SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
__X__ Quarterly Report Under Section 13 or 15(d) of The Securities Exchange Act
of 1934 for the quarterly period ended: March 31, 2010.
____ Transition Report Under Section 13 or 15(d) of the Exchange Act for the
transition period from ____ to ____
Commission file number: 0-24930
CTD HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Florida 59-3029743
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
27317 N.W. 78th Avenue, High Springs, Florida 32643
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 386-454-0887
Former name, former address and former fiscal year, if changed since last
report: N/A.
Check whether the registrant (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act of 1934 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.
(x) Yes (_) No
Indicate by check mark whether the registrant has submitted electronically and
posted on its corporate Web site, if any, every Interactive Data File required
to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section
232.405 of this chapter) during the preceding 12 months (or for such shorter
period that the registrant was required to submit and post such files).
(_) 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,' and 'smaller
reporting company' in Rule 12b-2 of the Exchange Act.
Large accelerated filer (_) Accelerated filer (_)
Non-accelerated filer (_) Smaller reporting company (X)
Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act) (_)Yes (x)No
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
As of May 3, 2010, the Company had outstanding 33,410,295 shares of its
common stock.
PART I. Financial Information
Item 1. Financial Statements.
CTD HOLDINGS, INC.
CONSOLIDATED BALANCE SHEET
ASSETS
March 31, 2010 December 31, 2009
(Unaudited)
CURRENT ASSETS
Cash and cash equivalents $ 251,921 $ 338,872
Accounts receivable 74,350 40,425
Inventory 181,291 185,262
Other current assets 2,500 -
------------- -------------
Total current assets 510,062 564,559
------------- -------------
PROPERTY AND EQUIPMENT, NET 547,590 466,537
------------- -------------
OTHER
Note Receivable 9,894 9,894
Shareholder loan 1,470 469
Deferred tax asset 250,000 250,000
Intangibles, net of accumulated amortization
Of $6,250 and $6,000, respectively 3,750 4,000
------------- -------------
Total other assets 265,114 264,363
------------- -------------
TOTAL ASSETS $1,322,766 $ 1,295,459
============= ===============
(Continued)
F-1
CTD HOLDINGS, INC.
CONSOLIDATED BALANCE SHEET
LIABILITIES AND STOCKHOLDERS' EQUITY
March 31, 2010 December 31, 2009
(Unaudited)
CURRENT LIABILITIES
Accounts payable and accrued expenses $ 65,281 $ 27,676
-------------- -------------
Total current liabilities 65,281 27,676
-------------- -------------
LONG-TERM LIABILITIES
Accrued stock compensation - 66,000
-------------- -------------
STOCKHOLDERS' EQUITY
Common stock, par value $.0001 per share,
100,000,000 shares authorized, 33,451,144 and
31,103,822 shares issued and outstanding,
respectively 3,345 3,110
Preferred stock, par value $.0001 per share,
5,000,000 shares authorized; Series A, 1 share
issued and outstanding - -
Series D, -0- shares issued or outstanding - -
Additional paid-in capital 3,630,415 3,483,427
Accumulated deficit (2,367,047) (2,275,526)
Treasure stock, at cost 162,780 shares (9,228) (9,228)
------------- -------------
Total stockholders' equity 1,257,485 1,201,783
------------- -------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 1,322,766 $ 1,295,459
============ =============
See accompanying Notes to Financial Statements.
F-2
CTD HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended
March 31,
-----------------------
2010 2009
----------- ----------
PRODUCT SALES $ 169,524 $ 120,496
----------- ----------
EXPENSES
Personnel 83,298 99,827
Cost of products sold
(exclusive of
depreciation and
amortization, shown
separately below) 24,985 16,124
Consulting stock expense 66,000 -
Professional fees 65,716 44,489
Office and other 19,130 7,204
Amortization and
Depreciation 5,274 5,081
Freight and shipping 4,824 2,152
----------- ----------
269,227 174,877
----------- ----------
Operating loss (99,703) (54,381)
----------- ----------
OTHER INCOME (EXPENSE)
Investment and other
income 8,182 1,424
----------- -----------
Total other income 8,182 1,424
----------- -----------
NET LOSS BEFORE
INCOME TAXES (91,521) (52,957)
Income Taxes - -
----------- ----------
NET LOSS $(91,521) $(52,957)
=========== ===========
NET LOSS PER COMMON
SHARE $ (.00) $ (.00)
=========== ===========
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING 33,344,745 27,386,188
=========== ===========
See Accompanying Notes to Financial Statements.
