Quarterly Report (10-q)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended December 31, 2021

☐ 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 000-56182

Landbay Inc

(Exact name of registrant as specified in its charter)

New York		81-1260549
(State or Other Jurisdiction		(I.R.S. Employer
of Incorporation or Organization)		Identification No.)

36-25 Main Street

Flushing, NY 11354

(Address of Principal Executive Office)

917-232-5799

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act: None

Title of each class		Trading Symbol(s)		Name of each exchange on which registered

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 during the preceding 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 ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of January 24, 2022, the registrant had 30,000,000 shares of Class A common stock outstanding.

LANDBAY INC

QUARTERLY REPORT ON FORM 10-Q FOR THE PERIOD ENDED DECEMBER 31, 2021

TABLE OF CONTENTS

		PAGE

	Note about Forward-Looking Statements	2

	PART I - FINANCIAL INFORMATION

Item 1	Financial Statements	3
	Condensed Unaudited Balance Sheets as of December 31, 2021 and March 31, 2021	4
	Condensed Statements of Operations (Unaudited) for the three and nine months ended December 31, 2021 and 2020	5
	Condensed Statements of Changes in Stockholders’ Equity (Unaudited) for the three and nine months ended December 31, 2021 and 2020	6
	Condensed Statements of Cash Flows (Unaudited) for the nine months ended December 31, 2021 and 2020	7
	Notes to Condensed Unaudited Financial Statements	8
Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operation	10
Item 3	Quantitative and Qualitative Disclosures About Market Risk	11
Item 4	Controls and Procedures	11

	PART II - OTHER INFORMATION

Item 1	Legal Proceedings	12
Item 1A	Risk Factors	12
Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	12
Item 3	Defaults Upon Senior Securities	12
Item 4	Mine Safety Disclosures	12
Item 5	Other Information	12
Item 6	Exhibits	12

SIGNATURES		13

EXHIBIT INDEX

NOTE ABOUT FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking statements. All statements contained in this Quarterly Report on Form 10-Q other than statements of historical fact, including statements regarding our future results of operations and financial position, our business strategy and plans, and our objectives for future operations, are forward-looking statements. The words “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” and similar expressions are intended to identify forward-looking statements.

These forward-looking statements are subject to a number of risks, uncertainties and assumptions. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make.

We undertake no obligation to revise or publicly release the results of any revision to these forward-looking statements, except as required by law. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements.

Unless expressly indicated or the context requires otherwise, the terms “Landbay,” “Company,” “we,” “us,” and “our” in this document refer to Landbay Inc, a New York corporation.

PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

LANDBAY INC

INDEX TO FINANCIAL STATEMENTS

Condensed Unaudited Balance Sheets as of December 31, 2021 and March 31, 2021	4

Condensed Statements of Operations (Unaudited) for the three and nine months ended December 31, 2021 and 2020	5

Condensed Statements of Changes in Stockholders’ Equity (Unaudited) for the three and nine months ended December 31, 2021 and 2020	6

Condensed Statements of Cash Flows (Unaudited) for the nine months ended December 31, 2021 and 2020	7

Notes to Condensed Unaudited Financial Statements	8 - 9

LANDBAY INC

UNAUDITED CONDENSED BALANCE SHEETS

	December 31,			March 31,
	2021			2021
ASSETS
CURRENT ASSETS
Cash	$	36,294		$	6,631
Inventory		10,660			11,360
Notes receivable, net		-			50,863
Total Current Assets		46,954			68,854

NONCURRENT ASSET
Property and equipment, net		-			984
TOTAL ASSETS	$	46,954		$	69,838

LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Shareholder loans	$	81,100		$	66,630
Total Current Liabilities		81,100			66,630
TOTAL LIABILITIES		81,100			66,630

STOCKHOLDERS’ EQUITY(DEFICIT):

