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Alex max band wherever you will go
- 11.10.2020 11.10.2020 - Gorn
Alexander Max "Alex" Band (born June 8, ) is an American singer, songwriter, musician, record producer and actor, best known for his work under the band name the Calling and their hit song "Wherever You Will Go", which topped the Adult Top 40 for 23 weeks and garnered the number one spot on Billboard magazine's "top 10 hits of the last decade". Never Ever! Your voice was 'The Calling' @alex_band When you sang 'Wherever you will go' - It was a beautiful message to Millions of us, to remind and us that we weren't alone in this World. It brought us to tears, comforted us, & lifted us in our low alihaurand.det Status: Verified. See more of Alex Band on Facebook. Log In. Forgot account? or. Create New Account. Not Now Alex Max Band. Musician/Band. Nick Jonas. Musician/Band. The Calling Music. Musician/Band. Creed. Musician/Band. Hayley Williams. Musician/Band. OneRepublic. Musician/Band. Wherever You Will Go (The Calling) Musician/Band. Alanis Morissette. Public.
Alex Band Wherever You Will Go Live In Brazil 2010, time: 4:54
See more of Alex Band on Facebook. Log In. Forgot account? or. Create New Account. Not Now Alex Max Band. Musician/Band. Nick Jonas. Musician/Band. The Calling Music. Musician/Band. Creed. Musician/Band. Hayley Williams. Musician/Band. OneRepublic. Musician/Band. Wherever You Will Go (The Calling) Musician/Band. Alanis Morissette. Public. Alexander Max "Alex" Band (born June 8, ) is an American singer, songwriter, musician, record producer and actor, best known for his work under the band name the Calling and their hit song "Wherever You Will Go", which topped the Adult Top 40 for 23 weeks and garnered the number one spot on Billboard magazine's "top 10 hits of the last decade". Alex Band, frontman for the group The Calling, has been hit with a sexual harassment lawsuit. The year-old, whose band had a huge hit with their song, Wherever You Will Go, has been accused of. Never Ever! Your voice was 'The Calling' @alex_band When you sang 'Wherever you will go' - It was a beautiful message to Millions of us, to remind and us that we weren't alone in this World. It brought us to tears, comforted us, & lifted us in our low alihaurand.det Status: Verified.Alexander Max Band (born June 8, ) is an American singer, songwriter, musician, record producer and actor, best known for his work under the band name The Calling and their hit song "Wherever You Will Go". Alex Band, the singer behind the mega hit "Wherever You Will Go," stopped by Good Day LA to talk about a fundraising event at Whiskey A Go Go to benefit the. -
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Land of Concertina
If you have ever wanted to see the beautiful country of South Africa, I recommend you do so within the next year. The pot is beginning to boil!
GDP growth rate is flat, compared to 2.2% in the U.S. and 6.8% in China.
Inflation is 6%, compared to 2% in the U.S.
Unemployment is 27%, compared to 4.1% in the U.S. To appreciate how destabilizing this is, remember that U.S. unemployment never exceeded 25% even during The Great Depression!
Despite the “fall” of apartheid 25 years ago, the issue of race still dominates everything. Remember the U.S. Emancipation Proclamation was in 1863, and we still have racial strife —154 years later.
The immediate past president is facing charges of corruption and wii probably go to jail next year. His many supporters have a history of “taking to the streets.”
The current president is advocating confiscation of white-owned farmers without compensation.
Two hundred people move into Capetown everyday, fleeing violence in rural areas.
A tourist bus was fire-bombed in Soweto last week.
There is a national transportation strike by buses and taxis.
Government workers are striking for higher wages.
Everywhere I look, I see fences topped with sharp concertina wire.
Did I mention that 2019 is an election year, when passions are normally aroused.
Visit now or wait until the smoke clears, literally.
Et Tu, Brute ??
It is bad enough that the morally-challenged technology firms in Silicon Valley argue they have a right to know everywhere you go online, everything you buy in stores, every event you attend, and every lever you pull on election day. But, those big tech firms are nothing more than apologists for advertising firms. After all, who doesn't want personally-targeted advertisements?
I've never viewed economists as morally-challenged but now have doubts. Using deep data-mining and machine-learning, they are starting to use statistical techniques like gradient boosting and the random forest approach to predict recessions. After all, who doesn't want better economic forecasting?
A "self-fulfilling prophecy" is a prediction that actually happens because of the prediction. In economic terms, if people believe a prediction that the economy will go into recession, then they will decrease their spending, which puts the economy into the predicted recession.
Believing "the road to hell is paved with good intentions," how do we prevent the inevitable? Just because something can be done, it doesn’t mean it should be done. The problem with waterfalls is that they are low on the horizon and hard to see . . .
I expect better from economists! Stooping to the level of Facebook or Google is disappointing.
A Duck By Any Other Name . . .
My Republican friends think I'm a Democrat. My Democratic friends think I'm a Republican. They're both wrong! I'm an Austrian economist.
Both Republicans and Democrats practice deficit spending, but they cloak it with clever phrases. The Republicans call it "tax reform." The Democrats call it "social investing." Both phrases are cute cloaks for deficit spending.
Of course, both insist the deficit spending is merely a short-term result. Republicans say tax reform (read: tax cuts) will encourage "job creators" to invest more money and spur the economy. Democrats say increased social investing will increase consumer spending and spur the economy. Either way, increased deficits in the short-term will make everything great in the long-term. Sure!
Austrian economists argue government revenues must equal government spending. Like families, you don't spend more than you make. Unfortunately, neither Republicans nor Democrats can think beyond their clever phrases. Scratch a Republican, he'll say the problem is too much spending on entitlements. Scratch a Democrat, he'll say the problem is the rich, who won't pay their fair share of taxes. Mere cloaks!
At what point will we admit that the two-party system is failing us?
My Republican friends laugh when I describe Jimmy Carter as our greatest ex-President. A wealthy man, he has devoted his post-presidential life to helping others. However, only Trump-Republicans laugh when I describe Barbara Bush as our greatest ex-First Lady. After all, she was not a Trump-Republican. But, she worked tirelessly raising money to fight illiteracy, raising close to $200 million dollars for that cause.
Whatever happened to wealthy people who felt the need to help others? Was philosopher Ayn Rand responsible? She famously decried that anything which supported poor people only encouraged them to produce more poor people - a classic abuse of Austrian economics? Was it partisan spillover that characterized the mammoth charitable giving of Warren Buffet and Bill Gates (known Democrats) as mere self-glorification? I don't know, but I miss it.
It was called noblesse oblige, a French expression that translates as "nobility obliges." It means there is an obligation to do "good" things. As a client once told me, "now that I've done well, I want to do good." Yes, he donated money, but he also physically worked to repair old churches and sought no self-glorification.
Barbara Bush was the epitome of noblesse oblige and a grand lady. There was room for disagreement in her world but no room for rudeness or bad manners. She is missed!
Good Reasons for Bad News
One of the components of the Index of Leading Economic Indicators is homebuilder confidence, which has dropped again, for the fourth consecutive month. This is not good news. However, there are good reasons for it! There is ample demand for new homes, but there is a shortage of lots to build on and almost none of those are conveniently located for homebuyers. Plus, our country is having a trade dispute with Canada, which is the biggest exporter of lumber to the U.S. The cost of that lumber is rising rapidly, increasing the cost of housing and making them less affordable.
So, if you're a homebuilder facing a shortage of lots and rising prices, what do you do? Build condos? Oh, did I mention that interest rates are rising? Maybe, NOW would be a good time to buy a home?
This is just another indication that the economy remains strong, maybe too strong. Behind this good economic news, we can expect the financial data from homebuilders to suffer. You see, good economic news can produce bad financial news . . .
Gaming A Crisis
It was thirteen months ago that I predicted that President Trump would be impeached or resign. My Democratic friends applauded, while my Republican friends condemned. It was not a prediction that was made with any joy. Make no mistake: Any constitutional crisis is bad for the country, which therefore also makes it bad for the stock market.
