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EXCEL - IDEA: XBRL DOCUMENT - GelTech Solutions, Inc.Financial_Report.xls
EX-4.2 - FORM OF REGER WARRANT - GelTech Solutions, Inc.gltc_ex42.htm
EX-31.2 - CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER - GelTech Solutions, Inc.gltc_ex312.htm
EX-31.1 - CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER - GelTech Solutions, Inc.gltc_ex311.htm
EX-10.11 - FORM OF REGER NOTE - GelTech Solutions, Inc.gltc_ex1011.htm
EX-10.12 - EXECUTIVE EMPLOYMENT ARRANGEMENTS - GelTech Solutions, Inc.gltc_ex1012.htm
EX-10.13 - FORM OF EXECUTIVE OPTION AGREEMENT - GelTech Solutions, Inc.gltc_ex1013.htm
EX-32.1 - CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER - GelTech Solutions, Inc.gltc_ex321.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-Q

þ
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
   
For the quarterly period ended March 31, 2011
   
OR
   
o
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
   
For the transition period from ________________ to ________________

Commission file number 0-52993

GelTech Solutions, Inc.
(Exact name of registrant as specified in its charter)

Delaware
 
56-2600575
(State or other jurisdiction of
 
(I.R.S. Employer
incorporation or organization)
 
Identification No.)
     
1460 Park Lane South, Suite 1, Jupiter, Florida
 
33458
(Address of principal executive offices)
 
(Zip Code)
 
Registrant’s telephone number, including area code: (561) 427-6144

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes þ   No o
 
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes o   No o
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company.  See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer
o
 
Accelerated filer
o
         
Non-accelerated filer  
o
(Do not check if a smaller reporting company)
Smaller reporting company
þ

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes o   No þ
 
Class
 
Outstanding at May 13, 2011
Common Stock, $0.001 par value per share
 
21,707,198 shares



 
 

 
 
Table of Contents
 
PART I – FINANCIAL INFORMATION
 
         
Item 1.
Consolidated Financial Statements. 
  1  
         
 
Condensed Consolidated Balance Sheets
  2  
         
 
Condensed Consolidated Statements of Operations (Unaudited)
  3  
         
 
Condensed Consolidated Statements of Cash Flows (Unaudited)
  4  
         
 
Notes to Condensed Consolidated Financial Statements (Unaudited) 
  5  
         
Item 2. 
Management’s Discussion and Analysis of Financial Condition and Results of Operations.
  18  
         
Item 3.  
Quantitative and Qualitative Disclosures About Market Risk.
  24  
         
Item 4.  
Controls and Procedures.
  24  
         
PART II – OTHER INFORMATION
 
         
Item 1.
Legal Proceedings.
  25  
         
Item 1A.
Risk Factors.
  25  
         
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds.
  25  
         
Item 3.
Defaults Upon Senior Securities.
  25  
         
Item 4.
Removed and Reserved.
  25  
         
Item 5.
Other Information.
  25  
         
Item 6.
Exhibits.
  26  
         
SIGNATURES
  27  

 
i

 
 
PART I – FINANCIAL INFORMATION
 
ITEM 1. 
CONSOLIDATED FINANCIAL STATEMENTS.
 
GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
 
   
As of March 31,
   
As of June 30,
 
   
2011
   
2010
 
   
(Unaudited)
       
ASSETS
 
 
   
 
 
             
Cash and cash equivalents
  $ 467,220     $ 625,796  
Accounts receivable trade, net      
    46,089       24,647  
Inventories
    242,726       198,274  
Prepaid expenses and other current assets
    32,674       43,250  
Total current assets
    788,709       891,967  
                 
Furniture, fixtures and equipment, net
    18,658       20,014  
Prepaid consulting
    110,600       255,436  
Debt issue costs, net
    -       254,852  
Deposits
    15,631       42,829  
                 
    $ 933,598     $ 1,465,098  
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
               
                 
Accounts payable
  $ 80,920     $ 25,213  
Accrued expenses
    18,447       88,010  
Line of credit
    -       2,458,156  
Insurance premium finance contracts
    23,115       8,135  
Total current liabilities
    122,482       2,579,514  
Convertible note, net of discount
    1,319,163       -  
Total liabilities
    1,441,645       2,579,514  
                 
Commitments and contingencies (Note 6)
               
                 
Stockholder's equity (deficit)
               
Preferred stock: $0.001 par value; 5,000,000 shares authorized;
               
 no shares issued and outstanding
    -       -  
Common stock: $0.001 par value; 50,000,000 shares authorized;
               
 20,102,471 issued and outstanding and 140,000 issuable at March 31, 2011 and 16,538,200 shares issued and outstanding as of June 30, 2010
    20,242       16,538  
Additional paid in capital
    13,412,894       8,512,232  
Accumulated deficit
    (13,941,183 )     (9,643,186 )
Total stockholders'  equity (deficit)
    (508,047 )     (1,114,416 )
                 
Total liabilities and stockholders' equity (deficit)
  $ 933,598     $ 1,465,098  
 
The accompanying unaudited notes are an integral part of these unaudited condensed consolidated financial statements.
 
 
1

 
 
GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
 
 
 
For the Three Months Ended March 31,
   
For the Nine Months Ended March 31,
 
   
2011
   
2010
   
2011
   
2010
 
                         
Sales
  $ 55,645     $ 34,297     $ 144,839     $ 559,718  
                                 
Cost of goods sold
    20,017       9,025       58,888       169,155  
 
                               
Gross profit
    35,628       25,272       85,951       390,563  
 
                               
Operating expenses:
                               
Selling, general and administrative expenses
    1,205,686       931,229       3,777,111       2,617,999  
Research and development
    32,308       6,239       79,749       13,076  
                                 
Total operating expenses
    1,237,994       937,468       3,856,860       2,631,075  
                                 
Loss from operations
    (1,202,366 )     (912,196 )     (3,770,909 )     (2,240,512 )
                                 
Other income (expense):
                               
Interest income
    239       4,463       2,554       4,524  
Loss on extinguishment of debt
    (84,500 )     -       (84,500 )     -  
Other expense
    (62,414 )     -       (62,414 )     -  
Interest expense
    (179,516 )     (117,679 )     (382,728 )     (345,819 )
                                 
Total other income (expense)
    (326,191 )     (113,216 )     (527,088 )     (341,295 )
                                 
Net loss
  $ (1,528,557 )   $ (1,025,412 )   $ (4,297,997 )   $ (2,581,807 )
                                 
                                 
Net loss per common share - basic and diluted
  $ (0.08 )   $ (0.07 )   $ (0.24 )   $ (0.18 )
                                 
Weighted average shares outstanding - basic and diluted
    18,991,759       15,759,271       17,654,425       14,542,433  
 
The accompanying unaudited notes are an integral part of these unaudited condensed consolidated financial statements.

 
2

 
 
GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
 
   
For the Nine Months Ended March 31,
 
   
2011
   
2010
 
Cash flows from operating activities
           
Reconciliation of net loss to net cash used in operating activities:
           
Net loss
  $ (4,297,997 )   $ (2,581,807 )
Adjustments to reconcile net loss to net cash
               
 used in operating activities:
               
Depreciation
    9,188       7,667  
Amortization of debt issuance costs
    254,852       258,750  
Bad debt expense
    700       7,463  
Amortization of prepaid expenses
    43,413       -  
Amortization of prepaid consulting
    227,061       106,468  
Options issued for services
    322,850       -  
Common stock issued for services
    90,000       -  
Stock option compensation expense
    674,362       419,301  
Loss on extinguishment of debt
    84,500       -  
Amortization of debt discount
    4,570       -  
Warrants issued to induce warrant exercise
    62,414       -  
Changes in operating assets and liabilities:
               
Accounts receivable
    (22,142 )     (19,663 )
Inventories
    (44,452 )     50,578  
Prepaid expenses and other current assets
    (16,725 )     14,384  
Deposits and other assets
    27,198       (11,351 )
Accounts payable
    55,707       (9,204 )
Related party payable
    -       (60,000 )
Accrued expenses
    (30,236 )     (11,861 )
Net cash used in operating activities
    (2,554,737 )     (1,829,275 )
Cash flows from Investing Activities
               
Purchases of equipment
    (7,832 )     (5,884 )
Net cash used in investing activities
    (7,832 )     (5,884 )
Cash flows from Financing Activities
               
Payments on Insurance Finance Contract
    (17,857 )     (24,016 )
Proceeds from sale of stock and warrants
    2,042,721       2,085,000  
Proceeds from exercise of stock options
    379,129       25,000  
Proceeds from revolving line of credit, net
    -       900,000  
Net cash provided by financing activities
    2,403,993       2,985,984  
Net increase (decrease) in cash and cash equivalents
    (158,576 )     1,150,825  
Cash and cash equivalents - beginning
    625,796       245,381  
Cash and cash equivalents - ending
  $ 467,220     $ 1,396,206  
                 
Supplemental Disclosure of Cash Flow Information:
               
Cash paid for interest
  $ 74,587     $ 90,177  
Cash paid for income taxes
  $ -     $ -  
Supplementary Disclosure of Non-cash Investing and Financing Activities:
               
Financing of prepaid insurance contracts
  $ 32,837     $ 55,560  
Prepaid stock-based consulting
  $ 65,500     $ 425,872  
Issuance of stock and warrants to reduce debt
  $ 1,000,000     $ 65,500  
Issuance of warrants with debt
  $ 182,890     $ 65,500  
 
The accompanying unaudited notes are an integral part of these unaudited condensed consolidated financial statements.
 