Preferred stock ($0.001 par value, 20,000,000 shares authorized; no share issued and outstanding as of December 31, 2021 and March 31, 2021)		-
Class A common stock ($0.001 par value, 100,000,000 shares authorized, 30,000,000 shares issued and outstanding as of December 31, 2021 and March 31, 2021)		30,000			30,000
Additional Paid in Capital		325,659			325,659
Accumulated Deficit		(389,805	)		(352,451	)
Total Stockholders’ Equity(Deficit)		(34,146	)		3,208
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY(DEFICIT)	$	46,954		$	69,838

The accompanying notes are part of these condensed unaudited financial statements

LANDBAY INC

UNAUDITED CONDENSED STATEMENTS OF OPERATIONS

	December 31, 2021			December 31, 2020			December 31, 2021			December 31, 2020
	For the three months ended						For the nine months ended
	December 31, 2021			December 31, 2020			December 31, 2021			December 31, 2020

Revenue	$	-		$	785		$	1,200		$	3,868
Cost of goods sold		-			620			700			2,404
Gross Profit		-			165			500			1,464

Operating Expenses

General and Administrative expenses		10,300			14,249			39,397			57,171

Total Operating Expenses		10,300			14,249			39,397			57,171

Loss from operations		(10,300	)		(14,084	)		(38,897	)		(55,707	)

Other income(expense)
Loss from commodity trading		-			-			-			(1,090	)
Other income		5			14			5			14
Interest income					883			1,538			4,417
Total other income (expense), net		5			897			1,543			3,341

Net loss	$	(10,295	)	$	(13,187	)	$	(37,354	)	$	(52,366	)

Loss per share, basic and diluted	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)

Weighted average number of shares outstanding, basic and diluted		30,000,000			30,000,000			30,000,000			30,000,000

The accompanying notes are part of these condensed unaudited financial statements

LANDBAY INC

UNAUDITED CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDER’S EQUITY

	Common Shares		Common Stock Amount		Additional Paid-in Capital		Accumulated Deficit			Total
	Common Shares		Class A Common Stock Amount		Additional Paid-in Capital		Accumulated Deficit			Total
Balances, March 31, 2020		30,000,000	$	30,000	$	325,659	$	(150,774	)	$	204,885
Net loss		—		—		—		(27,346	)		(27,346	)
Balances, June 30, 2020		30,000,000		30,000		325,659		(178,120	)		177,539
Net loss		—		—		—		(11,833	)		(11,833	)
Balances, September 30, 2020		30,000,000		30,000		325,659		(189,953	)		165,706
Net loss		-		-		-		(13,187	)		(13,187	)
Balances, December 31, 2020		30,000,000	$	30,000	$	325,659	$	(203,140	)	$	152,519

	Common Shares		Class A Common Stock Amount		Additional Paid-in Capital		Accumulated Deficit			Total
Balances, March 31, 2021		30,000,000	$	30,000	$	325,659	$	(352,451	)	$	3,208
Net loss		—		—		—		(18,756	)		(18,756	)
Balances, June 30, 2021		30,000,000		30,000		325,659		(371,207	)		(15,548	)
Net loss		—		—		—		(8,303	)		(8,303	)
Balances, September 30, 2021		30,000,000		30,000		325,659		(379,510	)		(23,851	)
Balances		30,000,000		30,000		325,659		(379,510	)		(23,851	)
Net loss		-		-		-		(10,295	)		(10,295	)
Balances, December 31, 2021		30,000,000	$	30,000	$	325,659	$	(389,805	)	$	(34,146	)
Balances		30,000,000	$	30,000	$	325,659	$	(389,805	)	$	(34,146	)

The accompanying notes are part of these condensed unaudited financial statements

LANDBAY INC

UNAUDITED CONDENSED STATEMENTS OF CASH FLOWS


	For the nine months ended December 31, 2021			For the nine months ended December 31, 2020
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(37,354	)	$	(52,366	)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation expense		984			7,654
Interest income		863			-
Fair value change of short-term investments		-			221
Increase (decrease) in assets and liabilities:
Inventory		700			2,404
Other tax payable		-			(1,845	)
Net cash used in operating activities		(34,807	)		(43,932	)

CASH FLOWS FROM INVESTING ACTIVITIES
Short-term investments		-			1,270
Notes receivable		50,000			20,000
Net cash provided by investing activities		50,000			21,270

