UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-KSB/A
|
ý |
|
ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 27, 2005 |
|
|
|
|
|
o |
|
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission File Number 0-29643
GRANITE CITY FOOD & BREWERY LTD.
(Name of Small Business Issuer in Its Charter)
|
Minnesota |
|
41-1883639 |
|
(State or Other Jurisdiction of |
|
(I.R.S. Employer |
5402 Parkdale Drive, Suite 101, Minneapolis, Minnesota 55416
(Address of Principal Executive Offices, including Zip Code)
(952) 215-0660
(Issuer’s Telephone Number, including Area Code)
Securities registered pursuant to Section 12(b) of the Exchange Act:
None
Securities registered pursuant to Section 12(g) of the Exchange Act:
Common Stock ($0.01 par value)
(Title of Class)
Check whether the issuer is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act. o
Check whether the issuer: (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 ý No o
Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-B contained in this form, and no disclosure will be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-KSB or any amendment to this Form 10-KSB. o
Indicated by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act)
Yes o No ý
The issuer’s revenues for its most recent fiscal year were $36,204,536.
The aggregate market value of the common equity held by non-affiliates of the issuer as of March 1, 2006 was approximately $40,409,687.
As of March 1, 2006, the issuer had outstanding 13,226,526 shares of common stock.
DOCUMENTS INCORPORATED BY REFERENCE
None.
Transitional Small Business Disclosure Format:
Yes o No ý.
EXPLANATORY NOTE
We are filing this Annual Report on Form 10-KSB/A for the fiscal year ended December 27, 2005, to present an updated security ownership table. This Form 10-KSB/A amends only Item 11. The remaining items are unaffected by this amendment, have not been updated and are not reproduced in this Form 10-KSB/A. In addition, this Form 10-KSB/A contains currently-dated certifications from our Chief Executive Officer and our Chief Financial Officer, as required by Sections 302 and 906 of the Sarbanes-Oxley Act of 2002.
TABLE OF CONTENTS
|
|
i
ITEM 11 SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The following table sets forth certain information regarding beneficial ownership of our common stock as of March 1, 2006, by (a) each person who is known to us to own beneficially more than five percent of our common stock, (b) each director, (c) our Named Executive Officers (as defined herein), and (d) all executive officers and directors as a group. Unless otherwise noted, each person identified below possesses sole voting and investment power with respect to such shares. Except as described elsewhere herein, we know of no agreements among our shareholders that relate to voting or investment power with respect to our common stock.
|
Name and Address of |
|
Shares |
|
Percentage |
|
|
Steven J. Wagenheim (3) (4) |
|
1,958,710 |
(5) |
14.6 |
% |
|
Arthur E. Pew III (3) |
|
1,843,312 |
(6) |
13.9 |
% |
|
William E. Burdick (3) |
|
1,716,500 |
(7) |
12.9 |
% |
|
Brewing Ventures LLC |
|
1,662,500 |
|
12.6 |
% |
|
Bluestem Capital Partners III Limited Partnership (8) |
|
1,481,780 |
(9) |
11.2 |
% |
|
Andrew J. Redleaf (10)(11) |
|
1,060,360 |
(12) |
7.9 |
% |
|
Solstice Capital Management, LLC (13)(14) |
|
961,617 |
(15) |
7.2 |
% |
|
Gary M. Winston (13)(14) |
|
961,617 |
(15) |
7.2 |
% |
|
Perkins Capital Management, Inc. (16) |
|
884,431 |
(17) |
6.6 |
% |
|
Whitebox Intermarket Partners, L.P.(11) |
|
805,557 |
(12) |
6.0 |
% |
|
Eugene E. McGowan (18) |
|
400,597 |
(19) |
3.0 |
% |
|
Timothy R. Cary |
|
254,666 |
(20) |
1.9 |
% |
|
Dermot F. Rowland |
|
113,381 |
(21) |
|
* |
|
Bruce H. Senske |
|
96,327 |
(22) |
|
* |
|
James G. Gilbertson |
|
75,000 |
(23) |
|
* |
|
James J. Hughes |
|
53,333 |
(20) |
|
* |
|
Monica A. Underwood |
|
52,500 |
(20) |
|
* |
|
All directors and executive officers as a group (10 persons) (24) |
|
3,260,326 |
(25) |
22.9 |
% |
* Represents less than one percent.
