UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment No. 1 to
FORM 10-Q/A
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended February 29, 2000
OR
( ) 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: 0-028259
DESTINY MEDIA TECHNOLOGIES INC.
(Exact name of registrant as specified in its charter)
Colorado 84-1516745
- -------- ----------
(State or other jurisdiction of (IRS Employer Identification Number)
incorporation or organization)
555 West Hastings Street, Suite 950, Vancouver, British Columbia Canada V6B 4N4
-------------------------------------------------------------------------------
(Address of Principal Executive Offices)
Registrant's telephone number, including area code: (604) 609-7736
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 since May 16, 1992 and (2) has been subject to the above filing
requirements for the past 90 days.
Yes X No
--- ---
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents
and reports required to be filed by Sections 12, 13, or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.
Yes ___ No ___
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of February 29, 2000. Common Stock, no par value 22,501,000
Shares.
Item 1. Financial Statements
Interim Consolidated Financial Statements of
DESTINY MEDIA TECHNOLOGIES INC.
(A Development Stage Company)
(Expressed in U.S. Dollars)
February 29, 2000
DESTINY MEDIA TECHNOLOGIES INC.
(A Development Stage Company)
Interim Consolidated Balance Sheet
(Expressed in U.S. Dollars)
February 29, August 31,
2000 1999
--------------- ---------------
(unaudited)
Assets
Current asset:
Cash $ 890,266 $ -
Accounts receivable 2,930 -
Shareholder loans 147,656 -
Prepaids 20,490 -
--------------- ---------------
Total current assets 1,061,342 -
Property and equipment, net 98,139 -
Intellectual property 156,396 594,236
Products under development 142,997 -
Goodwill 107,645 -
--------------- ---------------
$ 1,566,519 $ 594,236
=============== ===============
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable and accrued liabilities $ 4,735 $ -
Loans payable - 594,236
--------------- ---------------
4,735 594,236
Long-term debt 197,996 -
Stockholders' equity:
Common stock, authorized 100,000,000
shares, with a par value of
$0.001 per share; with 22,501,000
sharesissued and outstanding at
February 29, 2000 22,501 5,950
Additional paid-in capital 1,806,524 53,550
Deficit accumulated during the development
stage (461,687) (59,500)
Cumulative translation adjustment (3,550) -
--------------- ---------------
Total stockholders' equity 1,363,788 -
--------------- ---------------
$ 1,566,519 $ 594,236
=============== ===============
See accompanying notes to interim consolidated financial statements.
1
DESTINY MEDIA TECHNOLOGIES INC.
(A Development Stage Company)
Interim Consolidated Statements of Operations
(Expressed in U.S. Dollars)
Period from
August 24, 1998
Six months ended Three months ended (inception)
February 29, February 28, February 29, February 28, to February 29,
2000 1999 2000 1999 2000
---------------------------- ---------------------------- ------------
(unaudited) (unaudited) (unaudited)
Sales $ 3,680 $ - $ 3,680 $ - $ 3,680
Operating expenses
Advertising and promotion 23,764 - 23,260 - 23,764
Amortization 34,905 - 32,288 - 34,905
Bank charges and interest 1,976 - 1,038 - 1,976
Consulting 5,132 - 4,451 - 5,132
Filings and listings 75 450 75 - 525
Financing 16,832 - 3,634 - 16,832
Management fees 54,951 15,292 41,792 7,500 93,909
Marketing 47,175 - 33,279 - 47,175
Meals and entertainment 1,371 - 1,096 - 1,371
Office and miscellaneous 6,684 4,005 5,588 2,130 16,058
Professional fees 21,506 1,394 17,893 1,000 23,474
Rent 17,430 2,600 12,871 1,600 25,430
Repairs and maintenance 482 - 278 - 482
Shareholder relations & transfer agent 5,052 450 4,858 150 5,802
Subcontracts 16,680 - 16,680 - 16,680
Trademark 5,810 - 4,354 - 5,810
Telephone and telecommunications 11,725 - 8,473 - 11,725
Travel 5,224 - 5,091 - 5,224
Wages and benefits 97,238 - 67,939 - 97,238
Write-off of in-process research and
development 33,846 - - - 33,846
----------- ----------- ----------- ----------- -----------
407,858 24,191 284,938 12,380 467,358
Interest income 1,991 - 913 - 1,991
----------- ----------- ----------- ----------- -----------
Loss for the period $ (402,187) $ (24,191) $ (280,345) $ (12,380) (461,687)
=========== =========== =========== =========== ===========
Net loss per common share, basic
and diluted $ (0.020) $ (0.001) $ (0.013) $ (0.001) $ (0.025)
=========== =========== =========== =========== ===========
Weighted average common shares
outstanding, basic and diluted 20,316,549 17,850,000 21,544,956 17,850,000 18,639,391
=========== =========== =========== =========== ===========
See accompanying notes to interim consolidated financial statements.