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds of loan from shareholder		14,470			17,100
Net cash provided by financing activities		14,470			17,100

Net increase (decrease) in Cash		29,663			(5,562	)
Cash at beginning of period:		6,631			17,127
Cash at end of period:	$	36,294		$	11,565

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Interest paid	$	-		$	-
Income taxes paid	$	-		$	-

The accompanying notes are part of these condensed unaudited financial statements

LANDBAY INC

NOTES TO THE CONDENSED UNAUDITED FINANCIAL STATEMENTS

NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

Landbay Inc is a New York corporation formed on January 28, 2016. Our current principle executive office is located at 36-25 Main Street, Flushing, New York 11354.

On July 24, 2019, Larison Inc, the principal stockholder and 100% controlled by the prior President of the Company (“Seller”), entered into a Stock Purchase Agreement (the “Agreement”) with Northern Ifurniture Inc (the “Buyer”). Pursuant to the Agreement, Seller agreed to sell to the Buyer and the Buyer agreed to purchase from Seller a total of 9,222,350 shares of Class A common stock of the Company, which represented approximately 96% of the Company’s issued and outstanding shares of Class A common stock. As a result, the transaction led to a change of the control and the management team of the Company.

Prior to the change of the management team, the Company was engaging in holding or trading securities in the US market, as well as to trade and hold whisky in the UK market. The Company has changed its focus to operate furniture retail business and furniture design business in the New York area. We market and retail modern residential and commercial furniture in Great New York Region. Our products feature urban and contemporary styles, combining comfort and functionality in matching furniture collections and upscale luxury pieces appealing to lifestyle-conscious middle-income consumers. Our furniture brands come from different countries including Italy, China, Vietnam, Malaysia and so forth, and our products feature upholstered, wood and metal-based furniture pieces. We classify our products by room, designation or series, such as living room, dining room, bedroom and home office series, and by category or product types such as sofas, chairs, dining tables, beds, entertainment consoles, cabinets and cupboards.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Preparation

The accompanying condensed unaudited financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s most recent annual financial statements filed with the SEC on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim period presented have been reflected herein. The results of operations for the interim period are not necessarily indicative of the results to be expected for the full year.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make certain estimates and assumptions that affect the reported amounts and timing of revenues and expenses, the reported amounts and classification of assets and liabilities, and the disclosure of contingent assets and liabilities. Significant areas requiring the use of estimates are assessing the allowance of doubtful account and collectible of notes receivable. These estimates and assumptions are based on the Company’s historical results as well as management’s future expectations. The Company’s actual results may vary from those estimates and assumptions.

NOTE 3 – GOING CONCERN ASSESSMENT

The Company demonstrates adverse conditions that raise substantial doubt about the Company’s ability to continue as a going concern. These adverse conditions are negative financial trends, operating losses, accumulated deficit and other adverse key financial ratios.

Management’s plan to alleviate the substantial doubt about the Company’s ability to continue as a going concern include attempting to improve its business profitability, its ability to generate sufficient cash flow from its operations to meet its operating needs on a timely basis, obtain additional working capital funds from the majority shareholder and President of the Company to eliminate inefficiencies in order to meet its anticipated cash requirements. However, there can be no assurance that these plans and arrangements will be sufficient to fund the Company’s ongoing capital expenditures and other requirements.

The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event that the Company cannot continue as a going concern.

NOTE 4 - RELATED PARTY TRANSACTIONS

The Company has been provided office space by its president at no cost. The management determined that such cost is nominal and did not recognize the rent expense in its financial statements.

On December 13, 2019, the Company borrowed $40,000 from our shareholder, Northern Ifurniture Inc which is 100% owned by the President of the Company, bearing no interest and due on demand. During the year ended March 31, 2021, the Company borrowed additional loan from Northern Ifurniture Inc, in the amount of $17,100. As of December 31, 2021 and March 31, 2021, the balance of shareholder loans was in the amount of $57,100 and $57,100, respectively, bearing no interest and due on demand.

