Blox, Inc. - Quarter Report: 2013 September (Form 10-Q)

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

 [X]  QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2013

 [  ]  TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____ to _____

Commission File Number:      333-150582

BLOX INC.
(Exact name of registrant as specified in its charter)

Indicate by check mark whether the registrant (1) has 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  [X]   No  [  ]

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," "non-accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 12,338,604 shares of common stock as of November 12, 2013.

BLOX INC.
Quarterly Report On Form 10-Q
For The Quarterly Period Ended
September 30, 2013

INDEX

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FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking information. Forward-looking information includes statements relating to future actions, prospective products, future performance or results of current or anticipated products, sales and marketing efforts, costs and expenses, interest rates, outcome of contingencies, financial condition, results of operations, liquidity, business strategies, cost savings, objectives of management of the Company and other matters.  The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for forward-looking information in order to encourage companies to provide prospective information about themselves without fear of litigation, so long as that information is identified as forward-looking and is accompanied by meaningful cautionary statements identifying important factors that could cause actual results to differ materially from those projected in the information. Forward-looking information may be included in this Quarterly Report on Form 10-Q or may be incorporated by reference from other documents filed with the Securities and Exchange Commission by the Company. You can find many of these statements by looking for words including, for example, “believes,” “expects,” “anticipates,” “estimates” or similar expressions in this Quarterly Report on Form 10-Q or in documents incorporated by reference in this Quarterly Report on Form 10-Q.  Except as otherwise required by applicable law, the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information or future events.

                The Company has based the forward-looking statements relating to the Company’s operations on management’s current expectations, estimates and projections about the Company and the industry in which it operates. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that we cannot predict. In particular, we have based many of these forward-looking statements on assumptions about future events that may prove to be inaccurate. Accordingly, the Company’s actual results may differ materially from those contemplated by these forward-looking statements. Any differences could result from a variety of factors, including, but not limited to the following:

• strategies, outlook and growth prospects;
• future plans and potential for future growth;
• liquidity, capital resources and capital expenditures;
• growth in demand for our products;
• economic outlook and industry trends;
• developments of our markets;
• the impact of regulatory initiatives; and
• the strength of our competitors

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

The following unaudited interim financial statements of Blox Inc.(sometimes referred to as "we", "us" or "our Company") are included in this quarterly report on Form 10-Q:

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BLOX, INC. (FORMERLY NAVA RESOURCES, INC.)
(An Exploration Stage Company)
September 30, 2013

Index

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BLOX, INC. (FORMARLY NAVA RESOURCES, INC.)
(An Exploration Stage Company)
CONSOLIDATED BALANCE SHEETS
(Unaudited)

The accompanying notes are an integral part of these interim consolidated financial statements

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BLOX, INC (FORMERLY NAVA RESOURCES, INC.)
(An Exploration Stage Company)
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)

The accompanying notes are an integral part of these interim consolidated financial statements

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BLOX, INC (FORMERLY NAVA RESOURCES, INC.)
(An Exploration Stage Company)
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)

The accompanying notes are an integral part of these interim consolidated financial statements.

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BLOX, INC. (FORMERLY NAVA RESOURCES, INC.)
(An Exploration Stage Company)
NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS
September 30, 2013
(Unaudited)

Nava Resources Inc. (the "Company") was incorporated on July 21, 2005 under the laws of the state of Nevada. The Company’s wholly owned subsidiary, Nava Resources, Canada Inc. (“Nava Resources, Canada”), was incorporated in Canada on August 9, 2005. The Company is an exploration stage company. The Company’s principal business is the acquisition and exploration of mineral properties. The Company has not yet determined whether its property contains mineral reserves that are economically recoverable. In January 2013, the Company changed its name from Nava Resources, Inc. to Blox, Inc.