When I made the original prediction, my confidence level was about 60% that Trump would be impeached, but that confidence level has now risen to about 90%. I still think there is no chance he would be convicted by the dysfunctional Senate, even with a Democratic majority. (It would be the ultimate existential crisis for our Constitution, if he was convicted and refused to vacate the White House.)
I have reviewed the behavior of the stock market during the impeachments of Andrew Johnson, Richard Nixon, and Bill Clinton but found no useful pattern, except this: Stocks dropped significantly but always recovered nicely. Clinton's experience was the easiest to understand - stocks dropped when impeached but soared when the Senate trial began. Nixon's was much more volatile -- stocks swinging wildly on every rumor or press release. Johnson's experience was not helpful, due to the lack of stock market data 150 years ago. My assumption is that the market will drop when impeachment becomes obvious but quickly recover when the market realizes the impotence of the Senate.
But, what about the timing of this constitutional crisis? Assuming the Democrats retake the House in November/January, they could not get a bill of impeachment through the House immediately, as a good number of Democrats also abhor impeachment as much as I do. Plus, many fear the social conservatism of the Vice President more than they fear the President's "unpredictability."
For now, I will not be selling stocks until the November election. If the Democrats merely retake the House, I will take no action. If there is a huge "Blue Wave," I will start increasing cash.
My latest column for Inside Business can be found here:
https://pilotonline.com/inside-business/news/columns/article_b8d95666-3bf4-11e8-8aa6-2fab2a087df4.html
If your browser cannot accept a hyperlink, go to www.pilotonline.com and enter Flinchum into the search box on the upper right.
I Told You So . . .
I will NOT say . . . I told you so.
That expression is so sanctimonious but seems to mean less as we get older?
Yes, ten years ago, once I understood the business model of Google was to shred privacy, I became paranoid that Americans were giving up a basic right but didn't realize it. Google's search engine offered too much value to be free. They had to be making money by selling your data/privacy. (Since then, I have avoided them like the plague, using BING instead which is only less bad.)
Now, we learn that Facebook is the master-shredder of privacy, likely allowing the Russians to interfere with our elections. Maybe, I should thank Facebook for proving me right, allowing me to say "I told you so." The CEO of Facebook faces Congress this week, and I hope he gets crucified. He is certain to be crucified if he testifies in Europe, where privacy is still appreciated.
First, the Google search engine was wonderful. Then, Facebook sharing was so human. Now, the Cloud is so efficient. What could possibly go wrong with the Cloud?
Yes, there are benefits to sacrificing your privacy, because you get better (more focused) advertisements. So what? Who cares? I don't know how many millennials have told me that privacy is as over-rated as chastity, which is ridiculous. They don't miss what they never had!
When you see an Amazon Alexa or Google Home device in my home, then you will know that Hell has indeed frozen over and will never thaw. Then, millennials can tell me "I told you so!"
Finding Emotional Pearls
A bright shiny object attracts the eye, away from other things. Likewise, the eyes are also a bright shiny object attracting the mind, away from other things. Some people may not be as observant of bright shiny objects in the outside world, they may be more observant of bright shiny objects of the inside world -- inside their own minds. Most care more about the outside world, but some care more about the inside world. Some people rummage through their emotions and find pearls. Rodriguez is one of those.
Known by his last name, he was a poor first-generation American of Mexican descent born in Detroit in 1942, and he rummaged through his emotions to write song lyrics, which are often compared to that of Bob Dylan. After two albums won critical acclaim but no sales, he returned to hard physical labor for decades. Somehow, against all odds, his albums sold heavily in South Africa - outselling both Elvis and the Rolling Stones. Only, Rodriguez never knew it and became a cult enigma.
Bob Dylan would never do this, but Rodriguez would perform with his back facing the crowd, focused on his inside world, not distracted by his eyes. Maybe, that is the reason Rodriguez never knew he was a superstar elsewhere. Maybe, that wasn't interesting enough to him. But, his lyrics are haunting. They roll around and germinate in your mind. I understand "hello only ends in goodbye" but what is a "store bought soul"? Is that the same as the "authenticity" that existentialists extol endlessly?
Few things are black-or-white, all-or-nothing. But, what percentage of your thoughts are focused on the outside world instead of the inside world, and how will you know if that is the right percentage for you?
"Strum and Drang"
"Strum and Drang" is a German expression, roughly meaning "Storm and Drive." It described the eighteenth century anti-enlightenment philosophy embracing emotionalism and rejecting rationalism. Such is also the presidency of Donald J. Trump, and I pray that it is worth it.
The latest instance is threatening a trade war, particularly with the world's second largest economy, China. Despite the predictable over-reaction of stock markets worldwide, it is a battle the U.S. is likely to win. Remember: Nineteen percent of China's exports goes to the U.S. while only two percent of our exports go to China, plus China's economy is export-based and needs exports more than the service-based U.S. economy. They need us far more than we need them!
There is considerable fear that we are dependent on China's continued purchasing of U.S. Treasury Bonds to finance our ballooning deficit, especially since the Republican tax cut. In truth, the Chinese have not been significant purchasers in years, maintaining a relatively stable portfolio. But remember, we don't need foreigners to buy our Treasury bonds. The Fed spent four years buying our bonds, to finance the monetary stimulus known as quantitative easing. If the Chinese dump our bonds, the Treasury will not redeem them -- the Fed will buy them on the open market, thus stabilizing interest rates. A very unsatisfactory alternative in the long term but works in the short term.
"Strum and Drang" may be the right approach to negotiating with China, but is it therefore the right approach with Mexico, China, Korea, et al.? Or, is it merely the only approach?
Please let there be method to the madness, as there is certainly an ocean of madness . . . and embarrassment . . . and anger too!
Almost Showtime ??
While there is always an economic recession in front of us, a recession is not necessary for the stock market to sustain a 10% correction or even a 20% bear market. Likewise, a stock market slump does not reliably predict a recession.
The current stock market slump started with the January Jobs Report, which indicated inflation was back, due to a 2.9% year-over-year increase in average worker earnings. That meant interest rates would come faster than expected, to cool down inflation. Then, it was revealed that two wildly successful tech giants were mere privacy-pirates, putting their continued business model in doubt. Then, the president began brow-beating another tech giant. Small wonder that this market slump is tech-lead.
Behind it all, I see growing anxiety about a possible trade war. While it may be little more than a trade slap than a trade war at this point, the downside is huge. The system of international trade that was painstakingly built over the last century has been turned upside-down with uncertainty. Maybe, that is not all-bad? That system was not well-suited to evolve in a world with an ever-increasing rate of change.
It was a China Shop, and Trump was the bull. The system was Humpty-Dumpty, and I hope somebody can put it back together again. The removal of any small amount of uncertainty would cause the stock market to rally strongly. We need to see The Art of the Deal, not some "short-fingered vulgarian" as described in Vanity Fair.
Two Things To Remember
People disagree on which TV commercial by Apple is the best one. Most think it was the iconic "1984" commercial. My vote goes to the "Lemmings" commercial, which was aimed at IBM users. You can see it here:
https://www.youtube.com/watch?v=V-SJQdREDKM
Attending a local church service, where it is customary for the congregation to stand up occasionally, primarily to sing, I watched an older gentleman stand up at the wrong time. Thinking the gentleman knew something nobody else knew, the entire congregation slowly also stood up with him. Jointly realizing their shared error, the congregation sat down, while softly laughing at themselves.
Last week, a respected politician predicted, without any satisfaction or joy, that there will be a major constitutional crisis in 8-9 months, emphasizing how important it will be for Americans to think for themselves, without regard to the news source they normally watch. How do you tell a lemming to change their behavior? Can we survive a major constitutional crisis, if we cannot laugh at ourselves?