F-3
CTD HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
Increase (Decrease) in Cash and Cash Equivalents
(Unaudited)
Three Months Ended
March 31,
----------------------
2010 2009
----------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (91,521) $ (52,957)
----------- -----------
Adjustments to reconcile net loss
to net cash provided by operating activities:
Depreciation and amortization 5,274 5,081
Stock compensation to employees 15,223 54,363
Stock compensation to consultant 66,000 -
Increase or decrease in:
Accounts receivable (33,925) (14,801)
Inventory 3,971 164
Other current assets (2,500) -
Accounts payable and accrued expenses 37,605 14,162
----------- -----------
Total adjustments 91,648 58,969
----------- -----------
NET CASH PROVIDED BY OPERATING
ACTIVITIES 127 6,012
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of equipment and building improvements (86,077) (22,237)
Loan to Shareholder (1,001) -
----------- ----------
NET CASH USED FOR INVESTING (87,078) (22,237)
ACTIVITIES ----------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES
Payments on received stockholder loan - 179
----------- ----------
NET CASH PROVIDED BY
FINANCING ACTIVITIES - 179
----------- ----------
NET (DECREASE) IN CASH AND CASH EQUIVALENTS (86,951) (16,046)
CASH AND CASH EQUIVALENTS, beginning of period 338,872 276,669
------------ -----------
CASH AND CASH EQUIVALENTS, end of period $ 251,921 $ 260,623
============ ===========
F-4
CTD HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
Increase (Decrease) in Cash and Cash Equivalents
(Unaudited)
(Continued)
Three Months Ended
March 31,
------------------
2010 2009
------------ ------------
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid for interest $ - $ -
=========== ============
Cash paid for income taxes $ - $ -
=========== ============
See Accompanying Notes to Financial Statements.
F-5
CTD HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2010
(Unaudited)
The information presented herein as of March 31, 2010 and for the three months
ended March 31, 2010 and 2009, is unaudited.
(1) BASIS OF PRESENTATION:
The accompanying consolidated financial statements include CTD Holdings, Inc.
and its subsidiaries.
The accompanying consolidated financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and with the instructions to Form 10-Q and Rule 10-01 of Regulations
S-X. Accordingly, they do not include all of the information and footnotes
required by generally accepted accounting principles for complete financial
statements. In the opinion of management, all adjustments (consisting of normal
recurring adjustments) considered necessary for a fair presentation have been
included.
Operating results for the three month period ended March 31, 2010, are not
necessarily indicative of the results that may be expected for the year ending
December 31, 2010. For further information, refer to the consolidated financial
statements and footnotes thereto included in the Company's annual report of Form
10-K for the year ended December 31, 2009.
(2) NET INCOME (LOSS) PER COMMON SHARE:
Net income (loss) per common share is computed using a simple weighted average
of common shares outstanding during the periods presented. For stock awarded
under employment agreements (see Note 5), the monthly stock awarded is treated
as issued on the 15th day of each month earned for purposes of computing the
weighted average outstanding shares.
(3) INCOME TAXES
For 2010, the Company reported a net loss and also realized a net operating tax
loss for the three months ended March 31, 2010. The Company increased the
valuation allowance of its deferred tax asset by approximately $2,000 and did
not record a increase in its deferred tax asset or an income tax benefit based
on management's expectation of future taxable income may not exceed its current
deferred tax asset.
For 2009, the Company reported a net loss and also realized a net operating tax
loss for the three months ended March 31, 2009. The Company increased the
valuation allowance of its deferred tax asset by approximately $8,000 and did
not record an increase in its deferred tax asset or an income tax benefit based
on management's expectation of future taxable income that may not exceed its
current deferred tax asset.
(4) CONCENTRATIONS
Sales to two major customers were 44% of total sales for the three months ended
March 31, 2010. Sales to three major customers were 60% of total sales for the
three months ended March 31, 2009.
Substantially all 2010 and 2009 inventory purchases were from three vendors.
The Company has two sources for Aquaplex inventory. However, the Company has
manufactured these products in the past and will do so again with the completion
of its spray drying facility in 2010. There are multiple sources for Trappsol
inventory products.
(5) COMMITMENTS AND CONTINGENCIES
For 2010, the Company has employment agreements with three officers for total
monthly salaries of $26,000, including stock compensation. Beginning February 1,
2010, one officer is awarded shares of common stock each month. The number of
shares due is equal to $5,500 divided by eighty percent of the closing price of
the Company's common stock on that last day of each month. The Company
recognizes an expense equal to the fair value of the stock determined using the
average stock closing trading price for the month multiplied by the number of
shares awarded for that month. The stock is subject to trading restrictions
under Rule 144. For the three months ended March 31, 2010, the Company awarded
147,322 shares and recognized an expense of $15,223 for stock awarded under
these agreements.