|
(1) |
Unless otherwise indicated, the address of each shareholder is c/o Granite City Food & Brewery Ltd., 5402 Parkdale Drive, Suite 101, Minneapolis, Minnesota 55416. |
|
(2) |
Percent of common stock is based on 13,226,526 shares of common stock issued and outstanding on March 1, 2006. Beneficial ownership is determined in accordance with the rules of the SEC and includes voting or investment power with respect to securities. Securities “beneficially owned” by a person may include securities owned by or for, among others, the spouse, children or certain other relatives of such person as well as other securities as to which the person has or shares voting or investment power or has the option or right to acquire within 60 days of March 1, 2006. Shares issuable pursuant to the exercise of warrants and the exercise of options are deemed outstanding for computing the |
1
|
|
percentage of the person holding such securities but are not deemed outstanding for computing the percentage of any other person. |
|
(3) |
Messrs. Wagenheim and Pew, two members of our board of directors, and Mr. Burdick, a former member of our board of directors, are members of Brewing Ventures LLC who collectively own 75% of its membership interests. As a result, they may be deemed to be the indirect beneficial owners of the securities it holds. The number of shares reported herein as beneficially owned by such individuals includes the securities held by Brewing Ventures. |
|
(4) |
Mr. Wagenheim owns 70% of New Brighton Ventures, Inc. As a result, he may be deemed to be the indirect beneficial owner of the securities it holds. The number of shares reported herein as beneficially owned by Mr. Wagenheim includes the securities held by New Brighton Ventures. |
|
(5) |
Includes 175,000 shares purchasable by Mr. Wagenheim upon the exercise of options. |
|
(6) |
Includes 207 shares owned by Mr. Pew’s spouse, 414 shares owned by trusts for the benefit of Mr. Pew’s grandchildren, over which Mr. Pew is sole trustee, and 60,000 shares purchasable by Mr. Pew upon the exercise of options. |
|
(7) |
Includes 54,000 shares purchasable by Mr. Burdick upon the exercise of options. |
|
(8) |
The address of this shareholder is 122 South Phillips Avenue, Suite 300, Sioux Falls, SD 57104. |
|
(9) |
As set forth in Schedule 13D/A filed with the SEC by Bluestem Capital Partners III Limited Partnership on February 25, 2005. |
|
(10) |
Based upon his Schedule 13G, filed December 9, 2004, Mr. Redleaf has beneficial ownership or control of Whitebox Intermarket Partners. The number of shares reported herein as beneficially owned by Mr. Redleaf includes securities held by Whitebox. |
|
(11) |
The address of this shareholder is 3033 Excelsior Blvd., Suite 300, Minneapolis, MN 55416. |
|
(12) |
Includes 201,224 shares purchasable by Whitebox upon the exercise of warrants. |
|
(13) |
The address of this shareholder is 975 South Eliseo Drive, Greenbrae, CA 94904. |
|
(14) |
As set forth in Schedule 13G filed with the SEC by Solstice Capital Management, LLC (“Solstice”) and Gary M. Winston on November 10, 2005. The Schedule 13G reports that Solstice is a registered investment adviser whose clients have the right to receive, or the power to direct the receipt of, proceeds from the sale of the shares. The Schedule 13G reports that Mr. Winston is the controlling owner and manager of Solstice. As a result, he may be deemed to be the indirect beneficial owner of the securities it holds. The number of shares reported herein as beneficially owned by Mr. Winston includes the securities held by Solstice. The Schedule 13G reports that Solstice and Mr. Winston have shared voting power over 671,059 shares and shared dispositive power over 961,617 shares. |
|
(15) |
Includes 69,550 shares purchasable upon the exercise of warrants. |
|
(16) |
The address of this shareholder is 730 East Lake Street, Wayzata, MN 55391. |
|
(17) |
As set forth in Schedule 13G/A filed with the SEC by Perkins Capital Management, Inc. on January 27, 2006. Includes 109,230 shares purchasable upon the exercise of warrants. The Schedule 13G reports that these shares are owned by investment advisory clients of Perkins Capital Management. The Schedule 13G reports that these shares represent 395,601 shares over which such entity has sole voting power and 884,431 shares over which such entity has sole dispositive power. Perkins Capital Management, Inc. disclaims beneficial ownership over all shares held for clients. |
