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Re: 66fan post# 1185

Saturday, 07/12/2003 3:08:57 PM

Saturday, July 12, 2003 3:08:57 PM

Post# of 82595
66fan...Pretty cool, isn't it. Now, consider that that news is from November 2002. This was a fairly recent event, and was around the time things started happening such as the IBM Life Sciences invitation only event, the Board meeting in early December where the decision was made to seek additional share authorization, Gabriel coming on as a member of the BOD, Hector being named Chairman of the Board, and then Gabriel announced as CEO.

SOMETHING changed along the way. For instance, the Genbiomics agreement (of which Gabriel, Gomez, and Bookbinder are the three partners) was signed in May 2002, and was to run till December 31, 2005. That has since been cancelled. This from the 2002 10K:

In May 2002, we engaged a company in which our current CEO, and another one of our directors have ownership interests to provide consulting services to us through December 31, 2005. The services had an estimated value of approximately $110,000; approximately $15,000 of which were to be paid in cash and the remainder satisfied via the issuance of approximately 800,000 options to purchase our common stock at a price of $0.001 per share. During the year ended December 31, 2002, we recorded expenses of approximately $41,275 under this arrangement. Approximately $5,775 of this amount was paid in cash and the remainder is included in accounts payable and other liabilities in the accompanying consolidated balance sheet (which we anticipate satisfying through the issuance of approximately 1,013,600 options as discussed above). No services have been performed under this agreement in 2003 and the agreement was canceled in April 2003.

Of course, in April 2003, Gabriel was instead named CEO and Hector became Chairman and President.

Also in the background, Tony's 30,000,000 Performance Share Agreement was revised in favor of ???????. Well we don't know yet in favor of what, only that the 30,000,000 share bonus is being changed:

In addition to the above, we have an agreement to award 30,000,000 shares of our common stock to our Chief Science Officer when certain performance measures are met. At December 31, 2002 these performance measures have not yet been met, and as such the shares have not yet been issued. Furthermore because it is not probable at this time that the shares will be issued, no stock based compensation has been recorded as a result of this agreement in the accompanying consolidated financial statements. The agreement contains a change of control clause whereby these shares will be immediately vested and non-forfeitable if the agreement is not assumed or substituted at the time of such change. Subsequent to year end, our board of directors has resolved to revise the performance measures, however the terms of such revision have not yet been finalized.

Now we have the apparent "transition" going on, and the upgrade to IR/PR. I just find the whole situation interesting to say the least.

Later,
W2P