On June 19, 2013, the Company signed an agreement with International Eco Endeavors Corp. (“Eco Endeavors”) to complete a business combination with Eco Endeavors and Ourco Capital Ltd. (“Ourco”), a wholly owned subsidiary of the Company formed for the purpose of this business combination.  At amalgamation of Eco Endeavors and Ourco, all of Eco Endeavors common shares outstanding shall be cancelled, and the holders of Eco Endeavors’ common shares, other than the Company and Ourco, shall receive in exchange for their Eco Endeavors’ common shares cancelled, 60,000,000 units of the Company on a pro-rata basis with a deemed value of $0.05 per unit. Neither the Company nor Ourco shall receive any repayment of capital in respect of any Eco Endeavors’ common shares held by them that are cancelled. All of the common shares of Ourco outstanding immediately prior to the effective time shall be cancelled and replaced with an equal number of common shares of the amalgamated company (“Amalco”) formed between Eco Endeavors and Ourco, and will be a wholly owned subsidiary of the Company. As consideration for the issuance of the Company’s units, Amalco shall issue the Company one common share of Amalco for each unit issued. This agreement is subject to the Company’s completion of due diligence of Eco Endeavors which has not yet been completed. Eco Endeavors sources, develops, and operates renewable energy projects worldwide with a focus on Europe and North America.

On June 22, 2013, the Company entered into a share purchase agreement with Waratah Investments Limited (“Waratah”) where the Company shall purchase all of Waratah’s right, title, and interest in the Quivira Gold Ltd (“Quivira”), of which Waratah holds 100% of the outstanding shares. As consideration for the Quivira shares, the Company will issue to Waratah 60,000,000 shares of common stock and 60,000,000 warrants. Each warrant entitles the holder to purchase one additional common share at $0.05 for a period of five years from the closing date. Quivira, a subsidiary of Waratah Investments, owns and operates gold and diamond mining properties in Ghana. The closing of the agreement is subject to the completion of due diligence and the completion of a private placement. The agreements provide that closing is subject to completion of a private placement financing of up to US$2,500,000, consisting of units priced at $0.05 per unit, with each unit comprises a share in the common stock of the Company and a share purchase warrant, exercisable at $0.05 for five years. As of the issuance date of these financial statements, the due diligence and financing has not yet been completed.

Unaudited Interim Consolidated Financial Statements

The unaudited interim financial statements of the Company have been prepared in accordance with United States generally accepted accounting principles (“GAAP”) for interim financial information and the rules and regulations of the Securities and Exchange Commission (“SEC”). They do not include all information and footnotes required by GAAP for complete financial statements. Except as disclosed herein, there have been no material changes in the information disclosed in the notes to the financial statements for the year ended June 30, 2013, included in the Company’s Annual Report on Form 10-K, filed with the SEC. The interim unaudited financial statements should be read in conjunction with those financial statements included in Form 10-K. In the opinion of management, all adjustments considered necessary for fair presentation, consisting solely of normal recurring adjustments, have been made. Operating results for the three month period ended September 30, 2013 are not necessarily indicative of the results that may be expected for the year ending June 30, 2014.

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BLOX, INC. (FORMERLY NAVA RESOURCES, INC.)
(An Exploration Stage Company)
NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS
September 30, 2013
(Unaudited)

Going Concern

These consolidated financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company has not generated revenues since inception and has not paid any dividends and is unlikely to pay dividends or generate earnings in the immediate or foreseeable future. The Company has cumulative losses since inception of $309,600. These factors raise substantial doubt about the ability of the Company to continue as going concern. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue operations and to determine the existence, discovery and successful exploitation of economically recoverable reserves in its resource property.

These 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. Management of the Company has undertaken steps as part of a plan with the goal of sustaining Company operations for the next twelve months and beyond. These steps include: (a) continuing efforts to raise additional capital and/or other forms of financing; and (b) controlling overhead and expenses. There can be no assurance that any of these efforts will be successful.

On October 20, 2010, the Company staked a claim located in the Victoria mining division of the Province of British Columbia, Canada. During the period ended September 30, 2013, the Company incurred exploration costs amounting to $Nil (September 30, 2012 - $Nil) on the property.

As at September 30, 2013, $1,627 (June 30, 2013 - $511) was due to a director of the Company and a company controlled by a director of the Company. These amounts are unsecured, do not bear interest and have no fixed terms of repayment.

As at June 30, 2013, $45,000 is owing to a related company of Waratah (Note 1). The loan is unsecured, does not bear interest and has no fixed terms of repayment.