|
(18) |
Mr. McGowan, a member of our board of directors, has a business relationship with Granite Partners, L.L.C. such that he may be deemed to be the indirect beneficial owner of the securities held by such entity. Mr. McGowan’s address is 308 E. Pennbrook Circle, Sioux Falls, SD 57108. |
|
(19) |
Includes 15,128 shares owned by Granite Partners, 170,215 shares purchasable by Granite Partners upon the exercise of warrants and 45,000 shares purchasable by Mr. McGowan upon the exercise of options. |
|
(20) |
Represents shares purchasable upon the exercise of options. |
|
(21) |
Includes 6,400 shares purchasable by Mr. Rowland upon the exercise of warrants and 15,000 shares purchasable by Mr. Rowland upon the exercise of options. |
|
(22) |
Includes 4,308 shares purchasable by Mr. Senske upon the exercise of warrants and 60,000 shares purchasable by Mr. Senske upon the exercise of options. |
|
(23) |
Includes 30,000 shares purchasable by Mr. Gilbertson upon the exercise of options. |
|
(24) |
Includes securities held by Brewing Ventures, New Brighton Ventures, Mr. Pew’s spouse, trusts for the benefit of Mr. Pew’s grandchildren, and Granite Partners. |
|
(25) |
Includes 180,923 shares purchasable upon the exercise of warrants and 820,499 shares purchasable upon the exercise of options. |
Equity Compensation Plan Information
The following table provides information as of the end of fiscal year 2005 with respect to compensation plans under which our equity securities are authorized for issuance.
2
|
|
|
Number of securities to be |
|
Weighted-average |
|
Number of securities |
|
|
|
Equity compensation plans approved by security holders |
|
1,529,500 |
|
$ |
3.64 |
|
605,308 |
(1) |
|
Equity compensation plans not approved by security holders |
|
564,373 |
(2) |
$ |
3.02 |
|
0 |
|
|
Total |
|
2,093,873 |
|
$ |
3.47 |
|
605,308 |
|
(1) Represents (a) 35,500 shares remaining available for future issuance under our 1997 Stock Option Plan; (b) 178,500 shares remaining available for future issuance under our 1997 Director Stock Option Plan; and (c) 391,308 shares remaining available for future issuance under our 2002 Equity Incentive Plan. On January 1st of each year, the aggregate number of shares of stock that may be awarded under the 2002 Equity Incentive Plan automatically increases by the greater of (a) 80,000 shares of stock or (b) 2.0% of the outstanding shares of stock on such date. As a result, 655,839 shares were available for future issuance under our 2002 Equity Incentive Plan as of January 1, 2006.
(2) Represents (a) an aggregate of 40,500 shares of common stock underlying ten-year options exercisable at $1.65 per share issued on December 27, 2001, to certain employees, including an executive officer, an executive officer who also serves as a director and a former executive officer who also served as a director; (b) an aggregate of 20,000 shares of common stock underlying ten-year options exercisable at $2.45 per share issued on February 11, 2003 to a former executive officer who also served as a director; (c) an aggregate of 282,707 shares of common stock underlying five-year warrants exercisable at $1.58 per share, 214,327 of which were originally issued in the fourth quarter of 2002 and 68,380 of which were issued in the first half of 2003, pursuant to the terms of an agency agreement; (d) an aggregate of 130,730 shares of common stock underlying five-year warrants exercisable at $5.00 per share, 29,618 of which were originally issued September 17, 2004 and 101,112 of which were issued November 4, 2004; (e) an aggregate of 55,436 shares of common stock underlying five-year warrants exercisable at $6.50 per share issued October 21, 2005; and (f) an aggregate of 12,000 shares of common stock underlying five-year warrants exercisable at $2.85 per share, an aggregate of 10,000 shares of common stock underlying five-year warrants exercisable at $3.40 per share, an aggregate of 8,000 shares of common stock underlying five-year warrants exercisable at $4.40 per share and an aggregate of 5,000 shares of common stock underlying five-year warrants exercisable at $5.40 per share issued May 12, 2003 pursuant to the terms of a financial advisory services agreement.