The Company had employment agreements with two officers through June 30, 2009
for total monthly salaries of $10,000. In addition, the officers were awarded
shares of common stock each month. The number of shares due is equal to $13,500
divided by eighty percent of the closing price of the Company's common stock on
that last day of each month. For the period July 1, 2009 through December 31,
2009, the officers received total monthly salaries of $16,000 and no common
stock awards. The Company recognizes an expense equal to the fair value of the
stock determined using the average stock closing trading price for the month
multiplied by the number of shares awarded for that month. The stock is subject
to trading restrictions under Rule 144. For the three months ended March 31,
2009, the Company awarded 1,687,500 shares and recognized an expense of $54,363
for stock awarded under these agreements.
(6) NOTES RECEIVABLE
The Company loaned $9,700 to an unrelated investment company. The note is
unsecured, principal and interest at 24% is due on demand.
(7) TREASURY STOCK
Treasury stock is recorded at acquisition cost. The Company reacquired 162,780
shares of its previously outstanding common stock for $9,228 in 2009. The shares
were not cancelled as of March 31, 2010.
Item 2. Management's Discussion and Analysis or Plan of Operation.
Introduction
CTD Holdings, Inc. (referred to as the "Company," "CTD" or in the first person
notations of "we," "us," and "our") began operations in 1990. Our revenues are
principally derived from retail sales of cyclodextrins and cyclodextrin
complexes. Our sales are primarily to major chemical supply houses around the
world, pharmaceutical companies, and food companies for research and development
and to diagnostics companies. We acquire many of our products outside the United
States, from Japan, Germany, China and Hungary; but we are gradually finding
satisfactory supply sources in the United States. While we generally enjoy
better supply prices from outside the United States, rising shipping costs are
making domestic sources more competitively priced. We provide our customers with
the most current knowledge of the properties and potential new uses of
cyclodextrins and cyclodextrin complexes.
As most of our customers use our cyclodextrin products in their research and
development activities, their ordering from us is unpredictable with regard to
timing, product mix and volume. We also have four major customers who have a
significant effect on our revenues when they increase or decrease their research
and development activities that use cyclodextrins. We keep in constant contact
with these customers as to their cyclodextrin needs so we can maintain the
proper inventory composition and quantity in anticipation of their needs. The
sales to major customers and the product mix and volume of products sold has a
significant effect on our revenues and gross profit. These factors contribute to
our significant revenue volatility from quarter to quarter and year to year.
In 2004, we amended the Company's Articles of Incorporation authorizing a series
of "blank check" preferred stock consisting of 5,000,000 shares and creating a
series of Series A Preferred Stock, setting forth its designations, rights and
preferences. The more significant right is Series A Preferred shareholders vote
with the holders of common stock on all matters submitted to a vote of our
shareholders. Shares of Series A Preferred Stock are entitled to one vote more
than one-half of all votes entitled to be cast by all holders of voting capital
stock of the Company on any matter submitted to holders of common shares so as
to ensure that the votes entitled to be cast by the holder of the Series A
Preferred Stock are equal to one more than a majority of the total of all votes
entitled to be cast by the holders of common shares. In 2004, we issued one
share of Series A Preferred Stock to C.E. Strattan, our majority shareholder in
exchange for 1,029,412 shares of common stock held by him, which he voluntarily
surrendered to the Company and were cancelled.
Liquidity and Capital Resources
Our cash decreased to $252,000 as of March 31, 2010, compared to $339,000 as of
December 31, 2009. The decrease for the three months ended March 31, 2010, was
due primarily to capital additions including a $70,000 deposit on a
combustor/atomizer system and $14,000 in related equipment for our spray drying
facility, in excess of cash flow from operations. As of March 31, 2010, our
working capital was $445,000 compared to $537,000 at December 31, 2009. Our cash
flows from operations for the first three months of 2010 was $100 compared to
$6,000 for the same period in 2009. This decrease was due primarily to timing
differences in accounts receivable and accounts payable.
We believe our remaining working capital is sufficient to run our operations at
current levels. We are seeking debt financing to complete the spray drying
facility. Current working capital is sufficient to maintain historical product
processing, but we may require additional working capital to increase the volume
and size of future product processing.
