly Report on Form 10-Q filed with the Commission on November
12, 2015)*
|
|
|
Second
Addendum to Supply Agreement, effective as of January 28, 2016,
between Nectar7 LLC and ChromaDex, Inc. (incorporated by reference
from, and filed as Exhibit 10.9 to the Company’s Quarterly
Report on Form 10-Q filed with the Commission on November 10,
2016)*
|
|
|
Form of
Securities Purchase Agreement, dated as of March 11, 2016, between
an existing stockholder and ChromaDex Corporation (incorporated by
reference from and filed as Exhibit 10.01 to the Company’s
Current Report on Form 8-K filed with the Commission on March 11,
2016)
|
|
|
Form of
Warrant under the Securities Purchase Agreement, dated as of March
11, 2016, between an existing stockholder and ChromaDex Corporation
(incorporated by reference from and filed as Exhibit 10.02 to the
Company’s Current Report on Form 8-K filed with the
Commission on March 11, 2016)
|
|
|
Lease
Agreement, made as of April 14, 2016, by and between Longmont
Diagonal Investments LLC and ChromaDex Analytics, Inc.
(incorporated by reference from and filed as Exhibit 10.1 to the
Company’s Current Report on Form 8-K filed with the
Commission on April 20, 2016)
|
|
|
Supply
Agreement, effective as of February 3, 2014, between Elysium
Health, Inc. and ChromaDex, Inc. (incorporated by reference from,
and filed as Exhibit 10.1 to the Company’s Quarterly Report
on Form 10-Q filed with the Commission on May 12,
2016)*
|
|
|
Supply
Agreement, effective as of June 26, 2014, between Elysium Health,
Inc. and ChromaDex, Inc. (incorporated by reference from, and filed
as Exhibit 10.2 to the Company’s Quarterly Report on Form
10-Q filed with the Commission on May 12, 2016)*
|
|
|
Amendment
to Supply Agreement, effective as of February 19, 2016, between
Elysium Health, Inc. and ChromaDex, Inc. (incorporated by reference
from, and filed as Exhibit 10.3 to the Company’s Quarterly
Report on Form 10-Q filed with the Commission on May 12,
2016)*
|
|
|
Form of
Securities Purchase Agreement, dated as of June 3, 2016, between an
existing stockholder and ChromaDex Corporation (incorporated by
reference from and filed as Exhibit 10.1 to the Company’s
Current Report on Form 8-K filed with the Commission on June 6,
2016)
|
|
|
Business
Financing Agreement, dated as of November 4, 2016, between Western
Alliance Bank and ChromaDex Corporation (incorporated by reference
to, and filed as Exhibit 10.60 to the Registrant’s Annual
Report on Form 10-K filed with the Commission on March 16,
2017)
|
|
|
First
Business Financing Modification Agreement, dated as of February 16,
2017, between Western Alliance Bank and ChromaDex Corporation
(incorporated by reference to, and filed as Exhibit 10.61 to the
Registrant’s Annual Report on Form 10-K filed with the
Commission on March 16, 2017)
|
|
|
Second
Business Financing Modification Agreement, dated as of March 12,
2017, between Western Alliance Bank and ChromaDex Corporation
(incorporated by reference to, and filed as Exhibit 10.62 to the
Registrant’s Annual Report on Form 10-K filed with the
Commission on March 16, 2017)
|
|
|
Third
Business Financing Modification Agreement, dated as of April 19,
2017, between Western Alliance Bank and ChromaDex Corporation
(incorporated by reference from, and filed as Exhibit 10.1 to the
Company’s Quarterly Report on Form 10-Q filed with the
Commission on August 10, 2017)
|
|
|
Fourth
Business Financing Modification Agreement, dated as of July 13,
2017, between Western Alliance Bank and ChromaDex Corporation
(incorporated by reference from, and filed as Exhibit 10.7 to the
Company’s Quarterly Report on Form 10-Q filed with the
Commission on August 10, 2017)
|
|
|
Fifth
Business Financing Modification Agreement, dated as of August 21,
2017, by and among Western Alliance Bank, ChromaDex Corporation,
ChromaDex, Inc., ChromaDex Analytics, Inc. and Healthspan Research,
LLC (incorporated by reference from, and filed as Exhibit 10.2 to
the Company’s Quarterly Report on Form 10-Q filed with the
Commission on November 9, 2017)
|
|
|
Form of
Indemnity Agreement, between ChromaDex Corporation and each of its
existing directors and executive officers. (incorporated by
reference from and filed as Exhibit 10.1 to the Company’s
Current Report on Form 8-K filed with the Commission on December