3
In accordance with Section 13 or 15(d) of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Minneapolis, State of Minnesota on March 30, 2006.
|
|
GRANITE CITY FOOD & BREWERY LTD. |
|
|
|
|
|
|
|
By |
/s/ STEVEN J. WAGENHEIM |
|
|
|
Steven J. Wagenheim |
|
|
|
President and Chief Executive Officer |
|
|
|
(Principal Executive Officer) |
In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant, and in the capacities and on the date indicated.
|
Signature |
|
Title |
|
Date |
|
|
|
|
|
|
|
/s/ STEVEN J. WAGENHEIM |
|
President, Chief Executive Officer |
|
March 30, 2006 |
|
Steven J. Wagenheim |
|
and Director (Principal Executive |
|
|
|
|
|
Officer) |
|
|
|
|
|
|
|
|
|
/s/ DANIEL H. BAUER |
|
Chief Financial Officer (Principal Financial |
|
March 30, 2006 |
|
Daniel H. Bauer |
|
Officer and Principal Accounting Officer) |
|
|
|
|
|
|
|
|
|
* |
|
Director |
|
|
|
Arthur E. Pew III |
|
|
|
|
|
|
|
|
|
|
|
* |
|
Director |
|
|
|
James G. Gilbertson |
|
|
|
|
|
|
|
|
|
|
|
* |
|
Director |
|
|
|
Bruce H. Senske |
|
|
|
|
|
|
|
|
|
|
|
* |
|
Director |
|
|
|
Eugene E. McGowan |
|
|
|
|
|
|
|
|
|
|
|
* |
|
Director |
|
|
|
Dermot F. Rowland |
|
|
|
|
|
* By |
/s/ DANIEL H. BAUER |
|
March 30, 2006 |
|
|
Daniel H. Bauer |
||
|
|
Attorney-in-fact |
||
4
|
Exhibit |
|
|
|
Number |
|
Description |
|
|
|
|
|
3.1 |
|
Articles of Incorporation of the Registrant, as amended (incorporated by reference to our Quarterly Report on Form 10-QSB, filed on November 13, 2002 (File No. 000-29643)). |
|
3.2 |
|
By-laws of the Registrant (incorporated by reference to our Annual Report on Form 10-KSB, filed on March 24, 2005 (File No. 000-29643)). |
|
4.1 |
|
Reference is made to Exhibits 3.1 and 3.2. |
|
4.2 |
|
Specimen common stock certificate (incorporated by reference to our Current Report on Form 8-K, filed on September 20, 2002 (File No. 000-29643)). |
|
10.1 |
|
Granite City Food & Brewery Ltd. 1997 Stock Option Plan (incorporated by reference to our Registration Statement on Form SB-2, filed on December 22, 1999 (File No. 333-93459)). |
|
10.2 |
|
Granite City Food & Brewery Ltd. 1997 Director Stock Option Plan, as amended effective November 4, 2004 (incorporated by reference to our Current Report on Form 8-K filed on November 4, 2004 (File No. 000-29643)). |
|
10.3 |
|
Granite City Food & Brewery Ltd. 2002 Equity Incentive Plan, as amended effective November 4, 2004 (incorporated by reference to our Current Report on Form 8-K filed on November 4, 2004 (File No. 000-29643)). |
|
10.4 |
|
Executive Employment Agreement by and between the Registrant and Steven J. Wagenheim, dated June 15, 2005 (incorporated by reference to our Current Report on Form 8-K/A, filed on June 16, 2005 (File No. 000-29643)). |
|
10.5 |
|
Lease by and between the Registrant and St. Cloud Investments L.L.P., dated July 29, 1998 (including Addendum to Lease and Guaranty) (incorporated by reference to our Registration Statement on Form SB-2, filed on December 22, 1999 (File No. 333-93459)). |
|
10.6 |
|
Lease by and between the Registrant and GCI Capital, Inc., dated May 19, 1999 (incorporated by reference to our Registration Statement on Form SB-2, filed on December 22, 1999 (File No. 333-93459)). |
|
10.7 |
|
Agreement to Lease between the Registrant and Barclay, Ltd., effective November 14, 1999 (incorporated by reference to our Registration Statement on Form SB-2, filed on December 22, 1999 (File No. 333-93459)). |
|
10.8 |
|