There are two things to remember:
1.) Young people may not remember the Watergate constitutional crisis, but there were no winners!
2.) We will survive the next constitutional crisis!
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Throwback Thursday and Olga Spessivtseva
Olga Alexandrovna Spessivtseva was born on July 18, 1895 in Russia. She was said to be one of the best ballerinas of the twentieth century, with technique beyond the level of the day.
Spessivtseva was born into a well-to-do family but her father died when she was a child and she was sent to an orphanage. At age ten she enrolled at the Imperial Ballet School in St. Petersburg and there she dedicated herself to ballet. She graduated in 1913 and was a soloist by 1916.
After touring with Diaghilev’s Ballet Russes she returned to Russia and was promoted to Prima Ballerina. Here she performed the role she is probably best known for: Giselle. She is said to have been the greatest Giselle, even better than Pavlova according to some sources. George Balanchine said she was “a beautiful diamond, cool, distant, and perfect.”
In 1919 she contracted tuberculosis, the same disease that killed her father. But she survived it and by 1921 she rejoined the Ballet Russes. From there she danced again in Russia, and then with the Paris Opera. When Diaghilev invited her to dance Odette at Covent Garden and promised to revive Giselle for her, she returned to The Ballet Russes. When Diaghilev died, she was devastated.
In 1932 she did dance Giselle again in England for the Camargo Soviet production at the Savoy Theatre. However, Spessivtseva’s perfectionism caused problems in many places. Sometimes her contracts were cancelled. She gave her last performance in Buenos Aires in 1937.
The war in Europe caused her to move to the U.S. where she became an advisor to the newly formed Ballet Theatre (now ABT). Sadly, in 1943 she had a mental breakdown and was committed to a mental institution, where she remained for twenty years. Apparently the staff at the hospital didn’t know who she was and since Spessivtseva’s memory had failed she was unable to tell them. Thus, her colleagues lost track of her and thought she must have died. But Anton Dolin, Dale Fern and Felia Doubrovska eventually found her and had her relocated to the Tolstoy Farm in Valley Cottage, N.Y. She lived there until her death in 1991. She was 96 years old.
Ballet Secret #:
”Olga Spessivtseva was a Prima Ballerina with technique beyond her time.”
https://www.youtube.com/watch?v=EfKPtNpyHjk&list=PL0zy6a4K1JYWb92yQ_XEgfOBARpz7PewQ
“There is a saying in Tibetan, 'Tragedy should be utilized as a source of strength.'
No matter what sort of difficulties, how painful experience is, if we lose our hope, that's our real disaster.”
― Dalai Lama XIV
Check out my coloring books! They are available on Amazon.
http://balletwebb.blogspot.com/2018/05/
Mad Monday Change
Sunday What It Is
Superstitious Saturday Elephant
Fun Friday Equal Resistance
Wacky Wednesday Anticipate
Terminology Tuesday Elan
Mad Monday Following Shoulder
Superstitious Saturday Bananas
Fun Friday Lift
Throwback Thursday and Vasili Vainonen
Wacky Wednesday Pirouette Stacking
Terminology Tuesday Jarret
Marvelous Monday Deeply Rooted
Sunday Camera
Superstitious Saturday Dew
Fun Friday Tennis Prop
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Create Account | Forgot password?
My Dog Skip
on January 14, 2000 by Mike Kerrigan
Willie Morris wrote about the South, and in particular about his home state Mississippi. He was its first Rhodes scholar. His stories were unabashedly sentimental, especially the ones about his childhood.
This movie, based on his novella, captures that wonderfully warm and emotional spirit and translates it to the screen with care and feeling. The days are sunny, the people are quirky, the real troubles of the world--like World War II--seem far away. But, because this is told through the eyes of a child, the small things are writ large.
Our hero is in crisis because his disciplinarian father won't let him keep the puppy his mother bought for a birthday present. Of course, dad relents and Skip joins the family. According to Morris, it was this pet that helped him grow into a young man. It certainly did help the shy, bookish Willie form relationships with both sexes. Skip (brilliantly played by Moose of "Frasier" fame) is a real babe magnet.
The whole film is beautifully photographed and the musical score matches the lush images. It was obviously a labor of love for the people who made it. It is also funny: On a bet, Willie spends the night in the cemetery, reportedly haunted by a local witch, and runs afoul of bootleggers. And has subtle social commentary: The movies in Yazoo were segregated as indeed was the whole place but the best athlete was a black man who half the town had never heard of.
"My Dog Skip" is a beautiful movie, but be sure to take a box of Kleenex. The performances are terrific, especially Kevin Bacon ("Stir of Echoes") and Diane Lane ("A Walk on the Moon") as the parents and newcomer Frankie Muiniz as young Willie. Morris himself died last August, just a week after seeing the final print.
This is a film for everyone but sadly, despite all the clamor for family-friendly movies, they often underperform. This effort really deserves an audience. Perhaps if they just changed the name to "The Yazoo Witch Project." Starring Frankie Muniz, Kevin Bacon and Diane Lane. Directed by Jay Russell. Written by Gail Gilchriest. Produced by Mark Johnson and John Lee Hancock. A Warner Bros. release. Drama. Rated PG for some violent content and mild language. Running time: 94 min
read all Reviews »
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I Love You Man Blu-Ray Review
August 6, 2009 March 2, 2011 Cidtalk
It’s an average cover with an average menu. I don’t really expect much more from a modern comedy romance movie. What can you do that’s creative or interesting? Not much really. They do feature Rush in the movie, so they could have used the band’s poster, but that’s not pushing the stars’ faces enough, so it’s fine as it is, blah, but fine.
Deleted Scenes – There isn’t much to offer here, a few cut bits and pieces that wouldn’t have added anything to the final cut of the movie.
Extended Scenes – Extended means a slight tossing of bloopers, which are also on the Gag Reel. They do a lot of takes of the same scene with funny alternatives and this is the leftovers.
Gag Reel – Paul Rudd laughing, a lot, a lot. People giggling, forgetting lines, you know the drill, it’s a gag reel.
The Making Of I Love You Man – This is a short feature that has the writer/director, cast, and crew talking about making the movie. Why the movie was made, how it started, how they got the cast together, etc.
Commentary By Director John Hamburg, Paul Rudd & Jason Segal – If you want a lot more of the comedy these fellows bring to the party, this is a good commentary. It’s not for the film student looking for tips on making a feature film, unless you want to read between the lines and learn the art of relating to your star studded cast.
The Movie: 7/10
I laughed a lot at this movie. It’s one of those ho-hum comedies that has a split personality. I don’t think it’s a great movie by any means, but all that laughing makes me think there’s something to it. One personality facet is that it is about people my age dealing with things I identify with. That seems superficial, but it does work that way sometimes, to see similar issues you have dealt with in life on the big screen that draw you in, even if it’s in a fictional world, it still seems like a certain kind of truth.
The premise is awesome, I must say. A grown man trying to find a friend. It’s not something you see in movies. It’s a take on a love triangle that’s a bit unconventional and I appreciate that. How do we make friends as adults? How does a man find a new friend? It’s not something you think about, but it’s just like finding romance, not easy. Our leading man has to go through some odd moments in his quest to find a best man for his wedding. I like seeing a story that’s got an original twinge to it, it’s rare and adds to the good vibe of the movie. I will even pump up the overall score for the idea alone!
The other personality is the low brow comedy, masturbation jokes, man-date jokes, and stereotypical characters like best friends and married couples who have some rather extreme personality traits. These exaggerated things could be overwhelming and bring it all down, but the people are what saves it. Paul Ruud and Jolinsky are really watchable for me. I like their humor, how they play off each other, it works for me. It’s not a fluffy, strange dialogue, forced chemistry kind of relationship like a lot of Hollywood romances seem to be these days.