 
3

 
 
GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED MARCH 31, 2011
(Unaudited)
 
1. Organization and Basis of Presentation
 
Organization
 
GelTech Solutions, Inc.  (“GelTech” or the “Company”) is a Delaware corporation. GelTech is primarily engaged in business activities that include finalizing the development of products in three distinct markets and beginning the marketing and delivery of products in two of those markets: (i) FireIce® a patented fire suppression product, which is non-toxic and when combined with water becomes a water-based gel product used to suppress fires involving structures, personal property and forest wildfires; (ii) Soil₂O™ a moisture preservation solution that has many applications useful in the agricultural industry including water and nutrient retention in golf course maintenance,  landscaping and  Soil₂O™ ‘Dust Control’, our new application which is used for dust mitigation in the aggregate, road construction, mining, as well as, other industries that deal with daily dust control issues and (iii) SkinArmor™, an ointment used for protecting skin from direct flame and high temperature.  Additionally, GelTech owns a United States patent for a method to modify weather.
 
The corporate office is located in Jupiter, Florida.
 
Basis of Presentation
 
The accompanying unaudited condensed consolidated interim financial statements include the accounts of the Company and its two wholly owned subsidiaries: WeatherTech Innovations, Inc. and FireIce Gel, Inc. (formerly GelTech Innovations, Inc.). Prior to July 1, 2008, there had been no activity in either subsidiary. Beginning on July 1, 2008, the Company began operating the marketing, sales and distribution of FireIce® through FireIce Gel, Inc. These unaudited, condensed consolidated interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) in accordance with the rules and regulations of the U.S. Securities and Exchange Commission (”SEC”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by "GAAP" for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. The information included in these unaudited condensed consolidated financial statements should be read in conjunction with Management’s Discussion and Analysis of Financial Conditions and Results of Operations contained in this report and the audited consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended June 30, 2010 filed on September 28, 2010.
 
Inventories
 
Inventories as of March 31, 2011 consisted of raw materials and finished goods in the amounts of $100,373 and $142,353, respectively.
 
Revenue Recognition

Revenue from sales of products is recognized when persuasive evidence of an arrangement exists, products have been shipped to the customer, economic risk of loss has passed to the customer, the price is fixed or determinable, collection is reasonably assured, and any future obligations of the Company are insignificant.   Revenue is shown net of returns and allowances.

Products shipped from either our third-party fulfillment company or our Jupiter, Florida location are shipped FOB shipping point.  Normal terms are net 30 or net 60 days depending on the arrangement we have with the customer.  As such, revenue is recognized when product has been shipped from either the third-party fulfillment company or from the Jupiter, Florida location.

The Company follows the guidance of ASC 605-50-25, “Revenue Recognition, Customer Payments” Accordingly, any incentives received from vendors are recognized as a reduction of the cost of goods sold. Promotional products or samples given to customers or potential customers are recognized as a cost of goods sold. Cash incentives provided to our customers are recognized as a reduction of the related sale price, and, therefore, are a reduction in sales.

 
4

 
 
GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED MARCH 31, 2011
(Unaudited)
 
Use of Estimates
 
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Management believes that the estimates utilized in preparing its consolidated financial statements are reasonable; however, actual results could differ materially from these estimates. Significant estimates in the fiscal 2011 period include the allowance for doubtful accounts, depreciation and amortization, valuation of inventories, valuation of options and warrants granted for services or settlements, valuation of common stock granted for services and the valuation of deferred tax assets.
 
Net Earnings (Loss) per Share
 
The Company computes net earnings (loss) per share in accordance with ASC 260-10, “Earnings per Share.” ASC 260-10 requires presentation of both basic and diluted earnings per share (“EPS”) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period. Diluted EPS excludes all dilutive potential common shares if their effect is anti-dilutive. At March 31, 2011, there were options to purchase 6,349,507 shares of the Company’s common stock, warrants to purchase 5,245,258 shares of the Company’s common stock and 1,337,038 shares of the Company’s common stock are reserved for a convertible note which may dilute future earnings per share.
 
Stock-Based Compensation
 
On July 19, 2006 (inception), the Company adopted ASC 718-10, “Share-Based Payment,” which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors including employee stock options, restricted stock units, and employee stock purchases based on estimated fair values.
 
Stock-based compensation expense recognized under ASC 718-10 for the period July 1, 2010 to March 31, 2011 was $674,362 for stock options granted to employees, directors and advisors.  In addition the Company recognized stock based compensation expense of $322,850 during the nine months ended March 31, 2011 related to stock options granted to consultants and recognized expense of $90,000 related to restricted stock granted to a consultant.  All these amounts are included in selling, general and administrative expenses on the consolidated statements of operations.  Stock-based compensation expense recognized during the period is based on the value of the portion of share-based payment awards that is ultimately expected to vest during the period. At March 31, 2011, the total compensation cost for stock options not yet recognized was approximately $2,384,400.   This cost will be recognized over the remaining vesting term of the options of approximately three years.
 
 
5

 
 
GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED MARCH 31, 2011
(Unaudited)
 
A summary of stock option transactions for all employee and director stock options for the nine months ended March 31, 2011 and 2010 is as follows:
 
Employee Options
                       
   
Number of
Options
   
Weighted Average Exercise Price
   
Weighted Average Remaining Contractual Life
   
Aggregate Intrinsic Value
 
Balance at June 30, 2009
    2,714,000     $ 0.92       8.20        
Granted
    -     $ -                
Exercised
    (14,993 )   $ 0.667                
Options sold to third party
    (50,000 )   $ 0.667                
Forfeited
    (500,000 )   $ 1.00                
Expired
    -     $ -                
Outstanding at March 31, 2010
    2,149,007     $ 0.91       7.13     $ 1,810,664  
Exercisable at March 31, 2010
    922,500     $ 0.86       5.51     $ 781,575  
                                 
Weighted average fair value of options granted during the nine months ended March 31, 2010
            N/A                  
                                 
Balance at June 30, 2010
    1,649,007     $ 0.88       6.40          
Granted
    3,270,500     $ 1.22       6.20          
Exercised
    -     $ -       -          
Options sold to third party
    -     $ -       -          
Forfeited
    -     $ -       -          
Expired
    -     $ -                  
Outstanding at March 31, 2011
    4,919,507     $ 1.11       5.85     $ 4,044,574  
Exercisable at March 31, 2011
    1,604,507     $ 0.94       4.75     $ 1,590,999  
                                 
Weighted average fair value of options granted during the nine ended March 31, 2011
          $ 0.82                  
          
 
6

 
 
GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED MARCH 31, 2011
(Unaudited)
 
A summary of options issued to non-employees under the 2007 Plan and changes during the period from June 30, 2010 to March 31, 2011 and from June 30, 2009 to March 31, 2010 is as follows:
 
Options Issued to Directors
                       
   
Number of
Options
   
Weighted Average Exercise Price
   
Weighted Average Remaining Contractual Life
   
Aggregate Intrinsic Value
 
Balance at June 30, 2009
    205,000     $ 0.86       5.89        
Granted
    100,000     $ 1.84       10.00        
Exercised
    -     $ -       -        
Forfeited
    -     $ -       -        
Expired
    -     $ -       -        
Outstanding at March 31, 2010
    305,000     $ 1.18       7.17     $ 181,800  
Exercisable at March 31, 2010
    269,168     $ 1.10       6.92     $ 180,899  
                                 
Weighted average fair value of options granted during the nine months ended March 31, 2010
          $ 1.78                  
                                 
Balance at June 30, 2010
    370,000     $ 1.28       7.41          
Granted
    420,000     $ 1.22       10.00          
Exercised
    -     $ -       -          
Forfeited
    -     $ -       -          
Expired
    -     $ -       -          
Outstanding at March 31, 2011
    790,000     $ 1.25       8.23     $ 535,050  
Exercisable at March 31, 2011
    316,666     $ 1.21       6.27     $ 227,800  
                                 
Weighted average fair value of options granted during the nine months ended March 31, 2011
          $ 0.84                  
 
On July 1, 2010, the Company granted options to purchase 165,000 shares of the Company’s common stock to directors of the Company. The options have an exercise price of $1.21 per share, vest over one year and have a ten year term. The options were valued using the Black-Scholes model using a volatility of 96.46% (derived using the historical market price for the Company’s common stock since it began trading in June 2008), an expected term of 5.5 years (using the simplified method) and a discount rate of 1.96%. The value of the options will be recognized over the vesting term, one year.
 