We continue to maintain inventory levels sufficient for two years of sales for
our two most profitable bulk products, THPB and TRMB-P. We increased our
inventory of these two products two years ago based on our estimate of future
industry purchase trends and recent product inquiries from our larger customers.
These products have a three month or more lead time to acquire from our
suppliers in the quantity purchased. Because we now have these products in
stock, we have an increased opportunity to fill any large orders we may receive.
Due to increased shipping costs, it is also less costly to buy and ship larger
quantities from our suppliers. Our current inventory of these two product
represents approximately two years of our historical sales volume of these
products.
Controlling cash expenses continues to be management's primary fiscal tool.
However, growth requires increased expenditures and we feel that it is
appropriate during the current growth stage to engage consultants that can help
the Company in financial areas outside its expertise, accepting that these fees
will act to reduce profitability. We continue to increase revenues to offset
these new expenses, but cannot be sure that such trends can be sustained in the
short term.
Beginning in 2003, we began improvements and renovations of our corporate office
and have invested $170,000 through December 31, 2009. During the three months
ended March 31, 2010, we capitalized $14,000 of equipment for our new spray dry
facility. We also ordered a spray dray system with a total cost of $175,000, and
paid a $70,000 deposit. In conjunction with the spray dry system, we expect to
start construction of a c-GMP plant approved to produce pharmaceutical
ingredients suitable for parenteral use by the end of 2010. We expect the total
cost to be $500,000, and we are currently seeking financing, although there are
no assurances we will obtain financing for all or part of this facility.
During 2009, we hired a consultant to perform certain public relations
activities through April 1, 2010, for 2,200,000 shares of restricted common
stock, which were issued in 2010. We recorded an expense of $66,000 for the
three months ended March 31, 2010.
We have no off-balance sheet arrangements at March 31, 2010.
Results of Operations
Total product sales for the three months ended March 31, 2010 increased 41% to
$170,000 compared to $120,000 for the same period in 2009. Our major customers
continue to be repeat purchasers. In 2010, we had two major customers
accounting for 44% of our sales. In 2009, we had three major customers
accounting for 60% of our sales.
The increase in sales was due primarily to sales to new customers, as a result
of greater awareness of the uses of cyclodextrins created in part by our
association with the use of Trappsol HPB to ameliorate the symptoms of
Nemann-Pick type C (childhood Alzheimer's) in a current clinical trial. Also
during 2009, we have experienced increased sales in complexes (mixtures of
cyclodextrins and testing material). The timing of when we receive, supply and
ship complexes or large periodic orders has a significant effect on our
quarterly and year to date sales and operating results.
Our cost of products sold (excluding any allocation of direct and indirect
overhead and handling costs) for 2010 to date increased 55% to $25,000 from
$16,000 for the same period in 2009. Our cost of products sold (excluding any
allocation of direct and indirect overhead and handling costs) as a percentage
of sales was 15% and 13% for the three months ended March 31, 2010 and 2009,
respectively. Historically, changes in both sales volume and product mix has a
significant effect on our cost of sales and our margins. Our margins vary
significantly among our products. Our margins for the same product also vary
based on quantity sold. Our increased inventory of our more popular products
provides some delay from increasing costs of materials. The timing of when we
receive, supply and ship complexes or large periodic orders has a significant
effect on our quarterly and year to date cost of products sold (excluding any
allocation of direct and indirect overhead and handling costs)
As we buy some of our inventory from foreign suppliers, the change in the value
of the U.S. dollar in relation to the Euro and other foreign currencies does
have an affect on our cost of inventory, and will continue to do so. We buy most
of our products from outside the U.S. denominated in U.S. dollars. Our main
supplier of fine chemicals and complexes is located in Hungary denominated in
Euros. The cost of our bulk inventory has also increased due to the decline of
the U.S. dollar. These products represent a significant portion of our revenues.
When we experience short-term increases in currency fluctuation or supplier
price increases, we are often not able to raise our prices sufficiently to
maintain our historical margins and therefore, our margins on these sales may
decline.
Three months ended March 31, 2010 compared to three months ended March 31, 2009
Consulting stock expense increased to $66,000 in 2010 from $0 for 2009. In
October 2009, we hired a consultant to perform certain public relations
activities through April 1, 2010, for 2,200,000 shares of restricted common
stock.
Personnel costs decreased 17% to $83,000 for 2010, from $100,000 for 2009. This
decrease is due primarily to the temporary loss of an employee to required
military service in 2010. In 2010, we hired an executive to head-up the new
division that will be responsible for the Aquaplex products and the new spray
drying operation; we expect personnel expenses to increase.