I’m not a big fan of Jason Segel, even though I liked him in Forgetting Sarah Marshall. I think that was enough for me. His type of humor is a bit bullish when it’s done too much. I get it, he’s an every mans’ man, the common dude, Mr. Average, but after that’s established he loses his funniness for me. There are moments for sure between he and Rudd that are hysterical, but on his own he doesn’t do it for me in the comedy department.
Overall I really had a great time watching this movie. It’s got a lot of laughs for folks my age 🙂 It’s pretty honest in the right places and not too fabricated, even though some of the group scenes got a bit overly contrived and too “friendsish” if you know what I mean. Other than that it’s a good bit of fun to indulge in on a movie night at home.
Audio & Video: 8/10
I Love You Man is presented in 1.85:1 wide screen which fills the whole frame of your 16.9 display. The AVC transfer looks close to incredible if not a little contrasty. Paramount have been pumping out some great transfers recently and this one is no exception. These are not any challenging visuals as everything is well lit from the outset but it does look damn good regardless.
As always with a comedy of this type the Dolby TrueHD soundtrack is mostly front loaded. Dialog is crisp and clear though there isn’t a moment when you are struggling to hear what is going on. The only moments I noticed the surrounds and bass kick in was the scene at the rush concert which really envelopes you in sound. The scene is brief but the sound field is believable Rush fans will love it.
I think this is one of those movies that should hit the shelf at about 10 bucks for any medium and leave it at that. It’s not one I need in my collection, so renting is my best option. If you want to entice me to buy it, make it cheap cheap cheap. The extras are ok, nothing too special, very standard for this kind of movie. So, it’s well worth a couple bucks to laugh for a while, just not worth the full price to sit on your shelf for all eternity.
Hannah Montana The Movie Blu-Ray Review
Fracture Blu-Ray Review
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McCombs Business Dean Hartzell named interim president of.
University of Texas at Austin: McCombs The University of Texas at Austin McCombs School of Business MBA Program Office 1 University Station, B6004.
Texas McCombs is a premier business school at a world-class public research university. Through high-quality instruction, experiential learning, and the pursuit of relevant, groundbreaking research, Texas McCombs is shaping those who will shape tomorrow and solve our most challenging problems.
Show your school spirit with the University of Texas at Austin McCombs School of Business Tee! This t-shirt features the school logo graphic on front. A perfect gift for alumni or new student! Display your Longhorn pride! 100% Cotton.
This project included the interior renovation of the Business Administration Building at the McCombs School of Business on The University of Texas at Austin campus. This renovation was designed to replace an existing computer laboratory with classrooms, a security-sensitive student testing center, confidential conference rooms, and upgraded restrooms.
The McCombs School of Business was founded in 1922 at the University of Texas at Austin. Earlier known as the School of Business Administration, it was merged with the Graduate School of Business in the year 2000. McCombs is accredited by the Association to Advance Collegiate Schools of Business International (AACSB) and offers students everything from undergraduate to terminal degrees.
McCombs School of Business, The University of Texas at Austin. Report this profile; About. Hi! I'm Nicole, a senior at the Red McCombs School of Business, majoring in Management Information Systems and minoring in Finance. I have always envisioned myself as the middleman between the Business and Technology departments, helping clients with the entire process from ideation all the way to the.
McCombs School of Business, The University of Texas, is dedicated to educating the business leaders of tomorrow and creating knowledge for industry and society. The business school hosts over 6,000 students each year and is one of the largest in the United States. They hold the same initiative as the University of Texas, to pursue a new vision for higher education while educating leaders that.
The University of Texas at Austin - Red McCombs School of Business. Report this profile; About. I graduated from the University of Texas at Austin with a BBA International Business degree and a.
The McCombs School can trace its origin back to 1922 when the University of Texas at Austin School of Business Administration was founded. It is located in the centre of UT Austin’s campus at the George Kozmetsky Center for Business Education, named after the philanthropist and former College of Business Administration dean.
The McCombs School Of Business At The University Of Texas At Austin: The business school at the University of Texas. The McCombs School offers undergraduate, graduate and doctoral programs in.
Situated in Austin, Texas, McCombs School of Business at The University of Texas at Austin was founded in 1922. The business school boasts the prominence of its tight-knit community, fostering lifelong engagement with students and alumni.
The McCombs School of Business at University of Texas--Austin (McCombs) offers these departments and concentrations: accounting, consulting, entrepreneurship, finance, general management.
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The University of Texas at Austin provides public access to a first-class education and the tools of discovery. This has resulted in a culture of ambition and leadership, where physical scale is matched by bold goals and achievements. UT provides economic stimulus, an educated workforce, applied research, and basic research to solve societal problems and push the knowledge frontier.
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Located in Austin, Texas, McCombs School of Business at The University of Texas at Austin was founded in 1922. McCombs hopes to develop ideas to advance the economy, improve lives, strengthen communities and create new knowledge for future generations.
Admissions The M c Combs School of Business educates more than 6,000 undergraduate, graduate, and post-graduate students every year. Take the first step in becoming part of one of the largest and most widely-recognized business schools in the nation by beginning the application process today.
I am an Assistant Professor of Finance at the McCombs School of Business at UT Austin. My research is on macroeconomics, financial intermediation and sovereign default. My CV is here. Email: daniel.neuhann ( at ) mccombs (dot) utexas (dot) edu. Mailing Address: UT Austin, McCombs School of Business Department of Finance. CBA 6.278 2110 Speedway.
The Department of Marketing of the McCombs School of Business at the University of Texas at Austin has tenure track positions available. Applications are invited from qualified individuals who have strong research and superior teaching capabilities. Ph.D. (or very near completion) is required. Appointments at the Assistant, Associate and Full Professor rank will be considered. A strong.
McCombs School of Business, The University of Texas at Austin Higher Education Austin, TX 18,782 followers The official account of the McCombs School of Business at the University of Texas at Austin.
The McCombs School of Business invites you to attend a complimentary, invitation-only reception in the Rio Grande Valley. Network with other prospective business students and learn more about McCombs and the business world from representatives from the McCombs School of Business and Canfield Business Honors Program. You’re welcome to bring up to two guests, and parking is free. There are no.
Graduates of The University of Texas at Austin - Red McCombs School of Business - the names, photos, skill, job, location. Information on the The University of Texas at Austin - Red McCombs School of Business - contacts, students, faculty, finances.
AUSTIN, Texas — Jay Hartzell has been appointed dean of the McCombs School of Business at The University of Texas at Austin. Hartzell is currently senior associate dean for academic affairs at the McCombs School where he is the Trammell Crow Regents Professor in the Department of Finance.
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The Rt. Hon. Baroness Patricia Scotland PC QC
http://firstwomen.brightonmuseums.org/wp-content/uploads/2020/04/BaronessScotlandOfAsthal.mp3
First Woman Attorney General for England & Wales and First Woman Secretary-General of the Commonwealth
July 2011, West Front Corridor, House of Lords, London
b.1955, Dominica
In 2007, Baroness Scotland of Asthal became the first woman to serve as Attorney General for England and Wales, a position held only by men since the first formal appointment recorded in 1315. In this role, she was chief legal adviser to the crown and government. In 2016, The Rt. Hon. Patricia Scotland QC became the first female Secretary General of the Commonwealth, and the sixth holder of that office since its creation in 1965.
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Coalition of Bone Health Experts Issues Joint Guidance on Osteoporosis Management in the Covid-19 Era
Organizations responding to "paucity of data” to provide clear guidance for healthcare professionals treating millions of osteoporosis patients
WASHINGTON, D.C. – (7 May 2020) – The current COVID-19 global pandemic has necessitated the implementation of social distancing strategies that have the potential to disrupt the medical care of patients with osteoporosis.
In response to this disruption, the American Society for Bone and Mineral Research (ASBMR), American Association of Clinical Endocrinologists (AACE), Endocrine Society, European Calcified Tissue Society (ECTS) and the National Osteoporosis Foundation (NOF) today released guidance to help healthcare professionals treating osteoporosis patients in the era of COVID-19.