On July 6, 2010, the Company granted options to purchase 33,000 shares of the Company’s common stock to directors of the Company. The options have an exercise price of $1.20 per share, vest over three years and have a ten year term. The options were valued using the Black-Scholes model using a volatility of 96.03% (derived using the historical market price for the Company’s common stock since it began trading in June 2008), an expected term of 6.5 years (using the simplified method) and a discount rate of 2.24%. The value of the options will be recognized over the vesting term, three years.
 
 
7

 
 
GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED MARCH 31, 2011
(Unaudited)
 
On August 12, 2010, the Company granted options to purchase 30,000 shares of the Company’s common stock to a new director upon his appointment to the board. The options have an exercise price of $1.08 per share, vest over three years and have a ten year term. The options were valued using the Black-Scholes model using a volatility of 94.2% (derived using the historical market price for the Company’s common stock since it began trading in June 2008), an expected term of 6.5 years (using the simplified method) and a discount rate of 1.76%. The value of the options will be recognized over the vesting term, three years.
 
On September 27, 2010, the Company granted options to purchase 10,000 shares of the Company’s common stock to a director upon his appointment as chairman of the Company’s audit committee. The options have an exercise price of $1.35 per share, vest over three years and have a ten year term. The options were valued using the Black-Scholes model using a volatility of 92.4% (derived using the historical market price for the Company’s common stock since it began trading in June 2008), an expected term of 6.5 years (using the simplified method) and a discount rate of 1.76%. The value of the options will be recognized over the vesting term, three years.
 
 
On September 29, 2010, the Company granted options to purchase 5,000 shares of the Company’s common stock to a director upon his appointment as a member of the Company’s audit committee. The options have an exercise price of $1.38 per share, vest over three years and have a ten year term. The options were valued using the Black-Scholes model using a volatility of 92.4% (derived using the historical market price for the Company’s common stock since it began trading in June 2008), an expected term of 6.5 years (using the simplified method) and a discount rate of 1.76%. The value of the options will be recognized over the vesting term, three years.
 
On December 8, 2010, the Company granted options to purchase a total of 2,250,000 shares of the Company’s common stock to its Chief Executive Officer, President and Chief Technology Officer. The grants of 750,000 options per officer, 150,000 vested immediately and the remainder vest semiannually over three years beginning June 30, 2011, have an exercise price of $1.22 per share, and have a five year term. The options were valued using the Black-Scholes model using a volatility of 89.39% (derived using the historical market price for the Company’s common stock since it began trading in June 2008), an expected term of 4.0 years (using the simplified method) and a discount rate of 1.42%. The value of the options will be recognized 20% immediately and the remainder over the vesting term, three years.

In December 2010, the Company announced a marketing arrangement with a prominent actor.  In connection with the arrangement, the Company agreed to issue the actor five year options to purchase up to 2,000,000 shares of common stock at $1.20 per share upon the signing of an agreement.  As of March 31, 2011, the agreement has not been signed and the Company does not anticipate an agreement will be concluded.
 
In February 2011, the Company granted five-year options to purchase 237,500 shares of the Company’s common stock at an exercise price of $1.17 per share to employees. The options will vest semiannually over three years beginning June 30, 2011.  The options were valued at $175,694 with the BlackScholes option pricing model using a volatility of 88.13%, based upon the historical price of the Company’s common stock, an expected term of 4 years, calculated using the simplified method and based upon a discount rate of 1.39%, equal to the rate for treasury securities with similar expected terms. The expense will be recognized over the vesting term.
 
On March 10, 2011, the Company granted options to purchase a total of 750,000 shares of the Company’s common stock (250,000 each) to its Chief Executive Officer, President and Chief Technology Officer exercisable at $1.25 per share over ten years. The options vest annually over three years, subject to the Company meeting certain performance milestones and are further subject to the officer’s continued employment with the Company. The options were valued using the Black-Scholes model using a volatility of 87.24%  (derived using the historical market price for the Company’s common stock since it began trading in June 2008), an expected term of 6.5 years (using the simplified method) and a discount rate of 2.24%. The value of the options will be recognized over the vesting term, three years.
 
 
8

 
 
GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED MARCH 31, 2011
(Unaudited)
 
On March 10, 2011, the Company granted options to purchase a total of 210,000 shares of the Company’s common stock to Directors.  The options vest semiannually over three years, beginning June 30, 2011, have an exercise price of $1.25 per share, and have a ten year term. The options were valued using the Black-Scholes model using a volatility of 87.24% (derived using the historical market price for the Company’s common stock since it began trading in June 2008), an expected term of 6.5 years (using the simplified method) and a discount rate of 2.24%. The value of the options, $201,268,  will be recognized over the vesting term, three years.
 
A summary of options issued to non-employees under the 2007 Plan and changes during the nine month periods from June 30, 2010 to March 31, 2010 and from June 30, 2010 to March 31, 2011 is as follows:
 
Non-Employee, Non-Director Options
                       
   
Number of Options
   
Weighted Average Exercise Price
   
Weighted Average Remaining Contractual Life
   
Aggregate Intrinsic Value
 
Balance at June 30, 2009
    170,000     $ 1.00       3.53        
Granted
    -     $ -                
Options purchased from officer
    50,000     $ 0.667                
Exercised
    (15,000 )   $ 1.00                
Forfeited
    -     $ -                
Expired
    -     $ -                
Outstanding at March 31, 2010
    205,000     $ 0.92       4.04     $ 170,400  
Exercisable at March 31, 2010
    205,000     $ 0.92       4.04     $ 170,400  
                                 
Weighted average fair value of options granted during the nine months ended March 31, 2010
            N/A                  
                                 
Balance at June 30, 2010
    155,000     $ 1.00       2.53          
Granted
    485,000     $ 1.22       4.44          
Options purchased from officer
    -     $ -       -          
Exercised
    -     $ -       -          
Forfeited
    -     $ -       -          
Expired
    -     $ -       -          
Outstanding at March 31, 2011
    640,000     $ 1.17       3.59     $ 487,950  
Exercisable at March 31, 2011
    640,000     $ 1.17       3.59     $ 487,950  
                                 
Weighted average fair value of options granted during the nine months ended March 31, 2011
          $ 0.79                  
 
On December 8, 2010, the Company granted options to purchase a total of 350,000 shares of the Company’s common stock, 100,000 to its legal counsel and 250,000 to a consultant, in recognition of past service to the Company.  Options vested immediately, are exercisable at $1.22 per share, and have a five year term. The options were valued using the Black-Scholes model using a volatility of 89.39% (derived using the historical market price for the Company’s common stock since it began trading in June 2008), an expected term of 5.0 years, and a discount rate of 1.87%. The value of the options was recognized in December 2010.
 
On March 10, 2011, the Company granted options to purchase a total of 35,000 shares of the Company’s common stock to a consultant.  The options vested immediately, have an exercise price of $1.15 per share, and have a three year term. The options were valued at $25,210 using the Black-Scholes model using a volatility of 87.24% (derived using the historical market price for the Company’s common stock since it began trading in June 2008), an expected term of 3 years, the term of the options and a discount rate of 1.24%. The value of the options was recognized during the three months ended March 31, 2011.
 
 
9

 
 
GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED MARCH 31, 2011
(Unaudited)

 
Determining Fair Value Under ASC 718-10
 
The Company estimates the fair value of stock options granted using the Black-Scholes option-pricing formula and a single option award approach. This fair value is then amortized on a straight-line basis over the requisite service periods of the awards, which is generally the vesting period. The Company’s determination of fair value using an option-pricing model is affected by the stock price as well as assumptions regarding the number of highly subjective variables.
 