2
DESTINY MEDIA TECHNOLOGIES INC.
(A Development Stage Company)
Interim Consolidated Statement of Stockholders' Equity
(Expressed in U.S. Dollars)
For the six months ended February 29, 2000
Period from August 24, 1998 (inception) to February 29, 2000
Deficit
Accumulated
Common Stock Other During Cumulative Total
-------------------- Paid-In Development Translation Stockholders'
Shares Amount Capital Stage Adjustment Equity
--------- ------- ----------- ------------ ---------- -------------
Balance, August 24, 1998 - $ - $ - $ - $ - $ -
Common stock issued for
cash 17,850,000 17,850 41,650 - - 59,500
Net loss - - - (59,500) - (59,500)
--------- ------- ----------- ------------ ---------- -------------
Balance, August 31, 1999 17,850,000 17,850 41,650 (59,500) - -
Common stock issued for
cash 1,360,276 1,360 1,148,302 - - 1,149,662
Common stock issued on
acquisition 1,800,000 1,800 (1,200) - - 600
Common stock issued for
retirement of debt 1,490,724 1,491 617,772 - - 619,263
Cumulative translation
adjustment - - - - (3,550) (3,550)
Net loss - - - (402,187) - (402,187)
--------- ------- ----------- ------------ ---------- -------------
Unaudited balance,
February 29, 2000 22,501,000 $22,501 $ 1,806,524 $ (461,687) $ (3,550) $ 1,363,788
========== ======= =========== ============ =========== ============
See accompanying notes to interim consolidated financial statements.
3
DESTINY MEDIA TECHNOLOGIES INC.
(A Development Stage Company)
Interim Consolidated Statement of Cash Flows
(Expressed in U.S. dollars)
Period from
August 24, 1998
Six months ended Three months ended (inception)
February 29, February 28, February 29, February 28, to February 29,
2000 1999 2000 1999 2000
---------------------------- ---------------------------- ------------
(unaudited) (unaudited) (unaudited)
Cash flows from operating activities:
Operations:
Loss for the period $ (402,187) $ (24,191) $ 80,345) $ (12,380) (461,687)
Items not involving cash:
Depreciation 34,905 - 32,288 - 34,905
Write-off of in-process research
and development 33,846 - - - 33,846
Changes in operating asset and
liabilities:
Accounts receivable 5,792 - (1,733) - 5,792
Prepaid expenses (20,490) - (12,308) - (20,490)
Accounts payable (10,104) - (7,254) - (10,104)
----------- ----------- ----------- ----------- -----------
Net cash used in operating activities (358,238) (24,191) (269,352) (12,380) (417,738)
----------- ----------- ----------- ----------- -----------
Cash flows from investing activities:
Cash acquired on acquisition 250,719 - - - 250,719
Purchase of property and equipment (23,405) - (14,916) - (23,405)
----------- ----------- ----------- ----------- -----------
Net cash provided by investing activities 227,314 - (14,916) - 227,314
----------- ----------- ----------- ----------- -----------
Cash flows from financing activities:
Long-term debt 22,734 - 3,452 - 22,734
Shareholder loan (147,656) - (99,773) - (147,656)
Net proceeds from issuances of
common stock and subscriptions 1,149,662 - 1,000,000 - 1,209,162
----------- ----------- ----------- ----------- -----------
Net cash provided by financing activities 1,024,740 - 903,679 - 1,084,240
----------- ----------- ----------- ----------- -----------
Net increase (decrease) in cash and
cash equivalents during the period 893,816 (24,191) 619,411 (12,380) 893,816
Effect of foreign exchange rate changes on cash (3,550) - (10,029) - (3,550)
Cash and cash equivalents at beginning of period - 59,500 280,884 47,689 -
----------- ----------- ----------- ----------- -----------
Cash and cash equivalents at end of period $ 890,266 $ 35,309 $ 890,266 $ 35,309 $ 890,266
============ =========== =========== =========== ===========
Supplementary disclosure:
Non-cash transactions:
Stock issued to acquire Destiny
Software Productions Inc. $ 600 $ - $ - $ - $ 600
Stock issued for retirement of debt 619,263 - - - 619,263
See accompanying notes to interim consolidated financial statements.