License Purchase Agreement by and between the Registrant and CNJ Distributing Corp., dated December 20, 1999 (incorporated by reference to our Registration Statement on Form SB-2, filed on December 22, 1999 (File No. 333-93459)). |
|
10.9 |
|
Amendment to License Purchase Agreement by and between the Registrant and CNJ Distributing Corp., dated January 18, 2000 (incorporated by reference to Amendment No. 2 of our Registration Statement on Form SB-2, filed on February 22, 2000 (File No. 333-93459)). |
|
10.10 |
|
Lease by and between the Registrant and Sioux Falls Investments, L.L.P., dated June 14, 2000 (including Guaranty) (incorporated by reference to our Quarterly Report on Form 10-QSB, filed on August 4, 2000 (File No. 000-29643)). |
|
10.11 |
|
Ground Lease by and between the Registrant and West Acres Development, LLP, dated January 18, 2001 (incorporated by reference to our Annual Report on Form 10-KSB, filed on April 2, 2001 (File No. 000-29643)). |
|
10.12 |
|
Capital Equipment Lease by and between the Registrant and the GCI Capital, Inc., dated June 15, 2001 (incorporated by reference to our Quarterly Report on Form 10-QSB, filed on August 9, 2001 (File No. 000-29643)). |
|
10.13 |
|
Loan Agreement by and between the Registrant and First National Bank, Pierre, South Dakota, dated July 19, 2001 (incorporated by reference to our Quarterly Report on Form 10-QSB, filed on August 9, 2001 (File No. 000-29643)). |
|
10.14 |
|
Agreement Concerning Guaranty by and between the Registrant and Steven Wagenheim, Arthur E. Pew III and William Burdick, dated July 17, 2001 (incorporated by reference to our Quarterly Report on Form 10-QSB, filed on August 9, 2001 (File No. 000-29643)). |
|
10.15 |
|
Form of Common Stock Purchase Warrant issued by the Registrant to Aethlon Capital, LLC and NDX Financial Services (incorporated by reference to our Quarterly Report on Form 10-QSB, filed on November 13, 2002 (File No. 000-29643)). |
E-1
|
10.16 |
|
Development Agreement between Donald A. Dunham, Jr. and the Registrant, dated October 22, 2002 (incorporated by reference to our Annual Report on Form 10-KSB, filed on March 28, 2003 (File No. 000-29643)). |
|
10.17 |
|
Assignment Agreement among Donald A. Dunham, Jr., Dunham Capital Management, L.L.C. and the Registrant, dated October 22, 2002 (incorporated by reference to our Annual Report on Form 10-KSB, filed on March 28, 2003 (File No. 000-29643)). |
|
10.18 |
|
Correspondence from Dunham Capital Management, L.L.C. to the Registrant, dated March 17, 2003 (incorporated by reference to our Annual Report on Form 10-KSB, filed on March 28, 2003 (File No. 000-29643)). |
|
10.19 |
|
Form of Non-Qualified Stock Option Agreement between the Registrant and certain employees of the Registrant, dated December 27, 2001 (incorporated by reference to our Annual Report on Form 10-KSB, filed on March 28, 2003 (File No. 000-29643)). |
|
10.20 |
|
Loan Agreement between the Registrant and First National Bank, dated August 28, 2003 (incorporated by reference to our Quarterly Report on Form 10-QSB, filed on November 12, 2003 (File No. 000-29643)). |
|
10.21 |
|
Term Note for the principal sum of $750,000 issued by the Registrant, Maker, to First National Bank, Payee, dated August 28, 2003 (incorporated by reference to our Quarterly Report on Form 10-QSB, filed on November 12, 2003 (File No. 000-29643)). |
|
10.22 |
|
Security Agreement between the Registrant and First National Bank, dated August 28, 2003 (incorporated by reference to our Quarterly Report on Form 10-QSB, filed on November 12, 2003 (File No. 000-29643)). |
|
10.23 |
|
