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| | Business Summary: CNS Response, Inc., a life sciences company, focuses on the commercialization of a patented system that guides psychiatrists and other physicians in determining medications for patients with behavioral (mental or addictive) disorders. | | | Address
2755 Bristol St., Suite 285
Costa Mesa
, CA 92626
Phone: 714-545-3288
Fax: 866-294-2611
Website: http://www.cnsresponse.com
| | Auditor |
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Cacciamatta Accountancy Corporation
Irvine | | Transfer Agent |
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American Stock Transfer & Trust Co.
| Employees: 21
ShareHolders: 354 | Founded: 1984
Domicile: Delaware | | | |
| | CNS Response, Inc., a life sciences company, focuses on the commercialization of a patented system that guides psychiatrists and other physicians in determining medications for patients with behavioral (mental or addictive) disorders. The company's technology, Referenced-EEG (rEEG) provides medical professionals with medication sensitivity data for a subject patient based upon the identification and correlation of treatment outcome information from other patients with similar neurophysiologic characteristics, which are contained in a proprietary outcomes database. It also offers laboratory information services, including rEEG reports based on quantitative EEG data supplied by the physician or an independent testing service. The company was founded in 2000 and is based in Costa Mesa, California. | | History: INCORPORATED in Delaware Mar. 20, 1987, as Age Research, Inc.; and on Apr. 30, 1987, merged its parent, Volt Research, Inc., a Utah corporation. Name changed to SalesTactix, Inc. Aug. 2, 2004, to Strativation, Inc. Sept. 7, 2005, and to CNS Response, Inc. Mar. 7, 2007 (through the merger of a wholly owned subsidiary of that name, which was organized in Delaware on Jan. 19, 2007).
Volt Research was incorporated in Utah July 10, 1984, as Mammon Oil & Gas, Inc.; name changed to Volt Research, Inc. Feb. 26, 1986.
March 7, 2007, acquired CNS Response, Inc., a California corporation organized on Jan. 11, 2000 (CNS California), through the merger of a wholly owned subsidiary of the company into CNS California. In the merger, the issued and outstanding Common shares of CNS California were converted into an aggregate of 9,845,132 Common shares of the company, and the issued and outstanding shares of Series A and B Preferred stock of CNS California were converted into 5,993,515 and 1,905,978 Common shares of the company, respectively. | | | | Subsidiaries: |
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CNS Response, Inc. (California)
Colorado CNS Response, Inc.
Neuro-Therapy Clinic, P.C.
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Management
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| Officers | Position |
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| Leonard J. Brandt | Chairman, Secretary, Chief Financial Officer, Chief Executive Officer & Chief Accounting Officer | | George C. Carpenter, IV | President | | Marty Tullio | Investor Relations Contact |
| | Directors |
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| Leonard J. Brandt | | Henry T. Harbin | | David B. Jones | | Jerome Vaccaro | | | |
| | | | Capitalization as of 09/30/2008: | | | | | Authorized Shares | Outstanding Shares |
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| Common $0.001 par | 750,000,000 | 25,299,547 |
| | | | LONG TERM DEBT: $126,300. | | | | Common $0.001 par | | | |
Stockholders:
01/06/2008,
354.
| | PRINCIPAL STOCKHOLDERS: May 17, 2007, Leonard Brandt owned or controlled 29.7% of the Common, David B. Jones 16.4% and Heartland Value Fund 9.1%. | | | |
Transfer Agent: American Stock Transfer & Trust Co.
New York
, NY | | | | OTC Bulletin Board( Primary): CNSO | | | | Exchange | Year | High | Low |
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| OTC Bulletin Board | 2008 | 3.0000 | 0.5100 | | OTC Bulletin Board | 2007 | 4.5000 | 0.7000 | | OTC Bulletin Board | 2006 | 8.5000 | 1.5000 | | OTC Bulletin Board | 2005 | 5.0000 | 1.5000 |
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| | | | DIVIDENDS: Common $0.001 par: No cash.