The Company has adopted a Stock Incentive Plan (the “Plan”). The Plan provides that the total number of shares of stock reserved and available for distribution under the plan shall be 10,000,000 shares of common stock of the Company. The stock options granted under the Plan shall have a maximum term of five years.

During the year ended June 30, 2013, the Company granted 100,000 stock options, exercisable at $0.01 per share until January 16, 2018. The stock options vested immediately and were recorded at a fair value of $638. The fair value of the options granted was estimated at the grant date using the Black-Scholes Option Pricing Model with the following weighted average assumptions: expected annual volatility: 80.30%, risk-free interest rate: 0.75%, expected life: 5 years and expected dividend yield: 0%. The stock options carry a minimum exercise clause whereby the minimum options exercised must be the lesser of 25,000 shares or the remaining number of unexercised shares outstanding.

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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion of our financial condition, changes in financial condition and results of operations for the three months ended September 30, 2013 and 2012 should be read in conjunction with our unaudited interim consolidated financial statements and related notes for the three months ended September 30, 2013 and 2012. Certain statements contained in this report, including statements regarding the anticipated development and expansion of the Company's business, the intent, belief or current expectations of the Company, its directors or its officers, primarily with respect to the future operating performance of the Company and the products it expects to offer and other statements contained herein regarding matters that are not historical facts, are "forward-looking" statements.  Future filings with the Securities and Exchange Commission, future press releases and future oral or written statements made by or with the approval of the Company, which are not statements of historical fact, may contain forward-looking statements. Because such statements include risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. For a more detailed listing of some of the risks and uncertainties facing the Company, please see the Form 10-K for the fiscal year ended June 30, 2013 filed by the Company with the Securities and Exchange Commission.

All forward-looking statements speak only as of the date on which they are made. The Company undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they are made.

Overview of our Business

We are an exploration stage company formed for the purposes of acquiring, exploring and, if warranted and feasible, developing natural resource properties. We have a claim that was staked to acquire a position in the Sicker Group, a sequence of volcanic rocks known to be very prospective for the occurrence of polymetallic volcanogenic massive sulphide deposits (VMS), commonly referred to as Kuroko type deposits. Our objective is to conduct exploration activities on the Molly1 Claim to assess whether they possess evidence of mineralization sufficient to merit further exploration activities.  The Molly1 Claim is without known reserves.  

Plan of Operation

Our plan of operation for the next twelve months is to complete the following objectives within the time periods specified, subject to our obtaining any additional funding necessary for the continued exploration of our mineral claims. We have completed our Phase One exploration program but not Phase Two.  We will have to raise additional funds if we decide to proceed with a Phase Two program or enter into a joint venture or option agreement with another company.

1.  Since the next anniversary date of the Claims is October 20, 2014 we will need to arrange some exploration work worth approximately $1,700 or pay the Province of British Columbia $3,600 in lieu of filing exploration expenses in order to keep the Claims in good standing.

2.  We conducted a phase one program of prospecting and lithogeochemical sampling of Sicker Group rocks in the Lake Cowichan area, Vancouver Island in 2010.  The Sicker Group is prospective for polymetallic ‘Kuroko-type’ massive sulphide deposits rich in copper, lead, zinc, silver and gold and is exposed in a number of structural uplifts on Vancouver Island.  Two of these uplifts host economically significant Kuroko deposits, including the Myra Falls mine in the Buttle Lake Uplift, and the Mount Sicker (intermittent producer up to 1952) and Lara deposits in the Cowichan Lake Uplift.

Blox’s exploration was focused in the southeast end of the Cowichan Lake uplift, which extends in an arcuate, northwest-trending belt over approximately 100 km between Saltspring Island (in the southeast) and Horne Lake in the north.

The Molly1 claim, comprising 20 units (424.96 hectares) was staked in October 2010 to cover outcroppings of the prospective McLaughlin Ridge formation (within the Sicker), approximately 4.5 kilometers along geological strike to the east of the North claim, which was prospected by Blox in 2008; this claim was allowed to lapse in 2010.  The Molly1 claim is bounded to the east by the Meade Creek valley, and is accessible via logging roads extending north from the main highway along the steep western slope of the valley. 