Professional fees increased 32% to $66,000 for 2010 compared to $44,000 for
2009. This increase is primarily due to auditing and accounting expenses related
to our ViStra Growth Properties subsidiary in 2009.
Office and other expenses increased 35% to $19,000 for the 2010 compared to
$7,000 for 2009. This increase was due primarily to repairs and maintenance of
the part of our facility that will house the spray drying operation. Most of our
office related expenses do not vary significantly from quarter to quarter.
Amortization and depreciation were comparable at $5,000 for 2010 and 2009,
respectively. We expect depreciation to increase in future periods as the result
of our the spray drying facility and related equipment, office renovations,
improvements and additions.
Freight and shipping increased to $5,000 for 2010 compared to $2,000 for 2009.
Freight and shipping is dependent on frequency of ordering products for
inventory and frequency of sales. We have also experienced volatility in overall
shipping costs due to changes in related energy costs and overall demand for
shipping services. Investment and other income increased to $8,000 for 2010,
from $1,000 for 2009. This increase was due primarily to increased freight
revenues from customers in 2010.
We realized a net tax loss for the three months ended March 31, 2010, and
recorded an increase in our valuation allowance for the increase in our deferred
tax asset of approximately $2,000.
We also realized a net tax loss for the three months ended March 31, 2009, and
recorded an increase in our valuation allowance for the increase in our deferred
tax asset of approximately $8,000.
We recognized a net loss of $(92,000) and ($53,000) for the three month periods
ending March 31, 2009 and 2008, respectively.
We will continue to introduce new products that will increase sales revenue and
implement a strategy of creating or acquiring operational affiliates and/or
subsidiaries that will use cyclodextrins in herbal medicines, waste-water
remediation, pharmaceuticals, and foods. We also intend to pursue exclusive
relationships with major cyclodextrin manufacturer(s) and specialty cyclodextrin
labs to distribute their products. We continue to be the exclusive distributor
in North America of the cyclodextrin products manufactured by Cyclolab Research
Laboratories in Budapest, Hungary.
In keeping with its commitment to use the internet as a major advertising and
public relations outlet, the Company intends to apply greater human resources to
the updating and maintaining of its web site. This valuable asset has been
instrumental in creating and maintaining a worldwide leadership role for us in
the implementation of research and commercialization of CD applications. We
believe the maintenance and growth of our web site will return that investment
many times.
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
Not applicable.
Items 4 and 4T. Controls and Procedures.
a. Management's quarterly report on internal control over financial reporting.
1. Our management is responsible for establishing and maintaining adequate
internal control over financial reporting as defined in Rules 13a-15(f) and
15d-15(f) under the Securities Exchange Act of 1934. Our internal control over
financial reporting is a process designed to provide reasonable assurance that
assets are safeguarded against loss from unauthorized use or disposition,
transactions are executed in accordance with appropriate management
authorization and accounting records are reliable for the preparation of
financial statements in accordance with generally accepted accounting
principles.
2. Internal control over financial reporting is a process tailored to the
Company's unique circumstances, designed under the supervision of the Company's
Chief Executive and Chief Operating Officer, and effected by the Company's Board
of Directors, its consultants and other personnel, taking into account the small
size of the Company, small number of employees and others involved in the
Company's finances. The process uses a system of checks and balances to provide
reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance with
generally accepted accounting principles and includes those policies and
procedures that:
- pertain to the maintenance of records that in reasonable detail accurately and
fairly reflect the transactions and dispositions of the Company's assets and the
review of those transactions and dispositions by the Company's compliance
officer;- provide reasonable assurance that transactions are recorded as
necessary to permit preparation of financial statements in accordance with
generally accepted accounting principles, and that the Company's receipts and
expenditures are being made only in accordance with authorizations of management
or the Company's Board of Directors; and
- provide reasonable assurance regarding prevention or timely detection of
unauthorized acquisition, use or disposition of the Company's assets that could
have a material adverse effect on the Company's financial statements.
3. As required by Rule 13a-15(b) and 15(d)-15(e) under the Exchange Act, our
Chief Executive Officer who is also our Principal Accounting Officer carried out
an evaluation of the effectiveness of the design and operation of our disclosure
controls and procedures as of the end of the period covered by this report. The
Company's Chief Executive Officer has concluded that the Company's internal
control over financial reporting, as of September 30, 2009 was effective.