Common reverse split 1-for-50, Jan. 10, 2007. | | | | | |
| | Annual Report |
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| | | Income Statement | |
| 2008 | 2007 |
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| REVENUES |
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| | Laboratory Information Services | 178,500 | 238,400 | | Clinical Services | 595,000 | - | | Total Revenues | 773,500 | 238,400 | | EXPENSES |
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| | Cost of Laboratory Service Revenues | (163,200) | (166,200) | | Sales and Marketing | (881,400) | (123,600) | | General and Administrative | (3,105,700) | (1,775,600) | | Research and Development | (2,097,300) | (1,442,600) | | Interest Income, Net | 104,000 | (115,600) | | Others | - | 106,900 | | Earnings before Taxes | (5,370,100) | (3,278,300) | | TAXES AND OTHER EXPENSES |
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| | Provision for Income Tax | (1,400) | (800) | | Net Income (Loss) | (5,371,500) | (3,279,100) | | SUPPLEMENTARY INFO |
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| | Operating Income (Loss) | (5,474,100.00) | (3,269,600.00) | | Basic Eps-continuing Operations | (0.21) | (0.17) | | Diluted Eps-continuing Operations | (0.21) | (0.17) |
| | | | Balance Sheet | |
| 2008 | 2007 |
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| Assets- |
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| | CURRENT ASSETS |
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| | Cash | 1,997,000 | 5,790,100 | | Accounts Receivables | 98,200 | 59,200 | | Prepaids and other | 189,400 | 159,000 | | Total Current Assets | 2,284,600 | 6,008,300 | | NON CURRENT ASSETS |
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| | Goodwill | 320,200 | - | | Other Assets | 28,700 | 4,100 | | Total Assets | 2,633,500 | 6,012,400 | | Liabilities- |
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| | CURRENT LIABILITIES |
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| | Accounts Payable | 335,700 | 219,400 | | Accrued Patient Costs | 397,500 | - | | Deferred Compensation | 264,900 | 73,400 | | Accrued Liabilities | 207,500 | 207,500 | | Accrued Interest | 42,600 | 35,800 | | Accrued Consulting Fees | 67,600 | 73,200 | | Convertible Promissory Notes | 50,000 | 50,000 | | Current Portion of Long-term Debt | 88,500 | - | | Total Current Liabilities | 1,454,300 | 659,300 | | NON CURRENT LIABILITIES |
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| | Notes Payable to officer | 118,600 | - | | Capital Leases | 7,700 | - | | SHAREHOLDERS' EQUITY |
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| | Common Stock-par Value | 25,300 | 25,300 | | Additional Paid in Capital | 17,701,300 | 16,630,000 | | Accumulated Deficit | (16,673,700) | (11,302,200) | | Total Shareholders Equity | 1,052,900 | 5,353,100 | | Total Liabilities & Shareholders Equity | 2,633,500 | 6,012,400 |
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| | Interim Report
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| | | Data Not Available | | | | | | | | | |
| | Pro Forma Report
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| | | Data Not Available | | | | | | | | | |
| | Quarterly Report Information
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| | | Quarterly Revenue, US$ |
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| Year | Quarter | Revenue | | 2009 |
1 | 170,000 | | 2008 |
1 | 60,000 | | 2008 |
2 | 220,000 | | 2008 |
3 | 230,000 | | 2008 |
4 | 260,000 | | 2008 |
Full Year
| 770,000 | | 2007 |
3 | 69,800,000 | | 2007 |
Full Year
| 240,000 |
| | | | | | Quarterly Net Income, US$ |
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| Year | Quarter | Revenue | | 2009 |
1 | (1,430,000) | | 2008 |
1 | (1,010,000) | | 2008 |
2 | (1,310,000) | | 2008 |
3 | (1,600,000) | | 2008 |
4 | (1,450,000) | | 2008 |
Full Year
| (5,370,000) | | 2007 |
3 | (500,000) | | 2007 |
Full Year
| (3,280,000) | | 2006 |
Full Year
| 80,000 |
| | | | | | Quarterly EPS, US$ |
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| Year | Quarter | Revenue | | 2009 |
1 | (.06) | | 2008 |
1 | (.04) | | 2008 |
2 | (.05) | | 2008 |
3 | (.06) | | 2008 |
4 | (.06) | | 2008 |
Full Year
| (.21) | | 2007 |
3 | (.02) | | 2007 |
Full Year
| (.17) |
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