During the three months ended March 31, 2021, the Company borrowed $9,530 from the President of the Company. Furthermore, during the nine months ended December 31, 2021, the Company borrowed additional loans in the amount of $14,470 from the President of the Company. As of December 31, 2021, the balance of shareholder loans was in the amount of $24,000, bearing no interest and due on demand.

NOTE 5 - NOTE RECEIVABLE

As of March 31, 2020, there is $70,000 loan outstanding from Dazhong 368 Inc which is due on December 13, 2020. On June 26, 2020, Dazhong 368 Inc repaid note receivable in the amount of $20,000 to the Company. On December 14, 2020, the Company approved to extend the maturity date to June 30, 2021. As of March 31, 2021, the outstanding loan Dazhong 368 Inc. was in the amount of $50,863, including $863 outstanding interests accrued. For the year ended March 31, 2021, the interest income was in the amount of $5,280, among which $4,417 was received. On June 28, 2021, the Company approved to extend the maturity date to September 30, 2021. As of September 30, 2021, the outstanding loan was received in full.

For the nine months ended December 31, 2021 and 2020, the interest income was in the amount of $1,538 and $3,534, respectively.

NOTE 6 – RISKS AND UNCERTAINTIES

Concentration of Credit Risks

Financial instruments that potentially subject the Company to significant concentration of credit risk primarily consist of notes receivable. As of December 31, 2021 and March 31, 2021, the Company’s balance of notes receivable were $0 and $50,863 from Dazhong 368 Inc, respectively.

NOTE 7 – SHAREHOLDER EQYITY

On April 29, 2021, the Company amended its article with New York State to increase the authorized Class A common shares with a par value of $0.001 to 100,000,000 shares, and to add 20,000,000 shares of preferred stock with a par value of $0.001.

NOTE 8 – SUBSEQUENT EVENT

The Company has evaluated all other subsequent events through the date these consolidated financial statements were issued and determine that there were no other subsequent events or transactions that require recognition or disclosures in the consolidated financial statements.

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

This Quarterly Report on Form 10-Q contains forward-looking statements, particularly those identified with the words, “anticipates,” “believes,” “expects,” “plans,” “intends,” “objectives,” and similar expressions. These statements reflect management’s best judgment based on factors known at the time of such statements. The reader may find discussions containing such forward-looking statements in the material set forth under “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” generally, and specifically therein under the captions “Liquidity and Capital Resources” as well as elsewhere in this Quarterly Report on Form 10-Q. Actual events or results may differ materially from those discussed herein. The forward-looking statements specified in the following information have been compiled by our management on the basis of assumptions made by management and considered by management to be reasonable. Our future operating results, however, are impossible to predict and no representation, guarantee, or warranty is to be inferred from those forward-looking statements. The assumptions used for purposes of the forward-looking statements specified in the following information represent estimates of future events and are subject to uncertainty as to possible changes in economic, legislative, industry, and other circumstances. As a result, the identification and interpretation of data and other information and their use in developing and selecting assumptions from and among reasonable alternatives require the exercise of judgment. To the extent that the assumed events do not occur, the outcome may vary substantially from anticipated or projected results, and, accordingly, no opinion is expressed on the achievability of those forward-looking statements. No assurance can be given that any of the assumptions relating to the forward-looking statements specified in the following information are accurate, and we assume no obligation to update any such forward-looking statements

Overview

Landbay Inc is a New York corporation formed on January 28, 2016. Our current principle executive office is located at 36-25 Main Street, Flushing, New York, 11354. Tel: 917-232-5799.

On July 24, 2019, Larison Inc, the principal stockholder and 100% controlled by the prior President of the Company (“Seller”), entered into a Stock Purchase Agreement (the “Agreement”) with Northern Ifurniture Inc (the “Buyer”). Pursuant to the Agreement, Seller agreed to sell to the Buyer and the Buyer agreed to purchase from Seller a total of 9,222,350 shares of Class A common stock of the Company Purchased Shares, which represented approximately 96% of the Company’s issued and outstanding shares of Class A common stock. As a result, the transaction led to a change of the control and the management team of the Company.