The Company estimates volatility based upon the historical stock price of the Company and estimates the expected term for employee stock options using the simplified method for employees and directors and the contractual term for non-employees.  The risk free rate is determined based upon the prevailing rate of United States Treasury securities with similar maturities.
 
The fair values of stock option grants for the period from July 1, 2010 to March 31, 2011 were estimated using the following assumptions:
 
Risk free interest rate
    0.96% - 2.24%  
Expected term (in years)
    3.0 - 6.5  
Dividend yield
    ––  
Volatility of common stock
    87.24% - 96.46%  
Estimated annual forfeitures
    ––  
 
New Accounting Pronouncements
 
  ASUs which were not effective until after March 31, 2011 are not expected to have a significant effect on the Company's consolidated financial position or results of operations.
 
2. Going Concern
 
These unaudited condensed consolidated financial statements have been prepared on a going concern basis, which implies the Company will continue to realize it assets and discharge its liabilities in the normal course of business. As of March 31, 2011, the Company had an accumulated deficit and stockholders’ deficit of $13,941,183 and $508,047, respectively, and incurred losses from operations of $3,770,909 for the nine months ended March 31, 2011 and used cash from operations of $2,554,737 during the nine months ended March 31, 2011.  In addition, the Company has not yet generated revenue sufficient to support ongoing operations. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. The continuation of the Company as a going concern is dependent upon the continued financial support from its stockholders, the ability of the Company to obtain necessary debt or equity financing to continue operations, and the attainment of profitable operations. These unaudited condensed consolidated financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.
 
 
10

 
 
GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED MARCH 31, 2011
(Unaudited)
 
In February 2011, the Company renegotiated its Line of Credit with its largest principal stockholder (the Lender) to replace the Line of Credit with a five-year convertible note with a reduced principal amount  (Note 3).  During the nine months ended March 31, 2011 the Company issued 1,649,000 shares of common stock and 841,200 warrants to purchase common stock in exchange for $1,352,720, net of a $19,180 finder’s fee.  In addition, in September 2010, the Company signed a purchase agreement with Lincoln Park Capital Fund, LLC which provides for the sale of up to an additional $4.8 million worth of common stock of the Company.  From the signing of the agreement through March 31, 2011, the Company has issued 671,591 shares of common stock and five year warrants to purchase 200,000 shares of common stock in exchange for $700,001.  The Company believes this facility will provide the Company with the capital necessary to continue as a going concern (See Note 4).
 
3. Convertible Note Agreement (Formerly Line of Credit Agreement)
 
On May 29, 2009, the Company entered into a Credit Enhancement and Financing Security Agreement with the Company’s largest principal stockholder. In connection with this agreement the Company executed a Revolving Promissory Note which permits the Company to borrow up to $2,500,000. Interest, at an annual rate of 5%, is due monthly on the 20th day of each month which commenced on June 20, 2009.
 
In May 2010, the Lender extended the due date of the line of credit to May 2011.  Additionally, the Company may be compelled to pay the outstanding principal balance earlier during which it will not be permitted to borrow any sums for a period of 30 consecutive days.
 
In February 2011, the Company renegotiated the Line of Credit Agreement with its largest principal stockholder (the Lender).  As part of the renegotiation, the Company issued 892,857 shares of the Company’s common stock and five-year warrants to purchase 1,000,000 shares of the Company’s common stock at an exercise price of $1.25 per share in exchange for a $1,000,000 reduction in the principal amount of the Line of Credit.  In addition, the remaining principal amount due under the line of credit of $1,497,483 was replaced by a five-year convertible note of the same amount, convertible at $1.12 per share and bearing annual interest of 5%, due on the maturity date of the note.  As an inducement for the Lender to enter into the convertible note agreement, the Company granted the Lender five-year warrants to purchase 300,000 shares of the Company’s common stock at an exercise price of $1.75 per share.  This debt modification was treated as a debt extinguishment for accounting purposes.  The value of the common stock and warrants issued to reduce the debt amount by $1,000,000 varied from the value of the Company’s recent private placements and accordingly, the Company recorded a loss on extinguishment of $84,500.  The warrants issued in connection with the convertible note were valued using the Black-Scholes option pricing model and the relative fair market value of the warrants, $182,890, was recorded as a loan discount, of which $4,570 was amortized to interest expense during the three months ended March 31, 2011 and the remaining discount will be amortized to interest expense over the term of the note. Interest accrued during the three months ended March 31, 2011and outstanding as of March 31, 2011 amounted to $8,411.  Total interest expense on the line of credit, including amortization of debt issuance costs, amounted to $277,199 for the nine months ended March 31, 2011.
 
 
11

 
 
GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED MARCH 31, 2011
(Unaudited)
 
4. Stockholders’ Equity
 
The issuances of common stock during the nine months ended March 31, 2011 were as follows:
 
In September 2010, the Company issued 180,000 shares of common stock and issued three year warrants to purchase 180,000 shares of common stock at an exercise price of $1.25 per share in exchange for $162,000 in private placements with two accredited investors.
 
On September 1, 2010, the Company signed a $5 million purchase agreement with Lincoln Park Capital Fund, LLC, an Illinois limited liability company (“LPC”).  Upon signing the agreement, the Company received $190,000, net of a $10,000 finder’s fee, from LPC as an initial purchase under the $5 million commitment in exchange for 200,000 shares of the Company’s common stock and five year warrants to purchase 200,000 shares common stock at an exercise price of $1.25 per share.  These warrants have been accounted for as a sale of warrants and common stock and accordingly, have been recorded in stockholder’s equity.

The Company also entered into a registration rights agreement with LPC whereby it agreed to file a registration statement related to the transaction with the Securities and Exchange Commission (“SEC”) covering the shares that may be issued to LPC under the purchase agreement.  The Company filed a registration statement on November 4, 2010 which became effective on November 29, 2010. Under the registration statement, the Company registered 2.5 million shares of the Company’s common stock. From November 29, 2010 through March 31, 2011, the Company has issued 671,591 (including commitment shares discussed below) shares of common stock in exchange for $700,001 under the purchase agreement. The Company has the right, in its sole discretion, over a 30-month period to sell shares of common stock to LPC in amounts up to $500,000 per sale, depending on certain conditions as set forth in the purchase agreement, which at the time the purchase agreement was signed was up to an additional $4.8 million.

There are no upper limits to the price LPC may pay to purchase our common stock and the purchase price of the shares related to the purchase agreement will be based on the prevailing market prices of the Company’s shares immediately preceding the time of sales without any fixed discount, and the Company will control the timing and amount of any future sales of shares to LPC.  LPC shall not have the right or the obligation to purchase any shares of common stock on any business day that the price the Company’s common stock is below $1.00.
 
In consideration for entering into the purchase agreement, the Company issued to LPC 75,000 shares of common stock as a commitment fee and will issue up to 225,000 shares pro rata as LPC purchases additional shares.  As of March 31, 2011, 23,434 “commitment” shares have been issued. The commitment shares are subject to a 30 month lock up restriction.  The purchase agreement may be terminated by the Company at any time at our discretion without any cost to it.  Except for a limitation on variable priced financings, there are no financial or business covenants, restrictions on future fundings, rights of first refusal, participation rights, penalties or liquidated damages in the agreement.  The Company expects to use the proceeds for working capital and other general corporate purposes.

As of September 30, 2010, 50,000 shares of common stock were issuable in connection with a one year consulting agreement for investor relations.  The shares vest quarterly beginning September 30, 2010, subject to continued engagement as a consultant to the Company.  The Company recorded prepaid expense and additional paid in capital of $65,500 and is amortizing the prepaid expense over the period of the agreement, one year.  During the  nine months ended March 31, 2011, the Company has recorded amortization of the prepaid in the amount of $56,625 representing the value of the shares vested each quarter at the market price of the Company’s common stock on each vesting date in accordance with ASC 505-50-S99.
 
 
12

 
 
GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED MARCH 31, 2011
(Unaudited)
 
During the three months ended December 31, 2010, the Company issued 804,000 shares of common stock and three year warrants to purchase 515,000 shares of common stock at an exercise price of $1.25 per share in exchange for $673,400, net of a $10,000 commission paid as a finder’s fee.

On December 8, 2010, the board authorized the issuance of an additional 75,000 shares of restricted common stock in recognition of the past performance of the Company’s investor relations consultant.  This stock was value at $90,000 based upon the fair market value of the stock on the date of the grant, $1.20.

