PRESSURE BIOSCIENCES, INC. AND SUBSIDIARIES

 

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PRESSURE BIOSCIENCES, INC., AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AS OF MARCH 31, 2007

 

We developed the above referenced assumptions based on the following rationale. We utilized the simplified method provided by SAB No. 107 to develop our estimate of expected term of the stock options granted. Under this method, stock options granted to outside board members are estimated to have an expected term of 5 years and stock options granted to our CEO and all other officers and employees are estimated to have an expected term of 6 years. All stock options granted have a 10 year contractual life. The stock options granted to outside directors vest immediately and the stock options granted to the CEO and all other officers and employees vest annually, on an equal basis over three years. SAB 107 provides a simplified approach to developing the estimate of expected term based on the average of the midpoint of the vesting period and the contractual life. The expected volatility is assumed to approximate the historical volatility that was observed during the corresponding expected term for each sub-group of option recipients. The risk-free interest rate is a weighted average approximation based on the U.S. Treasury yields in effect at the time of the grants. We used a dividend yield of zero for the calculation because we have never paid cash dividends and we have no intention to begin paying dividends in the foreseeable future. While we believe these estimates are reasonable, the compensation expense recorded would increase if the assumed expected term was increased or a higher expected volatility was used.

We recognized stock-based compensation expense of $111,757 for the three months ended March 31, 2007 and $203,456 for the three months ended March 31, 2006. The following table summarizes the effect of this stock-based compensation expense within our Consolidated Statement of Operations for both periods:

		For the Three Months Ended
		March 31,
		2007			2006
Cost of PCT products and services		$	2,620		$	2,094
Research and development			49,494			22,475
Selling and marketing			15,995			7,888
General and administrative			43,648			170,999
Total stock-based compensation expense		$	111,757		$	203,456

The provisions of SFAS 123R require that we make an estimate of our forfeiture rate and adjust the expense that we recognize to reflect the estimated number of stock options that will go unexercised. We estimate that our forfeiture rate will approximate 5% for the foreseeable future. As our workforce expands and our business matures we will continue to monitor this rate and consider adjusting our estimate if we feel it is appropriate to do so. The stock option expense recognized for the three months ended March 31, 2007 reflects our estimated forfeiture rate of 5%.

As of March 31, 2007, the total estimated fair value of unvested stock options to be amortized over their remaining vesting period was $952,715.

Accounting for Income Taxes

Effective January 1, 2007, we adopted the provisions of FASB Interpretation No. 48, “Accounting for Uncertainty in Income Taxes - an Interpretation of FASB Statement No. 109” (FIN 48). This interpretation clarifies the accounting for uncertainty in income taxes by prescribing a minimum recognition threshold for a tax position taken or expected to be taken in a tax return that is required to be met before being recognized in the financial statements. FIN 48 also provides guidance on de-recognition, measurement, classification, interest and penalties, accounting in interim periods, disclosure and transition.

 

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PRESSURE BIOSCIENCES, INC., AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AS OF MARCH 31, 2007

 

In accordance with FIN 48, we have analyzed filing positions in all of the federal, state, and other jurisdictions where we are required to file income tax returns, as well as all open tax years in these jurisdictions. The periods subject to examination for all federal, state and other jurisdictions are the 2003 through 2005 tax years. We do not believe there are any tax positions that would increase within the next twelve-month period. Therefore, no reserves for uncertain income tax positions have been recorded and we did not record a cumulative effect adjustment related to the adoption of FIN 48.

Fair Value Measurements

In September 2006, FASB issued SFAS 157, “Fair Value Measurements”. SFAS No. 157 establishes a formal framework for measuring fair value under GAAP and expands on disclosure of fair value measurements. Although SFAS No. 157 applies to and amends the provisions of existing FASB and AICPA pronouncements, it does not, of itself, require any new fair value measurements, nor does it establish valuation standards. SFAS No. 157 applies to all other accounting pronouncements requiring or permitting fair value measurements, except for; SFAS No. 123R, share based payment and related pronouncements, the practicability exceptions to fair value determinations allowed by various other authoritative pronouncements, and AICPA Statements of Position 97-2 and 98-9 that deal with software revenue recognition. This statement is effective for financial statements issued for fiscal years beginning after November 15, 2007, and interim periods within those fiscal years.