Results of Operation for the three months ended December 31, 2021 and 2020

During the three months ended December 31, 2021 and 2020, the Company generated revenue in the amount of $0 and $785, respectively. The decrease in revenue was due to the decrease in demand. During the three months ended December 31, 2021 and 2020, the Company incurred operating expenses of $10,300 and $14,249, respectively. The decrease was due to the decrease in professional fee. For the three month December 31, 2021 and 2020, our net loss was $10,295 and $13,187, respectively. The decrease in net loss was mainly due to the decrease in professional fee for the three month ended December 31, 2021.

Results of Operation for the nine months ended December 31, 2021 and 2020

During the nine months ended December 31, 2021 and 2020, the Company generated revenue in the amount of $1,200 and $3,868, respectively. The decrease in revenue was due to the decrease in demand. During the nine months ended December 31, 2021 and 2020, the Company incurred operating expenses of $39,397 and $57,171, respectively. The decrease was due to the decrease in professional fee. For the nine month December 31, 2021 and 2020, our net loss was $37,354 and $52,366, respectively. The decrease in net loss was mainly due to the decrease in professional fee for the nine month ended December 31, 2021.

Equity and Capital Resources

As of December 31, 2021 and March 31, 2021, we had an accumulated deficit of $389,805 and $352,451, respectively. As of December 31, 2021, we had cash of $36,294 and working capital deficit of $34,146. As of March 31, 2021, we had cash of $6,631 and a working capital of $2,224. The decrease in the working capital was primarily due to the cash paid for operating expense.

Going Concern Assessment

The Company demonstrates adverse conditions that raise substantial doubt about the Company’s ability to continue as a going concern. These adverse conditions are negative financial trends, specifically cash outflow from operating activities, operating losses, accumulated deficit and other adverse key financial ratios.

Management’s plan to alleviate the substantial doubt about the Company’s ability to continue as a going concern include attempting to improve its business profitability, its ability to generate sufficient cash flow from its operations to meet its operating needs on a timely basis, obtain additional working capital funds from the majority shareholder and the President of the Company to eliminate inefficiencies in order to meet its anticipated cash requirements. However, there can be no assurance that these plans and arrangements will be sufficient to fund the Company’s ongoing capital expenditures and other requirements.

The unaudited condensed financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event that the Company cannot continue as a going concern.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to stockholders.

Critical Accounting Policies

The financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires making estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. The estimates are based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis of making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

The critical accounting policies are discussed in further detail in the notes to the unaudited financial statements appearing elsewhere in this 10-Q report. Management believes that the application of these policies on a consistent basis enables us to provide useful and reliable financial information about our operating results and financial condition.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

As a “smaller reporting company” we are not required to provide this information under this item pursuant to Regulation S-K.

Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

As of the end of the period covered by this report on Form 10-Q, our President (principal executive officer) and our Chief Financial Officer performed an evaluation of the effectiveness of and the operation of our disclosure controls and procedures as defined in Rule 13a-15(e) or Rule 15d-15(e) under the Exchange Act. Based on that evaluation, our President and Chief Financial Officer each concluded that as of the end of the period covered by this report on Form 10-Q, our disclosure controls and procedures were not effective in timely alerting them to material information relating to Landbay Inc required to be included in our Exchange Act filings.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Rule 13a-15 or Rule 15d-15 under the Exchange Act that occurred during the quarter ended December 31, 2021 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II: OTHER INFORMATION

Item 1. Legal Proceedings

None

Item 1A. Risk Factors

As a “smaller reporting company”, we are not required to provide this information under this item pursuant to Regulation S-K.

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

None

Item 3. Defaults Upon Senior Securities

None

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None

Item 6. Exhibits

Exhibit Number		Description of Exhibit
31.1*		Certification of Chief Executive Officer pursuant to the Securities Exchange Act Rules 13a-14(a) and 15d-14(a)

31.2*		Certification of Chief Financial Officer pursuant to the Securities Exchange Act Rules 13a-14(a) and 15d-14(a)

32.1*		Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350

101.INS		Inline XBRL Instance Document

101.SCH		Inline XBRL Taxonomy Extension Schema Document

101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document

* Filed herewith.

SIGNATURES

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