4
DESTINY MEDIA TECHNOLOGIES INC.
(A Development Stage Company)
Notes to Interim Consolidated Financial Statements
(Expressed in U.S. dollars)
(Unaudited)
For the six months ended February 29, 2000
- --------------------------------------------------------------------------------
1. Organization
Destiny Media Technologies Inc. (the "Company") was incorporated in August
24, 1998 as Euro Industries Ltd. under the laws of the State of Colorado.
On October 19, 1999, the Company's name was changed to Destiny Media
Technologies Inc.
During the period from incorporation on August 24, 1998 to August 31, 1998,
the Company earned no revenue and incurred no expenses.
2. Future operations
From inception of the business, the Company has incurred cumulative losses
of $461,687 and used cash for operating activities of $417,738.
These financial statements have been prepared on the going concern basis
under which an entity is considered to be able to realize its assets and
satisfy its liabilities in the ordinary course of business. Operations to
date have been primarily financed by long-term debt and equity
transactions. The Company's future operations are dependent upon continued
support by creditors and shareholders, the achievement of profitable
operations and the successful completion of management's plan to obtain
additional equity financing. There can be no assurances that the Company
will be successful. The consolidated financial statements do not include
any adjustments relating to the recoverability of assets and classification
of assets and liabilities that might be necessary should the Company be
unable to continue as a going concern.
3. Acquisition
On October 20, 1999, 1,800,000 common shares were issued for the purchase
of Destiny Software Productions Ltd. ("Destiny Software"). Destiny Software
is a high-tech development company that develops video and audio
compression software and to a lesser extent design and development of
computer games. The transaction will be recorded under the purchase method
of accounting. The Company's interest in the net assets acquired, at
assigned values are estimated to be as follows:
DESTINY MEDIA TECHNOLOGIES INC.
(A Development Stage Company)
Notes to Interim Consolidated Financial Statements
(Expressed in U.S. dollars)
(Unaudited)
For the six months ended February 29, 2000
- --------------------------------------------------------------------------------
3. Acquisition, continued
Canadian U.S.
-------------- --------------
Cash $ 370,387 $ 250,719
Other current assets 12,885 8,722
Capital assets 135,878 91,977
Intellectual property 250,000 169,227
Products under development 206,804 139,988
Goodwill 170,606 115,485
Acquired in process research and development 50,000 33,846
Current liabilities (21,922) (14,839)
Long-term liabilities (1,173,752) (794,525)
-------------- --------------
$ 886 $ 600
============== ==============
Consideration
1,800,000 common shares $ 600
==============
These above indicated values for net assets are considered preliminary
estimates only and are subject to change.
Acquired in process research and development is valued based on accumulated
expenditures incurred to date on specifically identified products that are
in the early stages of development. Goodwill has been valued as equal to
the excess of the fair value of the consideration given over the fair value
of the net identifiable assets and liabilities acquired.