During the three months ended March 31, 2011, the Company issued 665,000 shares of common stock and three year warrants to purchase 310,000 and five year warrants to purchase 16,200 shares of common stock at an exercise price of $1.25 per share in exchange for $517,320, net of a $9,180 commission paid as offering costs.  Of the shares issued, 45,000 of the shares and the 16,200 five-year warrants were issued for stock –based offering costs.   All offering costs were charged to additional paid in capital.

Common Stock Warrants
 
The Company accounts for warrants issued for services in accordance with ASC 505-50-30-2 Equity Based Payments to Non-Employees.  As such, the Company calculates the fair value of the warrants granted using the Black-Scholes option pricing model and records the fair value to either prepaid expense or expense based upon the terms of the underlying contract for services.  In applying the Black-Scholes method, the Company calculates volatility based upon the historical market price of the Company’s common stock, utilizes discount rates obtained from the Federal Reserve Statistical Release for treasury instruments of the same duration and expected term as the contractual term of the warrants.

Warrants issued in connection with the sale of shares of common stock are treated as part of the equity transaction and are recorded in stockholders’ equity or liabilities in accordance with the guidance at ASC 480-10-25.
 
A summary of warrants issued for cash and changes during the periods June 30, 2009 to March 31, 2010 and from June 30, 2010 to March 31, 2011 is as follows:
 
Warrants Issued as Settlements
                 
   
Number of Warrants
   
Weighted Average Exercise Price
   
Remaining Contractual Life
 
Balance at June 30, 2009
    474,058     $ 1.05       0.91  
Granted
    -     $ -       -  
Exercised
    -     $ -       -  
Forfeited
    -     $ -       -  
Expired
    -     $ -       -  
Outstanding at March 31, 2010
    474,058     $ 1.05       2.17  
Exercisable at March 31, 2010
    474,058     $ 1.05       2.17  
                         
Weighted average fair value of options granted during the nine months ended March 31, 2010
          $ 0.55          
                         
Balance at June 30, 2010
    474,058     $ 1.05       1.92  
Granted
    -     $ -       -  
Exercised
    -     $ -       -  
Forfeited
    -     $ -       -  
Expired
    -     $ -       -  
Outstanding at March 31, 2011
    474,058     $ 1.05       1.17  
Exercisable at March 31, 2011
    474,058     $ 1.05       1.17  
                         
Weighted average fair value of options granted during the nine months ended March 31, 2011
            N/A          
      
 
13

 
 
GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED MARCH 31, 2011
(Unaudited)
 
A summary of warrants issued for cash and changes during the periods June 30, 2009 to March 31, 2010 and from June 30, 2010 to March 31, 2011 is as follows:
 
Warrants issued for cash
                 
   
Number of Warrants
   
Weighted Average Exercise Price
   
Remaining Contractual Life
 
Balance at June 30, 2009
    528,303     $ 1.14       1.29  
Granted
    2,275,000     $ 1.60          
Exercised
    -     $ -       -  
Forfeited
    -     $ -       -  
Expired
    -     $ -       -  
Outstanding at March 31, 2010
    2,803,303     $ 1.51       2.55  
Exercisable at March 31, 2010
    2,803,303     $ 1.51       2.55  
                         
Weighted average fair value of options granted during the nine months ended March 31, 2010
          $ 0.85          
                         
Balance at June 30, 2010
    2,733,303     $ 1.56       2.37  
Granted
    2,341,200     $ 1.31       4.29  
Exercised
    (303,303 )   $ 1.25       -  
Forfeited
    -     $ -       -  
Expired
    -     $ -       -  
Outstanding at March 31, 2011
    4,771,200     $ 1.46       2.93  
Exercisable at March 31, 2011
    4,771,200     $ 1.46       2.93  
                         
Weighted average fair value of options granted during the nine months ended March 31, 2011
            N/A          
 
In connection with private placement transactions, the Company issued three year warrants to purchase 515,000 shares of the Company’s common stock at an exercise price of $1.25 per share and issued five year warrants to purchase 200,000 shares of the Company’s common stock at an exercise price of $1.25 per share.
 
On January 29, 2011, the Company granted warrants to purchase a total of 100,000 shares of the Company’s common stock to its largest principal stockholder  in connection with the shareholder’s exercise of warrants to purchase 303,303 shares of common stock at an exercise price which exceeded the then current market price of the Company’s common stock.  The options vest immediately, have an exercise price of $1.15 per share, and have a three year term. The warrants were valued using the Black-Scholes model using a volatility of 88.18% (derived using the historical market price for the Company’s common stock since it began trading in June 2008), an expected term of 3 years, the term of the options and a discount rate of  0.96%. The value of the warrants  were recognized in other expense during the three months ended March 31, 2011.
 
 
14

 
 
GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED MARCH 31, 2011
(Unaudited)
 
5. Fair Value Measurements
 
In July 2009, the Company implemented FASB Accounting Standards Codification 820 “Fair Value Measurements and Disclosures” (formerly SFAS 157, “Fair Value Measurements”), relative to its financial assets and liabilities that are recognized or disclosed at fair value in the financial statements at least annually.
 
Our cash and cash equivalents are recorded at fair value as determined through market, observable and corroborated sources
 
As of March 31, 2011, the Company’s cash and cash equivalents that are carried at fair value on a recurring basis include the following:
 
   
Fair Value Measurements Using
 
   
Total
   
Quoted Prices
 in Active
Markets
(Level 1)
   
Significant Other Observable
 Inputs
(Level 2)
   
Significant
Unobservable
 Inputs
(Level 3)
 
                         
Cash                                                                                 
  $ 467,220     $ 467,220     $ ––     $ ––  
 
6. Commitments and Contingencies
 
The Company leases office and warehouse space located in Jupiter, Florida under a month-to-month lease.

Rent expense for the nine months ended March 31, 2011 and 2010 was $73,781.
 
In March 2011, the Compensation Committee approved new employment terms for each of the Company’s three executive officers.  The Executives will receive a base salary of $150,000 per year with the Committee having the authority to increase the Executive’s base salary for the succeeding 12-month period with the increase based on profitability, positive cash flow or such other factors as the Committee deems important.  Following the completion of each fiscal year, the Committee will have the discretion to award each of the executives a target bonus based on each Executive’s job performance, the Company’s revenue growth, positive cash flow, net income before income taxes or other criteria selected by the Committee.  In addition, the executives received options as previously described in Note 1.
 
The Company was sued by a former employee on June 23, 2008, alleging breach of a consulting agreement and an employment agreement entered into in May and June 2007, respectively.  In addition, the plaintiff seeks to recover certain of his  personal property, which was used or stored in the Company’s offices, and alleges the Company invaded his privacy by looking at his personal computer (which was used in the Company’s business) in the Company’s offices.  The lawsuit is pending and the Company believes the lawsuit is baseless.

 
15

 
 
GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED MARCH 31, 2011
(Unaudited)
 
7. Related Party Transactions
 
In addition to the Chief Executive Officer (CEO) and the Chief Technology Officer (CTO) the following related parties are employed at GelTech:
 
 
The CEO’s wife is a bookkeeper at $1,000 per week,
 
 
The CEO and CTO’s father is a researcher at $1,200 per week, and
 
 
The CEO and CTO’s mother is a receptionist at $600 per week.
 
We believe all of these salaries are at or are below the going rate of what such services would cost on the open market.

The Company has employment arrangements with its executive officers which are described under Note 6.

The Company has entered into a series of credit facilities with its largest principal stockholder as more fully described in Note 3.
 
8. Concentrations
 
The Company maintains its cash in bank and financial institution deposits that at times may exceed federally insured limits. The Company has not experienced any losses in such accounts through March 31, 2011.  As of March 31, 2011, there were cash equivalent balances of $1,209 held in depository accounts that are not insured.
 
At March 31, 2011, three customers account for 35.2%, 17.6% and 14.1% of accounts receivable.
 
For the nine months ended March 31, 2011 three customers accounted for approximately 18.2%, 11.2% and 9.7% of sales.
 
 
16

 
 
GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED MARCH 31, 2011
(Unaudited)
 
During the nine months ended March 31, 2011 all sales resulted from two products, FireIce® and Soil2O™ which made up 67.3% and 32.7%, respectively, of total sales.  Of the FireIce® sales, 64.4% related to sales of FireIce product and 35.6% related to sales of the FireIce Home Defense units. Of the Soil2O™ sales, 35.7% related to Soil2O™ Dust Control and 64.3% related to traditional sales of Soil2O™.
 
Three vendors accounted for 36.4%%, 19.0% and 17.7% of the Company’s approximately $135,000 of raw material and packaging purchases during the nine months ended March 31, 2011.
 