Exploration on Molly1 during 2010 comprised reconnaissance traverse of roads in the area in late October 2010.   Outcroppings of Sicker Group and other rocks are exposed in road cuts over a distance of perhaps 2 kilometers along the main access road.  The McLaughlin Ridge Formation is well exposed over a distance of about one kilometer in this area 

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and comprises a relatively uniform section of steeply dipping, banded, medium grey fine grained tuffites and cherty tuffites with occasional quartz veining and local finely disseminated pyrite. Exposures of siltstone and grit representing the much younger Nanaimo Group (Benson Formation) occur at the north end of this section, which is bounded to the south by outcroppings of the Mount Hall Gabbro and intermediate intrusive rocks of the Nitnat Formation.

This section of rocks was prospected over a distance of about one kilometer within the claim boundary, focusing on the McLaughlin Ridge Formation. No visible mineralization, other than occasional minor disseminated pyrite was noted.  A total of 46 grab samples were taken at intervals across the section and sent for multi-element geochemical analysis (36 element suite), which included the Kuroko indicator elements copper, lead, zinc, silver, gold, barium, and arsenic.  No significant anomalies were indicated in this analysis, though three samples (tuffite) demonstrated weakly anomalous barium concentrations.

2.  If we can raise additional funding, we plan to further analyze the data received and if warranted conduct further work on the Molly1 Claim in the winter of 2013, which  may include geological mapping, a geochemical survey, trenching, sampling and analysis.

3.  If we are able to raise sufficient funds to complete the Phase Two exploration program, we plan to review its results in December 2013.  Subject to funding, further work on the Molly1 Claim property may be undertaken if justified by the results of Phase Two. A joint venture relationship may be explored at some future point as justified to offset the costs of continued exploration and drilling if warranted.

We may consider entering into a joint venture with a major resource company to obtain funding necessary to complete exploration beyond Phase Two in exchange for a percentage of our interest in our mineral claims. We have not undertaken any efforts to locate a joint venture partner and there can be no assurances that we will be successful doing so or that a major resource company or any other third party would be interested in such a partnership or that sufficient funds would be available.

4.  On June 19, 2013, the Company signed an agreement with International Eco Endeavors Corp. (“Eco Endeavors”) to complete a business combination with Eco Endeavors and Ourco Capital Ltd. (“Ourco”), a wholly owned subsidiary of the Company formed for the purpose of this business combination.  At amalgamation, all of Eco Endeavors common shares outstanding shall be cancelled, and the holders of Eco Endeavors’ common shares, other than the Company and Ourco, shall receive in exchange for their Eco Endeavors’ common shares cancelled, 60,000,000 units of the Company on a pro-rata basis with a deemed value of $0.05 per unit. Neither the Company nor Ourco shall receive any repayment of capital in respect of any Eco Endeavors’ common shares held by them that are cancelled. All of the common shares of Ourco outstanding immediately prior to the effective time shall be cancelled and replaced with an equal number of common shares of the amalgamated company (“Amalco”) formed between Eco Endeavors and Ourco, and will be a wholly owned subsidiary of the Company. As consideration for the issuance of the Company’s units, Amalco shall issue the Company one common share of Amalco for each unit issued. This agreement is subject to the Company’s completion of due diligence of Eco Endeavors which has not yet been completed.

On June 22, 2013, the Company entered into a share purchase agreement with Waratah Investments Limited (“Waratah”) where the Company shall purchase all of Waratah’s right, title, and interest in the Quivira Gold (“Quivira”) shares, of which Waratah holds 100% of the outstanding shares. As consideration for the Quivira shares, the Company will issue to Waratah 60,000,000 shares of common stock and 60,000,000 warrants. Each warrant entitles the holder to purchase one additional common share at $0.05 for a period of five years from the closing date. This agreement is subject to the Company’s completion of due diligence of Quivira which has not yet been completed.