Effects of Prior Year Misstatements

In September 2006, the SEC staff released Staff Accounting Bulletin No. 108, "Considering the Effects of Prior Year Misstatements When Quantifying Misstatements in Current Year Financial Statements," or SAB 108.  SAB 108 provides for a "one-time" special transition provision for correcting certain prior year misstatements that were uncorrected as of the beginning of the fiscal year of adoption. SAB 108 permits existing public companies to initially apply its provisions either by (i) restating prior financial statements as if the dual approach had always been used or (ii) recording the cumulative effect of initially applying the dual approach as adjustments recorded to the opening balance of retained earnings.  SAB 108 is effective for fiscal years ending after November 15, 2006.  The adoption of SAB 108 did not have a material impact on our consolidated financial statements.

4)	Investment in Marketable Securities

As of March 31, 2007, we held 352,934 shares of common stock of Panacos Pharmaceuticals Inc. (“Panacos”), a publicly traded company listed on the NASDAQ Global Market. We account for this investment in accordance with SFAS 115 “Accounting for Certain Investments in Debt and Equity Securities” as securities available for sale. On March 31, 2007, our balance sheet reflected the fair value of our investment in Panacos to be approximately $1.6 million, based on the closing price of Panacos shares of $4.63 per share on that day. The carrying value of our investment in Panacos common stock held will change from period to period based on the closing price of the common stock of Panacos, and the number of shares we hold, as of the balance sheet date. This change in market value will be recorded by us on a quarterly basis in Comprehensive Income or Loss.

 

5)	Assets and Liabilities Transferred Under Contractual Arrangements

 

In June 2004, we transferred certain assets and liabilities of our PBI Source Scientific, Inc. subsidiary to a newly formed limited liability company known as Source Scientific, LLC. At the time of the transfer, we owned 100% of the ownership interests of Source Scientific, LLC. We subsequently sold 70% of our ownership interests of Source Scientific, LLC to Mr. Richard Henson and Mr. Bruce A. Sargeant pursuant to a purchase agreement (the “Source Scientific Agreement”). As a result of the sale of 70% of our ownership interests, Mr. Henson and Mr. Sargeant each own 35% and we own the remaining 30% of Source Scientific, LLC. Under the Source Scientific Agreement, we received notes receivable in the aggregate amount of $900,000 (the “Notes”) payable at the end of three years bearing 8% interest. The Source Scientific Agreement offers Mr. Henson and Mr. Sargeant the opportunity to purchase our 30% ownership interest in Source Scientific, LLC until May 31, 2007, at an escalating premium (10-50%) over our initial ownership value, provided that they have first paid off the Notes in their entirety.

 

 

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PRESSURE BIOSCIENCES, INC., AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AS OF MARCH 31, 2007

 

Despite our intent to exit the laboratory instrumentation business, we may be viewed as having a continuing involvement in the business of Source Scientific, LLC. Because of this and other factors, even though the transaction is treated as a divestiture for legal purposes, we have not recognized the transaction as a divestiture for accounting purposes in accordance with SEC SAB Topic 5E, “Accounting for Divestiture of a Subsidiary or Other Business Operation”.  In accordance with SAB Topic 5E, we have recorded the assets and liabilities associated with the Source Scientific, LLC operation on our consolidated balance sheet as of December 31, 2006 under the captions “Assets transferred under contractual arrangements” and “Liabilities transferred under contractual arrangements”.

 

During the three months ended March 31, 2007, Source Scientific, LLC reported a net loss of approximately $483,000. In accordance with SAB Topic 5E we have recorded a charge in our Consolidated Statement of Operations equal to the net book value on our Consolidated Balance Sheet of $378,503. SAB Topic 5E requires that we recognize the losses of Source Scientific, LLC to the extent such losses exceed profits in the same fiscal year. In accordance with SAB Topic 5E, we have reduced our net carrying value of our investment in Source Scientific, LLC to zero as of March 31, 2007.

During the three months ended March 31, 2007, total purchases from Source Scientific, LLC by us amounted to $100,299. During the same period in 2006, total purchases from Source Scientific, LLC by us amounted to $4,359. These purchases were for services in connection with the design and manufacture of our Barocycler instrumentation. All of our purchases from Source Scientific, LLC are negotiated as arms length transactions and paid through our normal accounts payable process. As of March 31, 2007, we had accounts payable to Source Scientific, LLC of $96,595 and deposits receivable of $344,000. As of December 31, 2006, we had accounts payable to Source Scientific, LLC of $38,605 and deposits receivable of $168,000.