Business Loan Agreement between the Registrant and First National Bank, dated April 14, 2004 (incorporated by reference to our Quarterly Report on Form 10-QSB, filed on May 3, 2004 (File No. 000-29643)). |
|
10.24 |
|
Promissory Note for the principal sum of $750,000 issued by the Registrant, Borrower, to First National Bank, Lender, dated April 14, 2004 (incorporated by reference to our Quarterly Report on Form 10-QSB, filed on May 3, 2004 (File No. 000-29643)). |
|
10.25 |
|
Commercial Guarantee Agreement between the Registrant, Borrower, First National Bank, Lender, and Steven J. Wagenheim, Guarantor, dated April 14, 2004 (incorporated by reference to our Quarterly Report on Form 10-QSB, filed on May 3, 2004 (File No. 000-29643)). |
|
10.26 |
|
Securities Purchase Agreement between the Registrant and the Investors named as signatories thereto, dated September 17, 2004 (incorporated by reference to our Registration Statement on Form S-3, filed October 15, 2004 (File No. 333-119768)). |
|
10.27 |
|
Lease - Business Property Agreement between the Registrant and Ellsworth Development Corp., dated December 13, 2004 (incorporated by reference to our Current Report on Form 8-K, filed December 14, 2004 (File No. 000-29643)). |
|
10.28 |
|
Form of Non-qualified Stock Option Agreement under the Registrant’s 1997 Stock Option Plan (incorporated by reference to our Current Report on Form 8-K, filed on March 21, 2005 (File No. 000-29643)). |
|
10.29 |
|
Form of Stock Option Agreement under the Registrant’s 1997 Stock Option Plan (incorporated by reference to our Current Report on Form 8-K, filed on March 21, 2005 (File No. 000-29643)). |
|
10.30 |
|
Form of Stock Option Agreement under the Registrant’s 1997 Director Stock Option Plan (incorporated by reference to our Current Report on Form 8-K, filed on March 21, 2005 (File No. 000-29643)). |
|
10.31 |
|
Form of Non-qualified Stock Option Agreement under the Registrant’s 2002 Equity Incentive Plan (incorporated by reference to our Current Report on Form 8-K, filed on March 21, 2005 (File No. 000-29643)). |
|
10.32 |
|
Form of Incentive Stock Option Agreement under the Registrant’s 2002 Equity Incentive Plan (incorporated by reference to our Current Report on Form 8-K, filed on March 21, 2005 (File No. 000-29643)). |
|
10.33 |
|
Securities Purchase Agreement between the Registrant and the Investors named as signatories thereto, dated October 21, 2005 (incorporated by reference to our Current Report on Form 8-K, filed on October 21, 2005 (File No. 000-29643)). |
E-2
|
10.34 |
|
Executive Employment Agreement by and between the Registrant and Daniel H. Bauer, dated August 17, 2005 (incorporated by reference to our Quarterly Report on Form 10-QSB, filed on November 14, 2005 (File No. 000-29643)). |
|
21 |
|
Subsidiaries.* |
|
23 |
|
Consent of Independent Registered Public Accounting Firm.* |
|
24 |
|
Powers of Attorney.* |
|
31.1 |
|
Certification by Steven J. Wagenheim, President and Chief Executive Officer of the Registrant, pursuant to Exchange Act Rule 13a-14, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
|
31.2 |
|
Certification by Daniel H. Bauer, Chief Financial Officer of the Registrant, pursuant to Exchange Act Rule 13a-14, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
|
32.1 |
|
Certification by Steven J. Wagenheim, President and Chief Executive Officer of the Registrant, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
|
32.2 |
|
Certification by Daniel H. Bauer, Chief Financial Officer of the Registrant, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
* Previously filed.
E-3