The fair market value of the consideration paid for the acquisition was
based on the trading price of the Company's shares at the time the
transaction was initially discussed. At that time, there had been only one
significant block of shares traded. The per share value of this trade was
considered representative of fair market value.
A 20% shareholder of the Company owns 100% of the outstanding shares of
Destiny Software.
6
DESTINY MEDIA TECHNOLOGIES INC.
(A Development Stage Company)
Notes to Interim Consolidated Financial Statements
(Expressed in U.S. dollars)
(Unaudited)
For the six months ended February 29, 2000
- --------------------------------------------------------------------------------
4. Significant accounting policies
(a) Basis of presentation
These consolidated financial statements have been prepared using
generally accepted accounting principles in the United States. The
financial statements include the accounts of the Company's wholly owned
subsidiaries, Destiny Software Productions Inc. and Wonderfall
Productions Inc., and all adjustments, consisting solely of normal
recurring adjustments, which in management's opinion are necessary for
a fair presentation of the financial results for the interim periods.
The financial statements have been prepared consistent with the
accounting policies described in the Company's financial statements for
the period ended August 31, 1999 and should be read in conjunction
therewith. For United States accounting and reporting purposes, the
Company is considered to be in the development stage as it is devoting
all of its efforts to developing its business operations.
Certain comparative figures have been reclassified to conform to the
presentation adopted in the current year.
(b) Research and development costs
Research costs are expensed as incurred. Internal development costs are
expensed as incurred unless they meet certain criteria under generally
accepted accounting principles for deferral and amortization. Software
and related development costs, after the establishment of technological
feasibility and commercial viability, are capitalized as products under
development until the product is ready for general release to
customers. Amortization is provided on a product by product basis over
the estimated economic life of the product, not to exceed three years.
Amortization commences when the product is available for general
release to customers.
(c) Revenue recognition
The Company recognizes revenue when title has passed to the customer,
the collectibility of the consideration is reasonably assured and the
Company has no significant remaining performance obligations. An
allowance for estimated future returns are recorded at the time revenue
is recognized.
(d) Capital assets
Capital assets are carried at cost less accumulated amortization.
Amortization is calculated annually as follows:
Furniture and fixtures Declining balance 20%
Computer equipment Declining balance 30%
Computer software Straight-line 50%
Leasehold improvements Straight-line Lease-term
7
DESTINY MEDIA TECHNOLOGIES INC.
(A Development Stage Company)
Notes to Interim Consolidated Financial Statements
(Expressed in U.S. dollars)
(Unaudited)
For the six months ended February 29, 2000
- --------------------------------------------------------------------------------
4. Significant accounting policies, continued
(e) Products under development
Products under development represent products that have been developed
to the stage of a working model and are carried at cost less
accumulated amortization. Amortization is provided on a straight-line
basis over two years.
(f) Goodwill
Goodwill represents the excess of the cost to acquire businesses over
the fair market value of the net assets acquired. These amounts are
amortized on a straight-line basis over three years. The Company
periodically evaluates the recoverability of goodwill and recognizes an
impairment loss if the projected undiscounted future cash flows are
less than the carrying amount. The amount of the impairment charge if
any is measured based on the discounted future operating cash flows
reflecting the Company's average cost of funds. The assessment of the
recoverability of goodwill will be impacted if estimated future
operating cash flows differ from those estimates.
(g) Stock split
These financial statements and related notes have been adjusted to give
retroactive effect to a three-for-one common share stock split which
occurred December 31, 1999.
(h) Use of estimates
The preparation of financial statements in accordance with generally
accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the
date of the financial statements and the reported amount of revenue and
expenses during the reporting period. Actual amounts may differ from
these estimates.
(i) Income taxes
The Company follows the asset and liability method of accounting for
income taxes. Deferred tax assets and liabilities are recognized based
on the estimated future tax consequences attributable to differences
between the financial statement carrying amounts of existing assets and
liabilities and their respective tax basis. Deferred tax assets and
liabilities are measured using enacted tax rates in effect for the year
in which those temporary differences are expected to be recovered or
settled. The effect on deferred tax assets and liabilities of a change
in tax rates is recognized in income in the period that includes the
enactment date. To the extent that the realizability of deferred tax
assets is not considered by management to be more likely than not, a
valuation allowance is provided.