6)	Inventories

 

		March 31,			December 31,
		2007			2006
Raw materials		$	41,618		$	3,158
Finished goods			28,242			16,500
Total		$	69,860		$	19,658

 

7)	Commitments

Royalty Commitments

 

In 1998, we acquired all the remaining outstanding common stock of BioSeq, Inc., a development-stage company involved with PCT. In accordance with the provisions of a technology transfer agreement assumed in the transaction, we are obligated to pay a 5% royalty on net sales until March 2016. For purposes of the royalty calculation, net sales include the revenues related to units sold or leased as well as PULSE™ Tube revenue. The royalty obligation that we accrued for the three months ended March 31, 2007 was approximately $2,100. The royalty obligation that we accrued and paid for the same period in 2006 was $2,500.

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PRESSURE BIOSCIENCES, INC., AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AS OF MARCH 31, 2007

 

Operating Leases

 

On April 9, 2007, we extended our sub-lease agreement with Proteome Systems, Inc., pursuant to which we have agreed to lease approximately 650 sq. feet of laboratory space plus 100 sq. feet of office space from Proteome Systems in Woburn, Massachusetts. The lease period was extended through August 31, 2007 and the monthly rent was increased to $3,200 for the use of these facilities.

On June 1, 2006, we entered into a lease agreement with Scheer Partners and the Maryland Economic Development Corporation, pursuant to which we have agreed to lease laboratory and office space in Rockville, Maryland. The lease period will expire on May 31, 2007, and will continue on a month-to-month basis thereafter. We will pay $2,600 per month for the use of these facilities.

Purchase Commitments

In March 2007, we executed a purchase order with Source Scientific, LLC under which we agreed to purchase 20 Barocycler NEP3229 units and nine demonstration (NEP2320) units to be used by our sales force in 2007. This purchase order is in addition to the 20 units on order under the previously placed purchase order with Source Scientific. In connection with each of these purchase orders, we submitted a deposit to Source Scientific, LLC for $200,000. In accordance with the terms of these agreements, we expect that the units will be completed during 2007. We will be billed for the complete cost of each unit as it is completed, net of the deposit we placed for each instrument. Finished goods will stay at Source Scientific, LLC for shipment directly to our customers. As of March 31, 2007, Source Scientific completed and billed us for seven units under the first purchase order.

8)	Stockholders’ Equity

Stock Options

On September 16, 2005, our stockholders approved our 2005 Equity Incentive Plan (the “Plan”) pursuant to which an aggregate of 1,000,000 shares of common stock were reserved for the issuance upon exercise of stock options or other equity awards made under the Plan. Under the Plan, our board of directors has authority to grant stock options or other equity awards to employees, officers, directors, consultants, and advisors. As of March 31, 2007, there were 790,000 stock options granted and outstanding under the 2005 Equity Incentive Plan and 210,000 shares available for future grants.

We also have 244,000 stock options outstanding under our 1999 Non-Qualified Plan and 9,500 stock options outstanding under our 1994 Incentive Stock Option Plan. As of March 31, 2007, there were 4,800 shares available for future grant under the 1999 Non-Qualified Plan. The 1994 Incentive Stock Option Plan has expired; therefore, there are no shares available for future grants under this plan.

The following tables summarize information concerning options outstanding and exercisable as of March 31, 2007:

 

		Options Outstanding									Options Exercisable
					Weighted Average									Weighted Average
Range of Exercise Prices			Number of Options			Contractual Life			Exercise Price			Number of Options			Contractual Life			Exercise Price
$2.50 - $2.70			159,000			5.4		$	2.64			159,000			5.4		$	2.64
2.71 - 3.08			343,000			7.4			2.96			209,000			6.9			2.98
3.09 - 3.97			414,500			9.1			3.70			65,630			8.4			3.70
3.98 - 4.25			127,000			8.6			4.05			127,000			8.6			8.63
$2.50 - $4.25			1,043,500			7.9			3.34			560,630			7.0			3.21

            

 

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PRESSURE BIOSCIENCES, INC., AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AS OF MARCH 31, 2007

 

		Stock Options
						Weighted						Weighted
						Average price						Average price
			Shares			per share			Exercisable			per share
Balance outstanding, 12/31/2006			945,500		$	3.32			524,000		$	3.17
Granted			98,000			3.51
Exercised			-
Expired			-
Forfeited			-
Balance outstanding, 3/31/2007			1,043,500		$	3.34			560,630		$	3.21

The aggregate intrinsic value of options outstanding as of March 31, 2007 was $876,540. The aggregate intrinsic value of options exercisable as of March 31, 2007 was $543,811. 