9. Subsequent Events
 
Since April 1, 2011, the Company has issued 1,391,600 shares of common stock in exchange for the receipt of $2,160,003 in connection with the Company’s agreement with Lincoln Park Capital.
 
In April, 2011, the Company issued 73,127 shares of common stock in connection with the cashless exercise of  120,000 warrants to purchase shares of common stock at an exercise price of $1.25 per share and based on a market value of the Company’s common stock of $3.20 per share.
 
In May 2011, the Company invested $60,000 to purchase a vehicle that will be used to mix FireIce® for use on forest fires.  This vehicle is a mobile mixing truck containing a 3,000 gallon tank which will enable GelTech to work directly on the fire lines supplying the United States Forest Service or any other fire control agency up to 250,000 gallons of  FireIce® per day.  The Company has formed a new subsidiary to operate this vehicle.
 
 
17

 
 
GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
 
ITEM 2. 
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
 
Certain statements in “Management’s Discussion and Analysis and of Financial Condition and Results of Operations” are forward-looking statements that involve risks and uncertainties. Words such as may, will, should, would, anticipates, expects, intends, plans, believes, seeks, estimates and similar expressions identify such forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management’s analysis only as of the date hereof. We assume no obligation to update these forward-looking statements to reflect actual results or changes in factors or assumptions affecting forward-looking statements.
 
Overview
 
GelTech Solutions, Inc. markets four products: (1) FireIce®, a water soluble fire retardant used to protect firefighters, structures and wildlands; during the three months ended December 31, 2010, the Company began marketing its FireIce® Home Defense Unit, a system for applying FireIce® to structures to protect them from wildfires;  (2) SoilO™, a product which reduces the use of water and is primarily marketed to golf courses and the agriculture market; (3) SkinArmor™, an innovative new fire retardant skin ointment being developed that can be used to assist in protecting exposed skin from the effects of fire; and (4) SoilO™ ‘Dust Control’, our new application which is used for dust mitigation in the aggregate, road construction, mining, as well as, other industries that deal with daily dust control issues.  Our financial statements have been prepared on a going concern basis, and we need to generate sufficient material revenues to support the ongoing business of the Company.

In March 2011, the Company was notified by the United States  Forest Service that its FireIce® product would be listed on the United States Forest Service’s Qualified Products List (the “QPL List”).  Inclusion on the QPL List qualifies our product for use to fight brush and wildfires on State and National Park lands.  The testing process by the Forest Service began in September 2008 and included a battery of tests including tests for possible toxicity to the environment, decomposition and possible corrosion to land based firefighting equipment and firefighting aircraft.  The Company anticipates that this listing will lead to a substantial increase in the sales of FireIce® in the future.

RESULTS OF OPERATIONS
 
FOR THE NINE MONTHS ENDED MARCH 31, 2011 COMPARED TO THE NINE MONTHS ENDED MARCH 31, 2010.
 
Sales
 
For the nine months ended March 31, 2011, we had sales of $144,839 as compared to sales of $559,718 for the nine months ended March 31, 2010, a decrease of $414,879.  The decrease in sales resulted from two major sales of FireIce® amounting to $416,000 during the first six months of fiscal 2010.  These sales were to our distributor in China.  In the third quarter of fiscal 2010, the Chinese government implemented a new regulation which required all products sold to the Chinese fire service to undergo a quality control examination by the Beijing Fire Authority.  As such, sales of our product in China were suspended while FireIce® was being tested by the Beijing Fire Authority.  In January 2011, the Company received certification from the Beijing Fire Authority to begin marketing FireIce® in China.  We are negotiating an agreement with a group of Chinese distributors and anticipate the resumption of shipments to China in the near future. Sales of product during the nine months ended March 31, 2011 consisted of $47,408 for Soil2O™ and $97,430 for FireIce® and related products.  Of the Soil2O™ sales, $16,909 related to the new dust control application and $30,499 related to traditional Soil2O™ applications.   FireIce® sales consisted of $60,526 product sales and $36,905 related to sales of HDU units.
 
Cost of Goods Sold
 
Cost of goods sold was $58,888 for the nine months ended March 31, 2011 as compared to a cost of goods sold of $169,155 for the nine months ended March 31, 2010.  The decrease was the direct result of the decrease in sales.
 
 
18

 
 
GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
 
Selling, General and Administrative Expenses
 
Selling, general and administrative expenses were $3,777,111 for the nine months ended March 31, 2011 as compared to $2,617,999 for the nine months ended March 31, 2010. The increase in fiscal 2011 expenses resulted from  (1) increases in non-cash stock option expense of $255,000 related to option grants to executive officers, employees and directors, (2) an increase in professional fees of $411,000 which resulted from options granted to professional consultants with a fair value of $297,000, an increase in legal expense of $90,000 partially due to the filing of a registration statement, and an increase in accounting fees of $17,000, (3) an increase in investor relations expense of $215,000 due to the granting of restricted stock  to a consultant for a $90,000 non-cash charge and additional expenses of $125,000 related to agreements signed in 2010, (4) an increase in sales and marketing of $219,000 resulting from increased advertising of $151,000 related to the HDU units and  an increase in the cost of trades shows of $63,000, and (5) an increase in travel expenses of $88,000 due to investor relations road shows and international travel to reach potential overseas markets.  These increases were partially offset by a decrease in commissions of $144,000 which resulted from the two large sales of FireIce® during the nine months ended March 31, 2010.
 
Research and Development Expenses
 
Research and development expenses were $79,749 for the nine months ended March 31, 2011 as compared to $13,076 for the nine months ended March 31, 2010. The increase relates to testing of specific applications of FireIce® for use by a potential customer in the public utilities industry plus the cost of researching and developing the application of Soil2O™ for dust control.
 
Loss from Operations
 
Loss from operations was $3,770,909 for the nine months ended March 31, 2011 as compared to $2,240,512 for the nine months ended March 31, 2010. The increased loss resulted from the higher operating expenses and lower sales as previously discussed.
 
Interest Income
 
Interest income was $2,554 for the nine months ended March 31, 2011as compared to $4,524 for the nine months ended March 31, 2010.  The amounts are reflective of the cash balances on hand during the respective nine month periods.
 
Other Expense
 
Other expense of $62,414, for the nine months ended March 31, 2011, consisted of the fair value of three-year warrants to purchase 100,000 shares of the Company’s common stock at an exercise price of $1.25 per share, granted to the Company’s largest principal stockholder in January 2011 in order to induce the stockholder to exercise warrants to purchase 303,303 shares of common stock at an exercise price of  $1.25 per share when the trading price of the Company’s common stock was below $1.25 per share.
 
Loss on Extinguishment of Debt
 
The Company recorded a loss on extinguishment of debt of $84,500 related to the $1,000,000 reduction in the principal balance of the line of credit in exchange for common stock and warrants.
 
Interest Expense
 
Interest expense was $382,728 for the nine months ended March 31, 2011 as compared to $345,819 for the nine months ended March 31, 2010. The increase resulted from the amortization of the remaining $115,842 of debt issue costs related of the line of credit which was replaced by a five-year convertible. Amortization of these costs was $254,852 for the nine months ended March 31, 2011 as compared to $258,750 for the nine months ended March 31, 2010.
 
 
19

 
 
GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
 
Net Loss
 
Net loss was $4,297,997 for the nine months ended March 31, 2011 as compared to $2,581,807 for the nine months ended March 31, 2010. The higher net loss resulted from the higher operating expenses and lower sales. Net loss per common share was $0.24 for the nine months ended March 31, 2011 as compared to $0.18 for the nine months ended March 31, 2010. The weighted average number of shares outstanding for the nine months ended March 31, 2011and 2010 were 17,654,425 and 14,452,433, respectively.
 
FOR THE THREE MONTHS ENDED MARCH 31, 2011 COMPARED TO THE THREE MONTHS ENDED MARCH 31, 2010.
 
Sales
 
For the three months ended March 31, 2011, we had sales of $55,645 as compared to sales of $34,297 for the three months ended March 31, 2010, an increase of $21,348.  The increase in sales resulted primarily from sales of the Soil2O™ dust control application of $16,909, plus the sales related to the FireIce® HDU units of $5,045 during the three months ended March 31, 2011. Sales of product during the three months ended March 31, 2011 consisted of $30,606 for Soil2O™ and $25,039 for FireIce® and related products.
 
Cost of Goods Sold
 
Cost of goods sold was $20,017 for the three months ended March 31, 2011 as compared to a cost of goods sold of $9,025 for the three months ended March 31, 2010.  The increase was the direct result of the increase in sales, plus the higher costs as a percentage of sales related to the HDU units.
 