8
DESTINY MEDIA TECHNOLOGIES INC.
(A Development Stage Company)
Notes to Interim Consolidated Financial Statements
(Expressed in U.S. dollars)
(Unaudited)
For the six months ended February 29, 2000
- --------------------------------------------------------------------------------
4. Significant accounting policies, continued
(j) Net loss per common share
Basic loss per share is computed by dividing net loss by the weighted
average number of common shares outstanding during the period. Diluted
loss per share is computed including in the weighted average number of
common shares outstanding, potentially dilutive common shares
outstanding during the period. As the Company had a net loss in the
period presented, basic and diluted net loss per share is the same.
(k) Foreign currency
Transactions denominated in foreign currencies are translated into
Canadian dollars at the rate prevailing at the time of the
transactions.
At the balance sheet date, monetary assets and liabilities denominated
in a foreign currency are translated at the current rate of exchange.
Exchange gains and losses arising on translation or settlement of
foreign currency denominated monetary items are included in the
determination of net income for the current period.
5. Related party transactions
The Company issued shares to settle a long-term note receivable outstanding
to a significant shareholder. The Company also advanced $147,656 to a
shareholder. The advance related to ongoing financing of the Company.
9
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following information contains certain forward-looking statements that
anticipate future trends or events. These statements are based on certain
assumptions that may prove to be erroneous and are subject to certain risks
including but not limited to the risks of increased competition in the Company's
industry and other risks detailed in the Company's Securities and Exchange
Commission filings. Accordingly, actual results may differ, possibly materially,
from the predictions contained herein.
During the second quarter of Fiscal 2000, the Company reported a net loss of
$280,345 which was an increase of $267,965 as compared to the second quarter of
Fiscal 1999 when the Company reported a net loss of $12,380. The increase was
due to a significant expansion of operations which began in the first quarter of
Fiscal 2000 and continued into the second quarter. During this time the Company
hired additional personnel; expanded its facilities in the corporate
headquarters; began additional research and development; and, enlarged its
marketing operations. The overall result was a net loss of $280,345 for the
second quarter of Fiscal 2000 and a net loss for the first six months of Fiscal
2000 of $402,187.
RESULTS OF OPERATIONS:
Reference is made to Item 2, "Management's Discussion and Analysis or Plan of
Operation" included in the Company's registration statement on Form 10-SB for
the year ended August 31, 1999, as amended, on file with the Securities and
Exchange Commission. The following discussion and analysis pertains to the
Company's results of operations for the three-month and six-month periods ended
February 29, 2000, compared to the results of operations for the three-month and
six-month periods ended February 28, 1999, and to changes in the Company's
financial condition from August 31, 1999 to February 29, 2000.
THREE MONTHS ENDED FEBRUARY 29, 2000 and 1999:
For the second quarter of the current fiscal year, ending February 29, 2000,
sales were $3,680 as compared to nil for the same quarter of the previous year.
The modest sales were a result of the fact that the Company is currently engaged
primarily in research and development of its software products relating to
internet audio applications and has not yet begun a significant marketing
campaign for these products.
Operating expenses for the Company were $284,938 for the second quarter up from
$12,380 for the second quarter of last year. Because of the Company's expansion
in operations, increases occurred in every category of operating expenses. The
most significant expenses occurred in the categories of wages and benefits
($67,939); subcontracts ($16,680); office rent ($12,871) professional fees
($17,893); marketing ($33,279); management fees ($41792); amortization
($32,288); and, advertising and promotion ($23,260).
The net loss for the quarter was $280,345 which represents a substantial
increase over the second quarter of last year when the net loss was $$12,380.
The increase in the net loss was due to significant increases in all categories
of operating expenses over the prior period which resulted from the expansion of
operations described in the preceding paragraph.