 

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Selling and Marketing

 

Selling and marketing expenses increased to $256,530 for the three months ended March 31, 2007 from $67,379 for the comparable period in 2006. This increase was the result of our growth from one selling and marketing employee in the first quarter of 2006 to four in the first quarter of 2007. In addition to increasing our staff we have also increased our spending on several marketing programs to support our commercialization plan.

During the first quarter of 2007 and 2006, selling and marketing expense included $15,995 and $7,888, respectively, of non-cash, stock-based compensation expense in accordance with the provisions of SFAS 123R. We expect SFAS 123R expense to increase in future quarters as we continue to hire our domestic sales force and award stock options to these employees.

 

We expect to continue our increased focus on selling and marketing activities for the remainder of 2007 to drive our commercialization plan. Consistent with our plans, we intend to hire three additional domestic sale directors in the second quarter. We also plan to continue our expansion of our advertising and marketing programs to further raise awareness of PCT within the scientific community.

 

General and Administrative

 

General and administrative costs totaled $481,082 for the three months ended March 31, 2007, as compared to $689,626 for the comparable period in 2006. Our general and administrative costs for 2006 included $170,999 of SFAS 123R expense as compared to $43,648 in the first quarter of 2007. This decrease in SFAS 123R expense was due to the decision by the Board of Directors not to award themselves their annual stock options during 2007. The stock options awarded to the Board of Directors during the first quarter of 2006 resulted in the recognition of $159,438 of SFAS 123R expense. The results for the first quarter of 2006 also included the expense recorded for the payment of a bonus of $150,000, to Richard T. Schumacher, our President and CEO, in recognition of his 2005 performance. Beginning in the first quarter of 2007, we accrue a target bonus award of approximately $30,000 for our entire senior executive management team, on a quarterly basis. This amount will be adjusted in the fourth quarter based on our compensation committee’s decision on the amount of bonuses to award, if any. Aside from these items our general and administrative costs increased due to the increase in general and administrative headcount from one full-time employee in the first quarter of 2006 to four in the first quarter of 2007.

We expect that general and administrative spending for the rest of 2007 will be slightly higher on a quarterly basis than in the current quarter. These increases will be driven primarily by a continued increase in spending on investor relations programs and spending required to conform to section 404 of the Sarbanes-Oxley Act.

Operating Loss

 

Our operating loss was $1,099,177 for the three months ended March 31, 2007 as compared to an operating loss of $1,013,956 for the comparable period in 2006. The increase in operating loss was primarily the result of increases in activities within our research and development and selling and marketing functions, partially offset by our increase in revenue and a decrease in general and administrative expense and non-cash, stock-based compensation expense associated with SFAS 123R.

The operating loss from continuing operations for the three months ended March 31, 2007 included $111,757 of non-cash, stock-based compensation charges recognized in accordance with SFAS 123R. The same period for 2006 included $203,456 of SFAS 123R expense.

 

We plan to continue to increase our level of activity in all areas of our business, particularly sales and marketing and research and development, for the remainder of 2007. Consequently we expect our operating loss for 2007 to exceed that of 2006.

 

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Gain on Sale of Securities

 

In the three months ended March 31, 2007, we sold 161,000 shares of Panacos Pharmaceuticals and realized a gain on securities sold of $727,473. During the same period in 2006 we sold 57,900 shares of Panacos Pharmaceuticals and realized gain on securities sold of $517,938. We expect to sell additional shares of Panacos Pharmaceuticals during 2007 to increase our cash position for continued investment into our pressure cycling technology.

Other Operating (Charges), net

 

During the first quarter of 2007 Source Scientific, LLC reported a loss of approximately $483,000. In accordance with the provisions of SEC SAB Topic No. 5E we recorded a charge to “Other operating, net” of $378,503, to reduce our net carrying value in Source Scientific, LLC to zero as of March 31, 2007. During the same period in 2006, Source Scientific, LLC recognized a profit of approximately $100,000, which, pursuant to the provisions of SAB Topic 5E, we did not record.