4. This quarterly report does not include an attestation report of the Company's
registered public accounting firm regarding internal control over financial
reporting. Management's report was not subject to attestation by the Company's
registered public accounting firm pursuant to temporary rules of the Securities
and Exchange Commission that permit the Company to provide only management's
report in this quarterly report.
b. Changes in internal controls.
The Company made no changes in its internal control over financial reporting
that occurred during the Company's third fiscal quarter that has materially
affected, or which is reasonably likely to materially affect the Company's
internal control over financial reporting.
Part II. OTHER INFORMATION
Item 1. Legal Proceedings.
NONE
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
On October 6, 2009, The Company issued 1,400,000 of its common shares in
exchange for 100,000 common shares of its wholly owned subsidiary, Vistra Growth
Partners,
Item 3. Defaults Upon Senior Securities.
NONE
Item 4. Submission of Matters to a Vote of Security Holders.
NONE
Item 5. Other Information.
NONE
Item 6. Exhibits.
(2) Plan of purchase, sale, reorganization, arrangement,
liquidation or succession None
(3) Articles of Incorporation and By-Laws
(i) Articles of Incorporation filed August 9, 1990 *
(ii) By-Laws *
(iii) Certificates of Amendment to the Articles of
Incorporation filed November 18, 1993 and
September 24, 1993 *
(4) Instruments defining the rights of security holders,
including indentures
(a) Specimen Share Certificate for Common Stock. *
(10) Material contracts
(10.1) Agreement of Shareholders dated November 11, 1993
by and among C.E. Rick Strattan, Garrison Enterprises,
Inc. and the Company. *
(10.2) Lease Agreement dated July 7, 1994. **
(10.3) Consulting Agreement dated July 29, 1994 between
the Company and Yellen Associates. *
(10.4) License Agreement dated December 20, 1994 between
the Company and Herbe Wirkstoffe GmbH. *
(10.5) Joint Venture Agreement between the Company and
Ocumed, Inc. dated May 1, 1995, incorporated by
reference to the Company's Form 10-QSB for the
quarter ended September 30, 1995. **
(10.6) Extension of Agreement between the Company and
Herbe Wirkstoffe GmbH. ***
(10.7) Lease Extension +
(10.8) Loan Agreement with John Lindsay +
(10.9) Small Potatoes Contract +
(10.10) Employment Agreement with C.E. Rick Strattan
dated May 30, 2001 ++
(10.11) Employment Agreement of C.E. Rick Strattan
dated October 14, 2003 +++
(10.12) Employment Agreement of George L. Fails
dated October 14, 2003 ****
(10.13) Addendum to Share Exchange Agreement with Eline
Entertainment Group ++++
(10.14) Share Exchange Agreement with Eline Entertainment
Groups +++++
(11) Statement re: computation of per share earnings Note 2 to
Financial
Statements
(15) Letter on unaudited interim financial information ****
(18) Letter on change in accounting principles None
(19) Reports furnished to security holders None
(20) Other documents or statements to security holders or any
document incorporated by reference None
(22) Published report regarding matters submitted to vote of
security holders None
(23) Consents of experts and counsel None
(24) Power of Attorney None
(31) Rule 13a-14(a)/15d-14a(a) Certifications ****
(32) Section 1350 Certifications ****
(99) Additional exhibits None
(100)XBRL-Related Documents None
* Incorporated by reference to the Company's Form 10-SB filed with the
Securities and Exchange Commission on February 1, 1994.
** Incorporated by reference to the Company's Form 10-KSB filed with the
Securities and Exchange Commission on March 29, 1997.
*** Incorporated by reference to the Company's Form 10-KSB filed with the
Securities and Exchange Commission on March 28, 2000.
**** Filed herewith.
+ Incorporated by reference to the Company's Form 10-KSB filed with the
Securities and Exchange Commission on April 2, 2001.
++ Incorporated by reference to the Company's Form 10-KSB filed with the
Securities and Exchange Commission on April 1, 2002.
+++ Incorporated by reference to Form S-8 filed December 1, 2003.
++++ Incorporated by reference to the Company's Form 8-K filed with the
Securities and Exchange Commission on September 21, 2005.
+++++Incorporated by reference to the Company's Form 8-K filed with the
Securities and Exchange Commission on August 15, 2005.
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant has duly
caused this report to be signed on its behalf by the undersigned thereunto duly
authorized.
CTD HOLDINGS, INC.
Date: May _____, 2010 /s/ C.E. Rick Strattan
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C.E. Rick Strattan
Chief Executive Officer
Chief Financial Officer