The guidelines help address the challenges that social distancing has presented for treating current osteoporosis patients, including those who receive treatment through injection or intravenous (IV) delivery of drugs. It also provides guidance on how some patients may be transitioned to alternative therapies until they are again able to resume their original treatment.
“The scale of the COVID-19 pandemic is unprecedented. There is a paucity of data to provide clear guidance for healthcare professionals on how to adjust treatment for these patients to oral bisphosphonates,” said incoming ASBMR President Suzanne Jan De Beur, M.D., who serves as Associate Professor of Medicine at the Johns Hopkins University School of Medicine. “These recommendations and the supporting evidence provide a roadmap to clinicians and their patients.”
Worldwide, osteoporosis causes more than 8.9 million fractures annually, resulting in an osteoporotic fracture every 3 seconds. In the United States, 10.2 million women and men age 50 and above have osteoporosis and 43.4 million Americans over 50 have low bone mass and are at a higher risk of fracture
With social distancing mandates in place across the nation, many patients are avoiding treatment, and testing and diagnoses are delayed.
“We are seeing an 80% decrease in osteoporosis treatment visits at our main MGH hospital,” said Elaine Yu, M.D., MMSc, clinical researcher and endocrinologist at Massachusetts General Hospital (MGH) and Director of the MGH Bone Density Center and Assistant Professor in Medicine at Harvard Medical School. “We need to ensure that patients are able to safely stay on track with their treatments, and that we continue to do all that we can to reduce their risk for fracture.”
When possible, patients should continue on their prescribed osteoporosis regimens. Specific recommendations for patients who are unable to receive their next dosage of non-oral osteoporosis medications during the COVID-19 pandemic:
For patients who are taking denosumab (Prolia®), experts recommend considering a delay in treatment. If the delay exceeds 1 month (i.e. is 7 months from the most recent prior injection), consider temporary transition to oral bisphosphonate.
For patients who are taking teriparatide (Forteo®) or abaloparatide (Tymlos®), or romosozumab (Evenity®), experts recommend considering a delay in treatment. If the delay exceeds 3 months, consider temporary transition to oral bisphosphonate.
For patients who are on IV bisphosphonates, delays of even several months are unlikely to be harmful.
For the full clinical recommendations, evidence for treatment, and alternative methods for delivering parenteral osteoporosis treatments, visit www.asbmr.org.
About ASBMR
The American Society for Bone and Mineral Research (ASBMR) is the leading professional, scientific and medical society established to bring together clinical and experimental scientists involved in the study of bone and mineral metabolism. ASBMR encourages and promotes the study of this expanding field through annual scientific meetings, the Journal of Bone and Mineral Research® and JBMR Plus, the Primer on Metabolic Bone Diseases and Disorders of Mineral Metabolism, advocacy and interaction with government agencies and related societies. To learn more about upcoming meetings and publications, please visit www.asbmr.org.
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chinese quotes about death
Inicio chinese quotes about death
41. Quotations by Lao Tzu, Chinese Philosopher. “Even death is not to be feared by one who has lived wisely.” – Buddha. ... Inspirational Stories - Poems - Quotes. Also a noted translator, his literary works and essays exerted a substantial influence after the May Fourth Movement. Zhuangzi (pinyin), Chuang Tzŭ (Wade-Giles), Chuang Tsu, Zhuang Tze, or Chuang Tse (Traditional Chinese characters: 莊子; Simplified Chinese characters: 庄子, literally meaning "Master Zhuang") was a famous philosopher in ancient China who lived around the 4th century BCE during the Warring States Period, corresponding to the Hundred Schools of Thought philosophical summit of Chinese thought. Mandarin 60 Chinese words for death. Truly, only acting without thought of ones life is superior to valuing ones life. Confucius' philosophies remained in the archives of ancient Chinese history. We bring to you 40 profound and sagacious quotes by Chinese philosopher, Confucius. At other times, it may help those who are coping with strained pre-death … Deng Xiaoping (邓小平 Dèng Xiǎopíng); 1904– 1997) was a leader in the Communist Party of China (CCP). This is going against the Way. Let people take death seriously, and not travel far. If a dog howls continuously, it is believed that this predicts an imminent death. Chinese proverbs (諺語, yànyŭ) are popular sayings taken from literature, history, and famous people such as philosophers.The expressions are often used colloquially as statements of wisdom or advice. Tan was said to have had Thirty-Six Strategies. You’ve probably seen them all around the web, on images, motivational pictures, and so on. Death is going home.” ~Chinese Proverb “I’m not afraid of death because I … Most of them dating way, way back to hundreds of years ago. He reportedly shouted out this impromptu poem after a cup of wine with friends: Laozi (Chinese: 老子, Pinyin: Lǎozǐ; also transliterated as Laozi, Lao Tse, Laotze, and in other ways) was an ancient Chinese philosopher. Aphorisms concerning his education were collected in the Analects, but only many years after his death. “Just as a little bird cracks open the shell and flies out, we fly out of this shell, the shell of the body. Great Chinese proverbs about life and patience. This List of Chinese quotations is composed of quotations that are important for Chinese culture, history and politics. C Cao Cao. Jing Ke (Chinese: 荊軻; pinyin: Jīng Kē; Wade–Giles: Ching K'o) was a guest residing in the estates of Dan, crown prince of Yan and renowned for his failed assassination of the Chinese emperor Qin Shi Huang who reigned from 221 BC to 210 BC. “If your mind is strong, all difficult things will become easy; if your mind is weak, all easy things will become difficult.” Chinese Proverb. Confucius (孔夫子; Kǒng Fū Zǐ, lit. Li Bai (李白) (701-762) was a Chinese poet who lived during the Tang Dynasty. If we had to pass by a special shop for the military or high officials, we carefully looked the other way to avoid giving the impression we knew it was there.” ― Nien Cheng, Life and Death in Shanghai 40 Profound Quotes By the Chinese Philosopher Confucius. Because they want to make too much of life. Inspiring Death Quotes and Grief Quotes. In my opinion, some of the most powerful words about death exist in quotes. Which are your favorite Chinese proverbs, quotes, and sayings? It is a matter of life and death, a road either to safety or to ruin. The spiritual civilization is also splendid. The soldiers find no opening for their blades. Sometimes a bit of humor can be a blessing during deep grief. Cao Cao (155–220 CE) was a warlord who rose to power towards the end of the Han Dynasty and became the de facto head of the Han government. He established the foundation of the state of Cao Wei in the Three Kingdoms era.. 寧我負人，毋人負我！ nìng wǒ fù rén, wú rén fù wǒ! Confucianism doesn’t set up a philosophical foundation for Chinese people to talk about death. Go to table of contents. There are hundreds of Chinese proverbs addressing all aspects of life, from education and work to personal goals and relationships. Death leaves a heartache no one can heal, love leaves a memory no one can steal. Whatever the approach, these sad, funny, and inspirational quotes about death shed light on one of the scariest parts of the entire human experience. Chinese proverbs and four-plus character idioms are developed from the formulaic or social expression and historical story in Chinese. Kung Fu (1972) TV Series Quotes (Season 1) Kung Fu follows the adventures of a Shaolin monk, Kwai Chang Caine (played by David Carradine) who travels through the American Old West armed only with his spiritual training and his skill in martial arts, as he seeks his half-brother, Danny Caine. Enjoy the best Sun Tzu Quotes at BrainyQuote. Confucius’s principles have commonality with Chinese culture and belief. Another well-known part of the book, which is also found in Chapter 2, is usually called "Zhuangzi dreamed he was a butterfly". People are born soft and weak. - Chris K. K. Tan, associate professor of anthropology There is also a litany of superstitions — such as that the deceased’s souls can influence the world of the living — that make death a topic best left untouched. All things such as grass and trees are soft and supple in life. Dreaming of snow or teeth predicts the death of a parent. "Master Kong," but most frequently referred to as Kongzi (孔子), traditionally 551 – 479 BCE) was a famous Chinese thinker and social philosopher, whose teachings have deeply influenced East Asian life and thought. Mao Zedong (1893 – 1976) (also Mao Tse-Tung in Wade-Giles) was Chairman of the Communist Party of China (CCP) from 1945 until his death. Death has no place in him. He suggested that there will be only one China, but areas such as Hong Kong, Macau and Taiwan can have their own capitalist economical and political systems, while mainland China uses the "socialist" system.). Filling life exceedingly is called ominous. A broadcast show usually began with the song "The East Is Red", and ended with the song "The Internationale".). There is a time for everything. 