16, 2016)+
|
|
|
Amended
and Restated Non-Employee Director Compensation Policy
(incorporated by reference from, and filed as Exhibit 10.8 to the
Company’s Quarterly Report on Form 10-Q filed with the
Commission on August 10, 2017)+
|
|
|
Membership
Interest Purchase Agreement effective as of March 12, 2017, by and
among Robert Fried, Charles Brenner, Jeffrey Allen and the
Registrant (incorporated by reference from and filed as Exhibit
10.1 to the Company's Quarterly Report on Form 10-Q filed with the
Commission on May 11, 2017)
|
|
|
Executive
Employment Agreement, dated as of March 12, 2017, between Robert
Fried and ChromaDex Corporation (incorporated by reference to, and
filed as Exhibit 10.65 to the Registrant’s Annual Report on
Form 10-K filed with the Commission on March 16,
2017)+
|
|
|
Amendment
to Executive Employment Agreement, dated December 20, 2017, by and
between ChromaDex Corporation and Robert Fried (incorporated by
reference from and filed as Exhibit 10.2 to the Company's Current
Report on Form 8-K filed with the Commission on December 21,
2017)+
|
|
|
Form of
Restricted Stock Award Agreement for Robert Fried (incorporated by
reference from and filed as Exhibit 10.3 to the Company's Quarterly
Report on Form 10-Q filed with the Commission on May 11,
2017)+
|
|
|
Securities
Purchase Agreement dated April 26, 2017, by and among the Company
and the Purchasers (incorporated by reference from and filed as
Exhibit 99.1 to the Company's Current Report on Form 8-K filed with
the Commission on April 27, 2017)
|
|
|
Registration
Rights Agreement, dated April 29, 2017, by and among the Company
and the Purchasers (incorporated by reference from and filed as
Exhibit 99.1 to the Company's Current Report on Form 8-K filed with
the Commission on May 2, 2017)
|
|
|
First
Amendment to Securities Purchase Agreement, dated May 24, 2017, by
and among the Company and the Purchasers (incorporated by reference
from and filed as Exhibit 99.1 to the Company's Current Report on
Form 8-K filed with the Commission on May 25, 2017)
|
|
|
ChromaDex
Corporation 2017 Equity Incentive Plan, as amended
❖+
|
|
|
License
Agreement dated June 9, 2017, by and between ChromaPharma, Inc. and
the Scripps Research Institute (incorporated by reference from and
filed as Exhibit 10.5 to the Company's Quarterly Report on Form
10-Q filed with the Commission on August 10, 2017)*
|
|
|
Research
Funding Agreement dated June 9, 2017, by and between ChromaPharma,
Inc. and the Scripps Research Institute (incorporated by reference
from and filed as Exhibit 10.6 to the Company's Quarterly Report on
Form 10-Q filed with the Commission on August 10,
2017)*
|
|
|
Executive
Employment Agreement, dated October 5, 2017, by and between Kevin
M. Farr and ChromaDex Corporation (incorporated by reference from
and filed as Exhibit 10.1 to the Company's Current Report on Form
8-K filed with the Commission on October 10, 2017)+
|
|
|
Securities
Purchase Agreement dated November 3, 2017, by and among the Company
and the Purchasers (incorporated by reference from and filed as
Exhibit 99.1 to the Company's Current Report on Form 8-K filed with
the Commission on November 6, 2017)
|
|
|
Registration
Rights Agreement, dated November 3, 2017, by and among the Company
and the Purchasers (incorporated by reference from and filed as
Exhibit 99.2 to the Company's Current Report on Form 8-K filed with
the Commission on November 6, 2017)
|
|
|
Executive
Employment Agreement, dated as of January 22, 2018, by and between
Mark Friedman and ChromaDex Corporation❖+
|
|
|
Subsidiaries
of ChromaDex Corporation❖
|
|
|
Consent
of Marcum, LLP, Independent Registered Public Accounting
Firm❖
|
|
|
Certification
of the Chief Executive Officer pursuant to §240.13a-14 or
§240.15d-14 of the Securities Exchange Act of 1934, as
amended❖
|
|
|
Certification
of the Chief Financial Officer pursuant to §240.13a-14 or
§240.15d-14 of the Securities Exchange Act of 1934, as
amended❖
|
|
Certification
pursuant to 18 U.S.C. Section 1350 (as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of
2002)❖
|
❖
|
Filed
herewith.
|
(1)
|
Plan and related
Forms were assumed by ChromaDex Corporation pursuant to Agreement
and Plan of Merger, dated as of May 21, 2008, among ChromaDex
Corporation (formerly Cody Resources, Inc.), CDI Acquisition, Inc.