We expect to complete our divestiture of the Source Scientific, LLC business during the second quarter. If we are successful completing this divestiture we will write-off the “Assets transferred under contractual arrangements” and “Liabilities transferred under contractual arrangements”, and recognize any proceeds from the sale as a gain.

 

Interest Income

 

Interest income totaled $71,602 for the three months ended March 31, 2007 as compared to interest income of $108,506 in the prior year period. The decrease in interest income is due to a lower average cash balance.

 

Income Taxes

 

In the quarter ended March 31, 2007, we recorded a tax benefit from continuing operations of $40,519. During the same period in 2006, we recorded a benefit of $77,478. The unfavorable change in benefit rate in 2007 as compared to 2006 was consistent with our expectations and was due to a significant reduction in Federal Income Tax carry-back, against which we can apply current operating losses. We expect to record a total benefit of approximately $230,000 during 2007, due to our Federal Income Tax carry-back position. Our benefit rate was also unfavorably impacted by the difference in treatment of the loss from Source Scientific, LLC for tax purposes as compared to accounting purposes.

 

Net Loss

 

For the quarter ended March 31, 2007, we realized a net loss of $638,086 compared to a net loss of $310,034 for the same period in 2006. The increase in loss was due to the many factors described above including, increases in research and development and selling and marketing expenses to support our business plan, a charge of $378,503 related to the net loss recorded by Source Scientific, LLC and an unfavorable change in our income tax benefit rate, all partially offset by an increase in gain from the sale of Panacos Pharmaceuticals shares, an increase in revenue and a decrease in general and administrative costs.

 

LIQUIDITY AND FINANCIAL CONDITION

 

As of March 31, 2007, our working capital position was $5,630,956, the primary components of which were cash and cash equivalents, accounts receivable, income taxes receivable, and prepaid expenses and deposits, partially offset by accounts payable, accrued employee compensation, other accrued expenses, and accrued income taxes. Working capital excludes our investment in Panacos Pharmaceuticals and the related deferred tax liability. As of December 31, 2006, our working capital balance was $5,770,086, the primary components of which were cash and cash equivalents, income taxes receivable and prepaid expenses and deposits. This decrease in working capital of $139,130 was the result of our operating losses and increases in our current assets to support our growth, partially offset by proceeds from the sale of 161,000 shares of Panacos Pharmaceuticals of $728,938. We expect to continue to fund our operating losses from our working capital balance and by liquidating our investment in Panacos Pharmaceuticals.

 

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Net cash used in continuing operations for the three months ended March 31, 2007 was $1,197,885 as compared to net cash used in continuing operations of $317,772 for the three months ended March 31, 2006. The cash used in operations for the three months ended March 31, 2007 included our net loss, an increase in accounts receivable, inventory, income taxes receivable, prepaid income taxes, and prepaid expenses and deposits, all partially offset by an increase in accounts payable. We expect to continue to use cash in continuing operations for the foreseeable future.

 

For the three months ended March 31, 2007 there were no cash flows from discontinued operations. For the same period in 2006 we received approximately $1.1 million as the final escrow payment from the sale of the Boston Biomedica, Inc., core business units in September 2004.

COMMITMENTS

 

Royalty Commitments

 

In 1998, we acquired all the remaining outstanding common stock of BioSeq, Inc., a development-stage company involved with PCT. In accordance with the provisions of a technology transfer agreement assumed in the transaction, we are obligated to pay a 5% royalty on net sales until March 2016. For purposes of the royalty calculation, net sales include the revenues related to units sold or leased as well as PULSE™ Tube revenue. The royalty obligation that we accrued for the three months ended March 31, 2007 was approximately $2,100. The royalty obligation that we accrued and paid for the same period in 2006 was $2,500.

 

Operating Leases

 

On April 9, 2007, we extended our sub-lease agreement with Proteome Systems, Inc., pursuant to which we have agreed to lease approximately 650 sq. feet of laboratory space plus 100 sq. feet of office space from Proteome Systems in Woburn, Massachusetts. The lease period was extended through August 31, 2007 and the monthly rent was increased to $3,200 for the use of these facilities.

On June 1, 2006, we entered into a lease agreement with Scheer Partners and the Maryland Economic Development Corporation, pursuant to which we have agreed to lease laboratory and office space in Rockville, Maryland. The lease period will expire on May 31, 2007, and will continue on a month-to-month basis thereafter. We will pay $2,600 per month for the use of these facilities.