42. (Chinese Proverb) Foxes grieve over the death of rabbits. The song was played through PA systems in every city and village from dawn to dusk. He founded the school of Mohism and argued strongly against Confucianism and Daoism. In fact, these ideas, discussions and philosophies surrounding death have been the origin of many great works of art. I found this list of various Chinese words for death organised into different categories and I’ve roughly translated it here with a few additions.. He passes the battlefield without being struck by weapons. A genius extraordinaire, Confucius was a Chinese social philosopher, teacher, and politician, whose teachings crystallized thoughts and philosophies of the East Asian civilization. Share with your friends. He established the foundation of the state of Cao Wei in the Three Kingdoms era. (1904–1997) Person 12 Quotes From Ancient Chinese Philosophy That Will Change Your Perspective on Life by Lachlan Brown May 7, 2017, 2:51 am As China’s only indigenous religion, Taoism’s influence is found in everything from calligraphy and politics to medicine and poetry. Some of these thinkers, writers, artists, and entertainers took a serious look at death while others used humor to quell the anxiety and fear that the subject brings. Sun is highly regarded as the National Father of modern China. Buddhist believe that the life of Buddha and his communication, as well as ascetic rules, have been compiled and memorized by his followers after his death. —J.R.R. We hope these Chinese proverbs and quotes help motivate you through some of life’s most demanding times. To see the whole quoted chapter, click the chapter link within brackets. Beliefs and practices in China relating to death and dying have been impacted by the country’s three dominant religions: Confucianism, Taoism, and Buddhism. “Everything is changeable, everything appears and disappears; there is no blissful peace until one passes beyond the agony of life and death.” – Buddha. The tiger finds no opening for its claws. They expect too much of life. This page contains information about the famous top 100 Chinese quotes in many aspects, such as proverbs from Confucius, Lao Tzu, and other wise people, quotes that are entertaining, influencial and inspirational, or simply ridiculous and silly. “Often one finds one’s destiny just where one hides to avoid it.” Chinese Proverb. Share with your friends. His political philosophy, known as the Three Principles of the People, was proclaimed in August 1905. Chinese Proverbs on Death & Dying (11 Proverbs) All of life is a dream walking, all of death is a going home. Cao Cao (155–220 CE) was a warlord who rose to power towards the end of the Han Dynasty and became the de facto head of the Han government. His story is told in the chapter entitled Biography of the Assassins (刺客列傳) in Sima Qian's Records of the Grand Historian, or Shiji. For just $10, you can order a Chinese saying in your choice of calligraphy. Mozi Chinese: 墨子; pinyin: Mòzǐ; Wade–Giles: Mo Tzu, Lat. Deng never held office as the head of state or the head of government, but served as the de facto leader of the People's Republic of China from the late 1970s to the early 1990s. "I'd rather do wrong to others than allow them to do wrong to me!" George Bernard Shaw Click to tweet. Although the Communist Revolution of 1949 and […] “Many do not realize that we here must die. Also you will find some abstract quotes which are witty and bizarre in general. “Every child born has innate goodness.” Chinese Proverb. We must not demean life by standing in awe of death. According to Chinese tradition, Lao Tzu lived in the 6th century BC, however many historians contend that Laozi actually lived in the 4th century BC, which was the period of Hundred Schools of Thought and Warring States period. We call that death, but strictly speaking, death is nothing but a change in form.” ~Swami Satchidananda “Life is a dream walking. 10. What goes against the Way meets an early end. 390 BCE), was a philosopher who lived in China during the Hundred Schools of Thought period (early Warring States period). During the Warring States period, Mohism was actively developed and practiced in many states, but fell out of favour when the legalist Qin Dynasty came to power. Katharine Hepburn. 26 Native American Quotes on Life and Death BY SOFO ARCHON The wisdom of the native American Indians is timeless and powerful enough to transform human consciousness, so that we can lead a peaceful, close-to-nature, compassionate life. Why is that so? —From a headstone in Ireland; God pours life into death and death into life without a drop being spilled. Why is that so? The grey rain-curtain of this world rolls back, and all turns to silver glass, and then you see it." It sings because it has a song. 11. In him, the rhinoceros finds no opening for its horn. Even though every Chinese knew how these leaders lived, no one dared to talk about it. We go from birth to death. Our collection of Chinese sayings include common sayings, proverbs, idioms, poetic phrases, Confucius quotes , Taoist sayings , Art of War quotes...Some contain 4 character idioms, some are 7 character or 5 character extractions from a famous poem. That is why people take death lightly. 1 A bird does not sing because it has an answer. This idea was later proposed by Deng Xiaoping during the early 1980s for the reunification of China. Buddhists around the world consider him as a divine or civilized teacher who had gained full Buddhahood. Buddha Quotes On Death:Gautama Buddhawas one of the most embossed figures in Buddhism. In the Chinese American family you will find a mixture of traditional beliefs that date back centuries, and more modern attitudes that reflect western ideas. More famous quotes. Chinese Quotes - Famous Top 100. Buddha quotes on death. Life is hard. Tolkien, The Return of the King People take death lightly. —Unknown; We cannot banish dangers, but we can banish fears. (Source: From a speech in a meeting of the Secretariat, actually a Sichuan proverb), (Also coined by Mao Zedong. Humor is not the usual "go to" following a death but can be very helpful in the right setting. They die hard and stiff. 20 Famous and wise Chinese proverbs ( 谚语 yanyu), sayings and quotes: Chinese, pinyin, English translation and Standing still – Jewel (lyrics) Posted on 06/05/2014 by Chinesetolearn. Because of this, however, he was feared by Emperor Wen and even more so by Emperor Wen's brother, the prime minister Liu Yikang, and during an illness of Emperor Wen, Liu Yikang had Tan arrested and executed on false accusations of treason.
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The Riptide of Technocracy
Can there be a democratic EU?
Jonathan White
Is a centralized European Union compatible with democracy?
Mural and photo: Thierry Ehrmann
The Lure of Technocracy
Jürgen Habermas, translated by Ciarin Cronin
Polity, $22.95 (paper)
For several years now philosopher Jürgen Habermas has weighed the deficiencies and prospects of the European Union (EU). His last two titles—Europe: The Faltering Project (2009) and The Crisis of the European Union (2012)—hinted at the possibility of demise, suggesting an EU on the brink of fragmentation, a process close to its undoing. These were apt concerns following the financial crisis, but now with The Lure of Technocracy, the specter is less dissolution than a form of governance perfected in response to that threat.
The culprit is “technocracy.” At its most basic, the term is simply intended to mean government that is weakly democratic, carried out far away from the influence and scrutiny of a European public. The formal properties of governing officials—their non-partisan status, say, or their technical qualifications—matter less than the way decisions are made and the form of authority claimed for them: the privileged capacity of an elite to identify the most efficient means to achieve supposedly incontrovertible ends. For Habermas, technocracy is a style of rule, marked by its unresponsive and unquestioning character, rather than a specific institutional arrangement. The question he takes up is how to intercept this mutated EU and turn its transformation to positive effect.