Selling, General and Administrative Expenses
 
Selling, general and administrative expenses were $1,205,686 for the three months ended March 31, 2011 as compared to $931,229 for the three months ended March 31, 2010. The increase in 2011 expenses resulted from  increases in sales and marketing expense of $109,000 due to increased advertising of the HDU unit, increases in travel of $62,000 due to the launch of  Soil2O™ dust control in Southern California, investor relations trips and international trips to reach potential new markets overseas, an increase in expenses for investor relations of $52,000 related to meetings with investors, an increase in salaries and benefits of $35,000 due to recent staff additions and increases in salaries for executive officers and an increase in professional fees of $18,000 related to legal and accounting fees.
 
Research and Development Expenses
 
Research and development expenses were $32,308 for the three months ended March 31, 2011 as compared to $6,239 for the three months ended March 31, 2010. The increase relates to testing of specific applications of FireIce® for use by a potential customer in the public utilities industry, plus the cost of researching and developing the application of Soil2O™ for dust control.
 
Loss from Operations
 
Loss from operations was $1,202,366 for the three months ended March 31, 2011 as compared to $912,196 for the three months ended March 31, 2010. The increase resulted from the higher operating expenses partially offset by the higher sales as previously discussed.
 
 
20

 
 
GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
 
Interest Income
 
Interest income was $239 for the three months ended March 31, 2011 as compared to $4,463 for the three months ended March 31, 2010 primarily due to higher cash balances in fiscal 2010 resulting from the private placement transactions in early 2010.  The Companies sales to Lincoln Park were made in mid to late March 2011 resulting in a lower average cash balance for the three months ended March 31, 2011.
 
Other Expense
 
Other expense of $62,414, for the three months ended March 31, 2011, consisted of the fair value of three-year warrants to purchase 100,000 shares of the Company’s common stock at an exercise price of $1.25 per share, granted to the Company’s largest principal stockholder in January 2011 in order to induce the stockholder to exercise warrants to purchase 303,303 shares of common stock at an exercise price of  $1.25 per share when the trading price of the Company’s common stock was below $1.25 per share.
 
Loss on Extinguishment of Debt
 
The Company recorded a loss on extinguishment of debt of $84,500 related to the $1,000,000 reduction in the principal balance of the line of credit in exchange for common stock and warrants.
 
Interest Expense
 
Interest expense was $179,516 for the three months ended March 31, 2011 as compared to $117,679 for the three months ended March 31, 2010. The increase resulted from the amortization of the remaining debt issue costs upon the replacement of the related line of credit with a five year convertible note in February 2011 which resulted in an additional $58,000 of amortization.
 
Net Loss
 
Net loss was $1,528,557 for the three months ended March 31, 2011 as compared to $1,025,412 for the three months ended March 31, 2010. The higher net loss resulted from the higher operating expenses, interest expense, partially offset by the higher sales. Net loss per common share was $0.08 for the three months ended March 31, 2011 as compared to $0.07 for the three months ended March 31, 2010. The weighted average number of share outstanding for the three months ended March 31, 2011 and 2010 were 18,991,759 and 15,759,271, respectively.
 
LIQUIDITY AND CAPITAL RESOURCES
 
For the nine months ended March 31, 2011, we used net cash of $2,554,737 in operating activities as compared to $1,829,275 for the nine months ended March 31, 2010.  The increase in cash used from operations was primarily the result of an increase in the net loss of $1,716,190 for the reasons identified above which were partially offset by an increase in stock option compensation expense of $255,000 and an increase in stock options issued for services of $322,850, restricted stock issued for services of $90,000 and an increase in amortization of prepaid consulting and other prepaid expenses of $181,000. In addition, accounts payable decreased $55,707,during the nine months ended March 31, 2011 while inventory, accounts receivable increased by $66,594 and accrued expenses declined $30,236.
 
Cash flows used in investing activities for the nine months ended March 31, 2011 amounted to $7,832 and related to purchases of computer equipment for the corporate office and a storage container in California.  Cash flows used by investing activities for the nine months ended March 31, 2010 amounted to $5,884 and consisted of the purchases of furniture, fixtures and equipment.
 
 
21

 
 
GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
 
In May 2011, the Company invested $60,000 to purchase a vehicle to be used to mix FireIce® for use on brush and wildfire applications.  This vehicle is a mobile mixing truck containing a 3,000 gallon tank which will enable GelTech to work directly on the fire lines supplying the United States Forest Service or any other fire control agency up to 250,000 gallons of  FireIce® per day.   
  
Cash flows from financing activities for the nine months ended March 31, 2011 were $2,403,993 as compared to $2,985,984 for the nine months ended March 31, 2010.  During the nine months ended March 31, 2011, we received $700,001 from the sale of common stock to Lincoln Park Capital.  In addition, we received $1,342,720, net of $19,180 of commissions, from the sale of common stock and warrants in private placements. The proceeds of the cash for equity transactions were used for working capital and to repay $17,857 of insurance premium financing.  During the nine months ended March 31, 2010, we received proceeds of $900,000 from a line of credit agreement with our largest principal stockholder, we received 2,085,000 from the sale of common stock and warrants and received $25,000 from the exercise of options.  We used the proceeds in fiscal 2010 for working capital and to repay $24,016 of insurance finance contracts.  

As of the filing date of this report, we have $2,107,000 in available cash. We do not anticipate the need to purchase any additional material capital assets in order to carry out our business.  In February 2011, we signed a five year convertible note in the amount of $1,497,483 with our largest principal stockholder.  The note bears annual interest of 5%, payable on maturity, and is convertible at $1.12 per share.  This note replaces the $2.5 million line of credit facility previously provided by the Company’s largest principal shareholder.  The Company reduced the balance of the line of credit by $1,000,000 by issuing the Company’s largest principal stockholder 892,457 shares of common stock and five-year warrants to purchase 1,000,000 shares of the Company’s common stock at an exercise price of $1.25 per share.  In addition, the Company issued five –year warrants to purchase 300,000 shares of the Company’s common stock at an exercise price of $1.75 in connection with the new convertible note agreement.
 
On September 1, 2010, GelTech signed a $5 million Purchase Agreement with LPC.  Upon signing the agreement, we received $200,000 from LPC as an initial purchase under the $5 million commitment in exchange for 200,000 shares of our common stock and warrants to purchase 200,000 shares common stock at an exercise price of $1.25 per share.  We also entered into a Registration Rights Agreement with LPC whereby we agreed to file a registration statement related to the transaction with the SEC covering the shares that may be issued to LPC under the Purchase Agreement.  We filed the required registration statement to register the public sale of 2,500,000 shares.  This filing became effective on November 29, 2010.  We have the right, in our sole discretion, over a 30-month period to sell shares of common stock to LPC in amounts up to $500,000 per sale, depending on certain conditions as set forth in the Purchase Agreement.  We are currently limited to sales of $120,000 based on the current market price of stock.  The actual amount of money we can receive from LPC every two-business days will be based upon the price of our common stock, as follows:

PRICE PER SHARE
 
AMOUNT OF MONEY
$1.00 - $1.39
 
$30,000
$1.40 - $1.79
 
$60,000
$1.80 - $2.99
 
$120,000
$3.00 - $3.99
 
$240,000
$4.00 or Higher
 
$500,000

The actual number of shares we sell will be determined by dividing the payment to us by the actual price per share.

  
From  November 29, 2010 through March  31, 2011, the Company has issued 671,591 shares of common stock under the agreement in exchange for $700,001.  Since April 1, 2011, we have sold LPC 1,391,600 shares in exchange for $2,160,003.  As of the filing date of this report, there are 261,489 registered shares remaining which the Company may sell to LPC.  
 
 
22

 
     
GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
 
In January 2011, the Company’s largest shareholder was issued 303,303 shares of common stock in exchange for $379,129 in connection with the exercise of warrants with an exercise price of $1.25 per share.  As an inducement to the shareholder to exercise warrants, which were out of the money, the Company issued this shareholder three year warrants to purchase 100,000 shares of the Company’s common stock at an exercise price of $1.25 per share.
 
The Company believes that its working capital needs will be met over the next eight to twelve months via a combination of sales of stock to LPC and private investments through the Company’s contacts with other institutional investors. There is no guarantee that such fund raising efforts, if needed,  will be successful  If we are unable to generate substantial cash flows from sales of our products, or through financings, we may not be able to remain operational.
 
Related Person Transactions
 
For information on related party transactions and their financial impact, see Note 7 to the Unaudited Condensed Consolidated Financial Statements.
 