Purchase Commitments

In March 2007, we executed a purchase order with Source Scientific, LLC under which we agreed to purchase 20 additional Barocycler NEP3229 units and nine demonstration (NEP2320) units to be used by our sales force in 2007. This purchase order is in addition to the 20 units on order under the previously placed purchase order with Source Scientific. In connection with each of these purchase orders, we submitted a deposit to Source Scientific, LLC for $200,000. In accordance with the terms of these agreements, we expect that the units will be completed during 2007. We will be billed for the complete cost of each unit as it is completed, net of the deposit we placed for each instrument. Finished goods will stay at Source Scientific, LLC for shipment directly to our customers. As of March 31, 2007, Source Scientific completed and billed us for seven units under the first purchase order.

 

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RECENT ACCOUNTING STANDARDS

Accounting for Income Taxes

Effective January 1, 2007, we adopted the provisions of FASB Interpretation No. 48, “Accounting for Uncertainty in Income Taxes - an Interpretation of FASB Statement No. 109” (FIN 48). This interpretation clarifies the accounting for uncertainty in income taxes by prescribing a minimum recognition threshold for a tax position taken or expected to be taken in a tax return that is required to be met before being recognized in the financial statements. FIN 48 also provides guidance on de-recognition, measurement, classification, interest and penalties, accounting in interim periods, disclosure and transition.

In accordance with FIN 48, we have analyzed filing positions in all of the federal, state and other jurisdictions where we are required to file income tax returns, as well as all open tax years in these jurisdictions. The periods subject to examination for all federal, state and other jurisdictions are the 2003 through 2005 tax years. We do not believe there are any tax positions that would increase within the next twelve-month period. Therefore, no reserves for uncertain income tax positions have been recorded and we did not record a cumulative effect adjustment related to the adoption of FIN 48.

Fair Value Measurements

In September 2006, FASB issued SFAS 157, “Fair Value Measurements”. SFAS No. 157 establishes a formal framework for measuring fair value under GAAP and expands on disclosure of fair value measurements. Although SFAS No. 157 applies to and amends the provisions of existing FASB and AICPA pronouncements, it does not, of itself, require any new fair value measurements, nor does it establish valuation standards. SFAS No. 157 applies to all other accounting pronouncements requiring or permitting fair value measurements, except for; SFAS No. 123R, share based payment and related pronouncements, the practicability exceptions to fair value determinations allowed by various other authoritative pronouncements, and AICPA Statements of Position 97-2 and 98-9 that deal with software revenue recognition. This statement is effective for financial statements issued for fiscal years beginning after November 15, 2007, and interim periods within those fiscal years.

Effects of Prior Year Misstatements

In September 2006, the SEC staff released Staff Accounting Bulletin No. 108, "Considering the Effects of Prior Year Misstatements When Quantifying Misstatements in Current Year Financial Statements," or SAB 108.  SAB 108 provides for a "one-time" special transition provision for correcting certain prior year misstatements that were uncorrected as of the beginning of the fiscal year of adoption. SAB 108 permits existing public companies to initially apply its provisions either by (i) restating prior financial statements as if the dual approach had always been used or (ii) recording the cumulative effect of initially applying the dual approach as adjustments recorded to the opening balance of retained earnings.  SAB 108 is effective for fiscal years ending after November 15, 2006.  The adoption of SAB 108 did not have a material impact on our consolidated financial statements.

ITEM 6. EXHIBITS

 

Exhibits			Reference
10.1	Extension of Sub-Lease Agreement with Proteome Systems, Inc		Filed herewith
31.1	Principal Executive Officer Certification Pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002		Filed herewith
31.2	Principal Financial Officer Certification Pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002		Filed herewith
32.1	Principal Executive Officer Certification Pursuant to Item 601(b)(32) of Regulation S-K, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002		Filed herewith
32.2	Principal Financial Officer Certification Pursuant to Item 601(b)(32) of Regulation S-K, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002		Filed herewith

 

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SIGNATURES

 

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

	PRESSURE BIOSCIENCE, INC.
Date: May 15, 2007	By:	/s/ Richard T. Schumacher
		Richard T. Schumacher
		President, Chief Executive Officer & Treasurer (Principal Executive Officer)

 

	By:	/s/ Edward H. Myles
		Edward H. Myles
		Senior Vice President of Finance & Chief Financial Officer (Principal Financial and Accounting Officer)

 

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