Like any critique of today’s EU, The Lure of Technocracy must be understood in the context of the political handling of the “Euro crisis.” As the global crisis of private debt was transformed in Europe into a question of public debt, and as concerns regarding the finances of particular countries provoked wider uncertainty about the Eurozone as a whole, EU officials implemented a series of emergency measures to restore order. These ranged from short-term bids to ensure the solvency of individual states (principally through credit facilities and cross-border loans) to deeper efforts to reshape national economies and reduce budget deficits. The latest round of this ongoing crisis management resulted in last summer’s clash between a government opposed to the austerity program (led by Syriza in Greece) and an array of institutions determined to impose it (led by the German government).
In these scenes of institutional redesign, Habermas discerns the “self-empowerment of the European executive.” There is no single institution that goes by this name. Among those Habermas denotes are the European Council, where the leaders of EU member-states gather for major decisions, and the non-elected institutions of the European Commission and Central Bank. Sometimes in concert with the International Monetary Fund, these institutions have enjoyed a level of influence over the handling of the Euro crisis unmatched by national legislatures and the European Parliament. Furthermore, by instituting new monitoring regimes to constrain national budgets—ostensibly rule-based but with much room for discretion—they have ensured the longevity of crisis powers beyond the horizon of the financial crisis.
Habermas wagers that technocratic moves to European integration can be put to democratic ends.
Technocracy was also a theme of Habermas’s writing in the 1960s and ’70s, but it was a rather different beast then. In that period the ideology of expertise was concertedly in the service of a managed economy: it was a technocracy of the center-left, at least by today’s standards. Its critics, including Habermas and the student protest movement to which he responded, targeted paternalism, hierarchy, and large-scale bureaucracy; the principle of a planned economy was not in question. By contrast, technocracy today must be seen in the service of monetary economics. Its interventions are cast as exceptional actions to address unforeseeable contingencies, not as the normal business of government, and are geared to market stability and a privatized economy rather than the improvement of society more broadly. Today’s critique of technocracy, in short, is a critique of the New Right rather than the Old Left. Yet for Habermas, ever the democrat, the common denominator is clear: technocracy of all stripes entails a self-referential political arrangement, insulated from the public. In line with Habermas’s work on deliberation, this critique of European technocracy corresponds to a deeper theory of the conditions under which political power can be democratic.
Critique of the EU’s style of rule today might be expected to invite critique of the very idea of the Union. After all, the technocratic tendency in EU politics is by no means new—so could it be intrinsic to any cross-national arrangement? Habermas rejects this view, arguing that democracy can be instituted at the transnational level, and indeed that with some major but quite specific reforms the EU can be refashioned to accommodate it. In fact, he intriguingly suggests it may be possible to redirect the very tendencies that have driven the Union’s technocratic turn toward this end: “One should not underestimate the dialectic being generated at present by the much-bemoaned economic motor of the process of unification. . . . A cunning of economic reason is at work even in this tricky situation.” Habermas focuses on the economic drivers of cross-border administration, but the growth of executive power is typically associated with states of emergency more generally. Where a crisis can be framed as transnational—such as the threat of terrorism, as the recent Paris attacks have reminded us—the rise of impromptu forms of weakly democratic governance can be expected. Yet if the cunning of reason is forthcoming, even the most unpromising institutional trends may yield opportunities for democratization.
Surveying the dynamics of the Euro crisis, Habermas sees the relevant economic forces as these. What drives the Union’s empowerment of executives, and their detachment from popular will, are the challenges of governing an economic area highly uneven in productivity and lacking in redistributive mechanisms to offset such disparities. The introduction of a single currency almost two decades ago did little to remedy this: indeed, the Eurozone was arguably designed precisely to avoid cross-border transfers. The effect of the financial crisis has been to expose these contradictions and encourage steps toward further coordination, albeit under the supervision of technocratic institutions determined to pursue austerity policies. Habermas’s wager is that these same systemic demands can be channeled into regulatory structures more responsive to social-democratic concerns. By strengthening the powers of Parliament to include the right of legislative initiative, incorporating the European Council into the Council of Ministers, and requiring the Commission to “assume the functions of a government answerable to Council and Parliament in equal measure,” the ostensibly undemocratic moves toward further integration already taken in the last few years may be put to democratic ends.
Beyond the dialectical flair, what recommends this perspective to Habermas is that it preserves cross-border coordination. In the name of restoring democracy, or at least staving off its further erosion, many would be tempted to step back from the EU and a common currency. This is the inclination of Wolfgang Streeck, for example, one of Habermas’s main opponents in the German debate, a powerful voice of left-wing Euroskepticism, and the target of one of the book’s more polemical essays. It is also the view of many in Britain, to whom Habermas addresses the preface of the English edition in view of the UK’s forthcoming referendum on EU membership. For Habermas, a straight choice between democracy and the EU must be refused. The losses incurred by renationalization—including losses to democracy itself—would simply be too great. “The national scope for action that has already been lost and is still shrinking can be made good only at the supranational level.” Only re-regulation “within an economic region of at least the size and importance of the Eurozone” can be effective in bringing market forces to heel. A more democratic order must proceed via, not in repudiation of, the interdependent condition in which Europe finds itself.
Yet Habermas stops short of implying that EU institutions will remake themselves. Deeper democratization requires political intervention: the dialectical conditions may be right, but the opportunity must be seized. The decisive actor in Habermas’s view is the German government: it holds “the keys to the fate of the European Union in its hand.” A significant portion of the book is spent arguing that Germany should pursue a “policy of solidarity”—in opposition to austerity—not just because it is in the country’s interest, but also because it has an obligation to do so, owing to its history, the advantages it has accrued from integration, and the expectations of reciprocity that rightly arise out of interdependence. Here Habermas the public intellectual speaks directly to his compatriots.
The route to transnational democracy thus goes via national democracy as well as via the unintended side effects of technocratic rule. His accent on German domestic politics reflects, one must assume, a tactical assessment of where the status quo is most susceptible to intervention. But it is certainly not just a pragmatic calculation. Habermas consistently emphasizes national institutions as the legitimizing pillar of transnational politics. Repeatedly we are told that nation-state democracy is an achievement that, even if insufficient to the demands of the global economy, must not be sacrificed in the building of a transnational order. Popular hostility for the EU is cast as rightful recognition of this fact: “the fear of a superstate mainly betrays the desire to hold on to the democratic substance guaranteed by one’s own nation-state.” A significant passage in the book is devoted to a constitutional thought-experiment intended to clarify the proper balance between national and supranational sources of authority. With the concept of a “double sovereign,” he evokes a compound image of the EU in which the national and the supranational are mutually supporting.
One upshot of Habermas’s reading is that it avoids characterizing skeptics of the EU as xenophobic nationalists. The conflation of principled opposition to the EU and its policy-making with a primordial aversion to outsiders has been all too common in the discourse of EU technocrats. Former Commission President Jose Manuel Barroso once warned of “anti-European slogans” that rest on “narrow nationalism, protectionism and xenophobia”: such conflation of cultural and policy-specific concerns encourages reasonable dissent to go unheard. But is political dissatisfaction with the EU intelligible in the terms that Habermas suggests? It would be a stretch to say the ongoing debate about the British referendum is chiefly concerned with whether democracy is best served at the national or European level. Arguments about democracy are voiced, but often for strategic effect: many calls for EU exit seem designed not to re-politicize decision-making at the national level but to take certain policies off the agenda altogether (notably worker-friendly employment laws and other social rights still protected by the EU). And one may doubt how far the majority of ordinary citizens question the EU out of attachment to national democracy: their disaffection may simply represent the leading edge of disaffection with political institutions at all levels. Still, the basic intuition stands: as a democratic norm, one should avoid confusing political dissatisfaction with a cultural aversion to all things foreign.