The closing of the agreements is subject to the completion of due diligence and the completion of a private placement..  The Agreements provide that closing is subject to completion of a private placement financing of up to US$2,500,000, consisting of units priced at $0.05 per unit, with each unit comprises a share in the common stock of Blox and a share purchase warrant, exercisable at $0.05 for five years.  As of the issuance date of these financial statements, the due diligence and financing has not yet been completed.

The Company has not yet completed its due diligence examinations or raised any funding with respect to these agreements and there can be no assurances that it will be successful in doing so.

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Revenues

During the quarter ended September 30, 2013, we had no revenues. We have had no operating revenues since our inception on July 21, 2005 to September 30, 2013. We anticipate that we will not generate any revenues for so long as we are an exploration stage company.

General and Administrative Expenses

Our general and administrative expenses in the three months ended September 30, 2013 increased to $13,250 from $11,248 in the three months ended September 30, 2012.

Mineral Property Costs

In the three months ended September 30, 2013, we did not incur any mineral property costs compared to no mineral property costs  in the three months ended September 30, 2012.

Rent

Our office space is being provided free of charge.  They can be no assurance that it will continue to be provided free of charge.

Net Loss

As a result of the above, our net loss for the three months ended September 30, 2013 was $13,250, as compared to $11,248 in the three months ended September 30, 2012. Our net loss from inception (July 21, 2005) through September30, 2013 was $309,600.

Liquidity and Capital Resources

At September 30, 2013, we had cash of $4,030 and negative working capital of $72,623. During the 12 month period following the date of this quarterly report, we anticipate that we will not generate any revenue.

We currently do not have funds to conduct any more work on our Molly 1 claim.    Additional funds are required, the additional funding will likely come from equity financing from the sale of our common stock or sale of part of our interest in our mineral claims. If we are successful in completing an equity financing, existing shareholders will experience dilution of their interest in our Company. However, we do not have any agreements or arrangements for additional financing  and we cannot provide investors with any assurance that we will be able to raise sufficient funding, from the sale of our common stock or any other form of additional financing to fund our exploration activities. In the absence of such financing, we will not be able to continue our exploration of the Claims and our business will likely fail.

Going Concern

We have not generated any revenues since inception. As of September 30, 2013, the Company had accumulated losses of $309,600. Our independent auditors included an explanatory paragraph in their report on the accompanying financial statements regarding concerns about our ability to continue as a going concern. Our financial statements contain additional note disclosures describing the circumstances that lead to this disclosure by our independent auditors. Our financial statements do not include any adjustments related to the recoverability or classification of asset-carrying amounts or the amounts and classifications of liabilities that may result should the Company be unable to continue as a going concern.

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Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements including arrangements that would affect our liquidity, capital resources, market risk support and credit risk support or other benefits.

Critical Accounting Policies

Our financial statements and accompanying notes have been prepared in accordance with United States generally accepted accounting principles and are expressed in U.S. dollars.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

A smaller reporting company, as defined by Item 10 of Regulation S-K, is not required to provide the information required by this item.

Item 4. Controls and Procedures

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, the Company conducted an evaluation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) and Rule 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended (Exchange Act), as of September 30, 2013. Based on that evaluation, the principal executive officer and principal financial officer has identified that the lack of segregation of accounting duties as a result of limited personnel resources is a material weakness of its financial procedures. Other than for this exception, the principal executive officer and principal financial officer believes the disclosure controls and procedures are effective to ensure that information required to be disclosed by us in the reports we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission's rules and forms and that our disclosure and controls are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our principal executive officer and principal financial officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

There were no changes in our internal controls over financial reporting that occurred during our last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

We currently are not a party to any material legal proceedings and, to our knowledge, no such proceedings are threatened or contemplated.

Item 1A. Risk Factors

Smaller reporting companies are not required to provide the information required by this Item 1A 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

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Unregistered Sales of Equity Securities

None

Purchases of equity securities by the issuer and affiliated purchasers

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

None.

Item 5. Other Information

Item 6. Exhibits

Exhibit 31 - Certification of Principal Executive and Financial Officer pursuant to Rule 13a-14 of the Securities and Exchange Act of 1934 as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Exhibit 32 – Certification of Principal Executive and Financial Officer Pursuant to 18 U.S.C Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

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 dates indicated.