and ChromaDex, Inc.
|
(2)
|
Schedules have been
omitted pursuant to Item 601(b)(2) of Regulation S-K. ChromaDex
Corporation undertakes to furnish supplemental copies of any of the
omitted schedules upon request by the Securities and Exchange
Commission; provided, however, that ChromaDex Corporation may
request confidential treatment pursuant to Rule 24b-2 of the
Securities Exchange Act of 1934, as amended, for any schedule so
furnished.
|
+
|
Indicates
management contract or compensatory plan or
arrangement.
|
*
|
This Exhibit has
been granted confidential treatment and has been filed separately
with the Commission. The confidential portions of this Exhibit have
been omitted and are marked by an asterisk.
|
|
|
|
|
|
CHROMADEX
CORPORATION
|
|
|
|
By:
|
/s/
FRANK L. JAKSCH JR.
|
|
|
Frank
L. Jaksch Jr.
|
|
|
|
Chief Executive Officer
|
|
|
|
Signature
|
|
Title
|
|
Date
|
|
|
|
|
|
/s/
FRANK L. JAKSCH JR.
|
|
Chief
Executive Officer and Director
|
|
March
15, 2018
|
Frank
L. Jaksch Jr.
|
|
(Principal
Executive Officer)
|
|
|
|
|
|
|
|
/s/
KEVIN FARR
|
|
Chief
Financial Officer
|
|
March
15, 2018
|
Kevin
Farr
|
|
(Principal
Financial and Accounting Officer)
|
|
|
|
|
|
|
|
/s/
ROBERT FRIED
|
|
President,
Chief Operating Officer and Director
|
|
March
15, 2018
|
Robert
Fried
|
|
|
|
|
|
|
|
|
|
/s/
STEPHEN ALLEN
|
|
Chairman
of the Board and Director
|
|
March
15, 2018
|
Stephen
Allen
|
|
|
|
|
|
|
|
|
|
/s/
STEPHEN BLOCK
|
|
Director
|
|
March
15, 2018
|
Stephen
Block
|
|
|
|
|
|
|
|
|
|
/s/
JEFF BAXTER
|
|
Director
|
|
March
15, 2018
|
Jeff
Baxter
|
|
|
|
|
|
|
|
|
|
/s/
KURT GUSTAFSON
|
|
Director
|
|
March
15, 2018
|
Kurt
Gustafson
|
|
|
|
|
|
|
|
|
|
/s/
STEVEN RUBIN
|
|
Director
|
|
March
15, 2018
|
Steven
Rubin
|
|
|
|
|
|
|
|
|
|
/s/
TONY LAU
|
|
Director
|
|
March
15, 2018
|
Tony
Lau
|
|
|
|
|
|
|
|
|
|
|
|
Director
|
|
March
15, 2018
|
Wendy
Yu
|
|
|
|
|
|
|
|
|
|
|
|
|
CHROMADEX
CORPORATION
|
||
|
|
|
By:
|
|
/s/ Frank
L. Jaksch, Jr.
|
|
|
Frank L. Jaksch,
Jr.,
President and
Chief Executive Officer
|
Participant:
|
|
Date of
Grant:
|
|
Vesting
Commencement Date:
|
|
Number
of Shares Subject to Option:
|
|
Exercise
Price (Per Share):
|
|
Total
Exercise Price:
|
|
Expiration
Date:
|
|
Type of
option (check one):
|
Incentive
☐
|
Nonstatutory
☐
|
Stock
option dated:
|
_______________
|
_______________
|
Number
of Shares asto which option isexercised:
|
_______________
|
_______________
|
Certificates
to beissued in name of:
|
_______________
|
_______________
|
Total
exercise price:
|
$______________
|
$______________
|
Cash
payment deliveredherewith:
|
$______________
|
$______________
|
[Value
of ________ Shares delivered herewith
2
:
|
$______________
|
$______________]
|
[Value
of ________ Shares
pursuant to net exercise
3
:
|
$______________
|
$______________]
|
[Regulation
T Program (cashless exercise
4
):
|
$______________
|
$______________]
|
|
ChromaDex Corporation
|
|
|
|
|
|
|
|
By:
|
/s/
ROBERT FRIED
|
|
|
|
ROBERT FRIED
|
|
|
|
President a
nd Chief Operating
Officer
|
|
|
Executive
|
|
|
|
|
|
|
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By:
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/s/
MARK FRIEDMAN
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MARK FRIEDMAN
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