The loss per share (fully diluted) was $0.013 for the second quarter of Fiscal
2000 compared to $0.001 for the second quarter of fiscal 1999.
SIX MONTHS ENDED FEBRUARY 29, 2000:
Sales in the first six months of Fiscal 2000 all occurred within the second
fiscal quarter and, as stated above, were $3,680.
General and administrative expenses for the Company were $407,858 for the six
month period up from $24,191 for the same period of last year. The primary
reasons for the increase of $383,667 are increases in each of the categories
comprising operating expenses. The most significant expenses were wages and
benefits ($97,238); professional fees ($21,506); marketing ($47,175); management
fees ($54,951); amortization ($34,905); and, advertising and promotion
($23,764).
The net loss for the first six months of Fiscal 2000 was $402,187. This
represents a significant increase over the net loss for the first six months of
Fiscal 1999 of $24,191. The increase in the net loss was due to significant
increases in all categories of operating expenses over the prior period which
resulted from the expansion of operations described above.
The loss per share (fully diluted) was $0.020 for the first six months of Fiscal
2000 compared to $0.001 for the same period of fiscal 1999.
LIQUIDITY AND CAPITAL RESOURCES
Historically, the Company has financed its cash flow requirements through cash
flows generated from financing activities. Cash provided by financing activities
which occurred during the six months ended February 29, 2000, was $1,024,740.
This resulted in an increase in cash and cash equivalents during the six month
period of $893,816. The effect of foreign exchange rate changes on cash of
($3,550) during the six month period resulted in a cash and cash equivalent
position of $890,266 at the end of the period.
As of February 29, 2000 the Company had working capital of $1,056,607 which
represented an increase of $1,655,578 compared to the negative working capital
position of ($594,236) as of February 28,1999. The increase in working capital
was due to an increase in cash and cash equivalents of $1,061,342 which resulted
from the financing activities of the Company which have occurred since July 1999
and to a decrease in loans payable and current liabilities of $594,236.
The Company has no external sources of liquidity in the form of credit lines
from banks.
Management believes that its available cash will be sufficient to fund the
Company's working capital requirements through August 31, 2000. The Company's
management further believes; however, that the Company does not have sufficient
liquidity to implement its expansion and acquisition strategies. As yet, no
investment banking agreements have been reached and there is no guarantee that
the Company will be able to raise the capital necessary to implement its
expansion plans.
IMPACT OF THE YEAR 2000 ISSUE:
The Year 2000 Issue arises because many computerized systems use two digits
rather than four to identify a year. Date-sensitive systems may recognize the
year 2000 as 1900 or some other date, resulting in errors when information using
year 2000 dates is processed. In addition, similar problems may arise in some
systems which use certain dates in 1999 to represent something other than a
date. Although the change in date has occurred, it is not possible to conclude
that all aspects of the Year 2000 Issue that may affect the company including
those related to customers, suppliers, or other third parties, have been fully
resolved.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
MARKET RISKS:
The Company does not have any derivative financial instruments as of February
29, 2000. However, the Company is exposed to interest rate risk.
The Company's interest income and expense are most sensitive to changes in the
general level of U.S. and Canadian interest rates. In this regard, changes in
U.S. and Canadian interest rates affect the interest earned on the Company's
cash equivalents as well as interest paid on debt.
FOREIGN CURRENCY RISK
The Company operates primarily in Canada. The Company's business and financial
condition is, therefore, sensitive to currency exchange rates or any other
restrictions imposed on its currency.
Part II - OTHER INFORMATION
Item 1. Legal Proceedings - None
Item 2. Changes in Securities - None
Item 3. Default Upon Senior Securities - None
Item 4. Submission of Matters to a Vote of Securities Holders - None
Item 5. Other Information - None
Item 6.(a) Exhibit 27 - Financial Data Schedule
Item 6.(b) Reports on Form 8-K - None
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.
DESTINY MEDIA TECHNOLOGIES INC.
Dated: June 21, 2000 /s/ Steve Vestergaard
-------------------- ---------------------
Steve Vestergaard, President/Director