Principal Accounting Estimates
 
In response to the SEC’s financial reporting release, FR-60, Cautionary Advice Regarding Disclosure About Critical Accounting Policies, the Company has selected its most subjective accounting estimation processes for purposes of explaining the methodology used in calculating the estimate, in addition to the inherent uncertainties pertaining to the estimate and the possible effects on the Company’s financial condition. The accounting estimates are discussed below. This estimate involves certain assumptions that if incorrect could create a material adverse impact on the Company’s results of operations and financial condition.
 
Revenue Recognition
 
Under ASC 605-15-25 we recognize sales of our products when each of the following has occurred:
 
The price of the product sold is fixed or determinable and evidence of an agreement is present
 
-
The title and risk of loss of the product has passed to the buyer and the sale is not contingent upon the buyer being able to resell the product.
 
-
We have a reasonable expectation that the buyer has the intent and the ability to pay for the product ordered.
 
We have no future obligation to the seller related to the product sold.
 
Stock-Based Compensation
 
Under ASC 718-10 which was effective as of January 1, 2006, we recognize an expense for the fair value of our outstanding stock options as they vest, whether held by employees or others.
 
We estimate the fair value of each stock option and warrant at the grant date using the Black-Scholes option pricing model based upon certain assumptions which are contained in Note 1 to the Unaudited Condensed Consolidated Financial Statements contained in this report. The Black-Scholes model requires the input of highly subjective assumptions including the expected stock price volatility. Because our stock options and warrants have characteristics different from those of traded options, and because changes in the subjective input of assumptions can materially affect the fair value estimate, in our management’s opinion, the existing models may not necessarily provide a reliable single measure of the fair value of such stock options.
 
 
23

 
 
GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
 
RECENT ACCOUNTING PRONOUNCEMENTS
 
For information on recent accounting pronouncements, see Note 1 to the Unaudited Condensed Consolidated Financial Statements.
 
Cautionary Note Regarding Forward-Looking Statements

This report contains forward-looking statements including anticipated increases in sale of  FireIce® resulting from the our inclusion on the QPL List, the anticipated resumption of sales in China, our liquidity and anticipated capital asset requirements.  Forward-looking statements can be identified by words such as “anticipates,” “intends,” “plans,” “seeks,” “believes,” “estimates,” “expects” and similar references to future periods.
 
Forward-looking statements are based on our current expectations and assumptions regarding our business, the economy and other future conditions.  Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict.  Our actual results may differ materially from those contemplated by the forward-looking statements.  We caution you therefore against relying on any of these forward-looking statements.  They are neither statements of historical fact nor guarantees or assurances of future performance.  Important factors that could cause actual results to differ materially from those in the forward-looking statements include global and domestic economic conditions, budgetary pressures facing state and local governments, our failure to receive or the potential delay of anticipated orders for our products, failure to receive acceptance of FireIce® by State and Local governments and inability to enter into a definitive agreement with distributors in China.
 
Further information on our risk factors is contained in our filings with the SEC, including the Prospectus dated November 29, 2010.  Any forward-looking statement made by us speaks only as of the date on which it is made.  Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them.  We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.
 
ITEM 3. 
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
 
Not applicable to smaller reporting companies
 
ITEM 4. 
CONTROLS AND PROCEDURES.
 
Evaluation of Disclosure Controls and Procedures.  Our management carried out an evaluation, with the participation of our Principal Executive Officer and Principal Financial Officer, required by Rule 13a-15 of the Securities Exchange Act of 1934 (the “Exchange Act”) of the effectiveness of our disclosure controls and procedures as defined in Rule 13a-15(e) under the Exchange Act. Based on their evaluation, our management has concluded that our disclosure controls and procedures are effective as of the end of the period covered by this report to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and is accumulated and communicated to our management, including our Principal Executive Officer and Principal Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting.  There were no changes in our internal control over financial reporting as defined in Rule 13a-15(f) under the Exchange Act that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 
24

 

GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
 
PART II – OTHER INFORMATION
 
 
ITEM 1. 
LEGAL PROCEEDINGS.
 
There were no material developments to any legal proceedings. As of the date of this report, we are not aware of any proceeding, threatened or pending, against us which, if determined adversely, would have a material effect on our business, results of operations, cash flows or financial position.

ITEM 1A. RISK FACTORS.
 
Not applicable to smaller reporting companies.

ITEM 2. 
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
 
 In addition to those unregistered securities previously disclosed in reports filed with the SEC, we sold securities without registration under the Securities Act of 1933, or the Securities Act, as described below, which were exempt under Section 4(2) and Rule 506 of the Securities Act.
 
Name or Class of Investor
 
Date of Sale
 
No. of Securities
 
Reason for Issuance
             
Investor Relations
 
12/8/2010
 
75,000 shares of common stock
 
Extension of Investor Relations Agreement
             
Financial Advisor
 
1/4/2011
 
45,000 shares of common stock and 16,200 five-year warrants exercisable at $1.25 per share
 
Financial Advisory Agreement
             
Private Placement Investors
 
2/11/2011 through  3/10/2011
 
620,000 shares of common stock and 320,000 three-year warrants exercisable at $1.25 per share
 
Investments totaling $517,320, net of $9,180 in commissions

ITEM 3. 
DEFAULTS UPON SENIOR SECURITIES.
 
None
 
ITEM 4. 
(REMOVED AND RESERVED).
 

ITEM 5. 
OTHER INFORMATION.
 
None

 
25

 

GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
 
ITEM 6. 
EXHIBITS.

Exhibit
  
  
  
Incorporated by Reference
 
Filed or
Furnished
#
  
Exhibit Description
  
Form
 
Date
  
Number
 
Herewith
                     
3.1
 
Certificate of Incorporation
 
SB-2
 
7/20/07
 
3.1
   
3.2
 
Amended and Restated Bylaws
 
SB-2
 
7/20/07
 
3.2
   
3.3
 
First Amendment to the Amended and Restated Bylaws adopted April 6, 2010
 
10-K
 
9/28/10
 
3.3
   
4.1
 
Form of Private Placement Warrant
 
10-Q
 
2/14/11
 
4.1
   
4.2
 
Form of Reger Warrant
             
Filed
10.1
 
Form of Private Placement Subscription Agreement
 
10-Q
 
2/14/11
 
4.2
   
10.2
 
Lincoln Park Purchase Agreement
 
S-1
 
11/4/10
 
10.13
   
10.3
 
Amendment to Lincoln Park Purchase Agreement
 
S-1
 
11/4/10
 
10.16
   
10.4
 
Lincoln Park Registration Rights Agreement
 
S-1
 
11/4/10
 
10.14
   
10.5
 
Lincoln Park Warrant
 
8-K
 
9/7/10
 
10.3
   
10.6
 
Credit Enhancement and Financing Security Agreement
 
10-K
 
9/28/09
 
10.1
   
10.7
 
Revolving Line of Credit Agreement
 
10-K
 
9/28/09
 
10.2
   
10.8
 
Renewal of Promissory Note dated May 20, 2010
 
10-K
 
9/28/10
 
10.7
   
10.9
 
Credit Enhancement and Financing Security Agreement dated May 20, 2010
 
10-K
 
9/28/10
 
10.8
   
10.10
 
Modification of Revolving Line of Credit Agreement dated May 20, 2010
 
10-K
 
9/28/10
 
10.9
   
10.11
 
Reger Note
             
Filed
10.12
 
Executive Employment Arrangements*
             
Filed
10.13
 
Form of Executive Option Agreement*
             
Filed
31.1
 
Certification of Principal Executive Officer (Section 302)
             
Filed
31.2
 
Certification of Principal Financial Officer (Section 302)
             
Filed
32.1
 
Certification of Principal Executive Officer and Principal Financial Officer (Section 906)
             
Furnished

* Management compensatory agreement.

Copies of this report (including the financial statements) and any of the exhibits referred to above will be furnished at no cost to our shareholders who make a written request to GelTech Solutions, Inc., 1460 Park Lane South, Suite 1, Jupiter, Florida 33458, Attention: Darlene Cordani.

 
26

 
 
GELTECH SOLUTIONS, INC. AND SUBSIDIARIES
 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 
   
GELTECH SOLUTIONS, INC.
 
       
May13, 2011
By:
/s/ Michael Cordani
 
   
Michael Cordani
 
   
Chief Executive Officer
(Principal Executive Officer)
 
       
May 13, 2011
By:
/s/ Michael Hull
 
   
Michael Hull
 
   
Chief Financial Officer
(Principal Financial Officer)
 
 
 
 
27