Many of Habermas’s critics dwell on the apparent optimism of his calls for a more democratic EU. Streeck, for example, has recently written: “I cannot by any stretch of my imagination see from where—in theory or in historical experience—I am supposed to draw the optimism this requires.” Though Habermas rejects such skepticism, he acknowledges that national citizens rightfully fear “being exposed to the risk of intrusions and encroachments by an unfamiliar supranational polity.” Thus the problem is how a supranational democracy “can satisfy the stringent requirements for democratic legitimacy without assuming the character of a state.” The solution he proposes is not “hierarchical” but “heterarchical,” according to which “the higher political level should not be able to overwhelm the lower one.” Indeed he is careful to emphasize that his case for supranational democracy should not be construed as aiming after “a European federal state”:
It does not seem possible to resolve the tension-laden relationship between the two subjects—the citizens of the separate states and the future citizens of the Union—in favor of a hierarchical arrangement. . . . The supranational polity that is empowered to act in important policy fields should, on the one hand, be allowed to exercise its jurisdiction only in democratically legitimate ways without, on the other hand, depriving the member states of the measure of autonomy that allows them to ensure themselves that the normative substance that our national democracies embody is conserved.
One can see in this argument the lingering influence of Kant’s image of world peace among states in a loosely organized union, as well as the constraints of an immanent critique. For Habermas and the wider Frankfurt School, political philosophy is not about imagining a better world from first principles: it must always proceed from the ideas and practices of the existing order. Rather than reflect on abstract ideals, it must look for the logic that is already present, however imperfectly, in existing institutions and explore how they may be reformed to better express it. It is a deliberately non-utopian approach and reflects a conscious rejection of grand theorizing. Indeed, for all the skepticism of Streeck and others, it may signal too great a concession to realism. After all, the mixed model Habermas describes retains significant tensions. Pitting the legitimacy claims of one national democracy against another was a favored move of the Euro-technocrats in the standoff between Berlin and Athens in the summer of 2015. A transnational order bound to national representative institutions will surely be prone to the territorialization of conflict. There are costs, in other words, to rejecting a hierarchical federal structure for Europe and the more profoundly de-nationalized democracy it would entail.
In the later sections of the book one is reminded that Habermas’s attachment to the nation-state reflects a particular evaluation of the German intellectual tradition. An essay on the return of Jewish literary exiles to postwar Germany conveys the significance of the country’s decades-long reconciliation with its Nazi past as a process of societal learning. “My impression,” he writes, “is that the political culture of the old Federal Republic owes the hesitant progress it made in civilizing its attitudes in good, perhaps decisive, part to Jewish émigrés,” from whom one learnt “how to distinguish the traditions that are worthy of being continued from a corrupt intellectual heritage.” This cultural progress of a nation is not to be understood as an exclusive, communitarian achievement: as Habermas has argued elsewhere, it rests on a model of enlightened “constitutional patriotism” that the EU itself might adopt. But the implication remains that the nation-state has a philosophical and not just sociological significance. To wholly subsume German political culture within a European superstate would be to cut off the present from the historical arc of a learning process. For Habermas, any desirable recasting of the EU must retain within it a privileged place for the national, since it is from national experience that the post-national constellation gains much of its normative promise.
The decisive actor is Germany: it “holds the keys to the fate of the European Union.”
Is today’s Germany worthy of this exalted view? Habermas himself has expressed doubts in light of recent events. Of Germany’s treatment of Greece in the European Council in July 2015, he wrote in the press: “I fear that the German government, including its social democratic faction, have gambled away in one night all the political capital that a better Germany had accumulated in half a century.” An enlightened moral awareness seemed hard to discern. Yet the notion that Germany has a distinct moral status in light of its Nazi past is by no means idiosyncratic. The German government was far more direct and principled than others in welcoming refugees from Syria in the latter half of 2015. “If we now have to start apologizing for showing a friendly face in response to emergency situations,” Angela Merkel said, “then that’s not my country.” Ulterior motives may lurk here, from an aim to bolster the country’s long-term labor force to a desire to regain some of the high ground so visibly lost in the standoff with Greece. But it is not coincidental that Germany should take, at significant political risks, an overtly moral stance more forthright than anything seen elsewhere in Europe: it taps the sentiment that Habermas describes. In migration policy at least, the country’s politicians have shown themselves capable of bold action. Whether that moral consciousness can find expression in the remaking of Europe’s institutional order, when the deep issues of economic design are at stake, remains to be seen.
The book’s German title, Im Sog der Technokratie, evokes technocracy less as a source of allure than as a natural force that overwhelms. Who then can free the EU from the riptide of technocracy? What forces in society might organize to impel Germany and other leading states to action? On the channels of agency Habermas has less to say. We are told what the media “must learn to do” (report on debates of cross-national concern), but not whether and where there are currents in the media that might drive this. We are shown the tasks that await “the governments and the political parties” (the making of genuinely European lines of political division), but not the forms of partisanship and the ideological formations that might plausibly take these on. Apparently the new order will be made from the political center, by the organs of the establishment raising their game. Yet some may suspect that meaningful change will require the emergence of more radical and innovative forces from the political margins—agents who have not already made their peace with austerity.
One person seeking to initiate such a movement is Greece’s former finance minister, Yanis Varoufakis. Part of the Syriza government that took on Berlin in the summer of 2015, Varoufakis quickly became an iconic figure in the negotiations, partly for riding a motorcycle, partly for his principled demands. To the bafflement of his interlocutors, he insisted on criticizing the EU’s debt regime not in Greece’s name but in Europe’s. Much like Habermas, his stated goal was less to get a “better deal” for his country (though it was certainly that too) than to undermine the technocratic order afflicting Europe and to push forward the cause of transnational democracy. Estranged from Syriza since the July concessions, he now seeks to coordinate a transnational movement in pursuit of an alternative EU order.
This is one kind of radicalism from the margins, but party politics remains relevant too. Recent events in Britain—the referendum on Scottish independence, Jeremy Corbyn’s ascendancy in the Labour Party—have shown the speed with which movements and parties can align. Whether such forces will exercise meaningful power in government remains to be seen, but it is not wholly unimaginable. The decisive question would then be whether several could hold power at once, or whether, like Syriza, they would be dismantled one by one. As the link in a cross-national chain, German domestic politics may be an important part of this process. But Habermasian arguments for EU reform will need to speak well beyond the Grand Coalition of parties currently in power.
The concluding essay of the book turns to the reflections on Europe of the nineteenth-century German poet Heinrich Heine, who offers an arresting vision of a transnational order shaped by differences of political opinion rather than competing territorial interests and identities. “Why,” Habermas asks, “shouldn’t his European notions of overcoming national prejudices with the aid of the cunning of economic reason be able to come true?” Once more there is the suggestion of a dialectic. Just as economic forces continue to drive the further integration of Europe’s states, it is technocrats such as Mario Draghi, the head of the Central Bank, whom Habermas sees as pushing forward the debate on the future of the EU, however one-sided their proposals may be. Perhaps one best captures the book’s optimistic message if one renders its title differently. Democracy, not helplessness, is what moves in the undertow of technocracy.
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52F ~ 66F Ganzhou Weather
Tongcheng Yilong: Achieving profit in the first quarter
On May 21, Tong Cheng Yilong announced the first quarter of 2020 results announcement. The announcement showed that Tongcheng Yilong achieved revenue of 1.005 billion yuan in the first quarter, and its adjusted net profit was still positive, reaching 78.08 million yuan, with an adjusted net profit rate of 7.8%. In the first quarter of 2020, revenue decreased by 43.6% year-on-year to 1.005 billion yuan, and transaction volume (GMV) decreased by 49.3% year-on-year to 18.2 billion yuan from 35.9 billion yuan in the same period last year.
On the 22nd, Tong Cheng Yilong CEO Ma Heping and CFO Fan Lei interpreted the company's first quarter financial report.
The company's revenue declined in the first quarter, but remained profitable
The financial report for the first quarter showed that the adjusted net profit of Chengyilong in the first quarter was 78 million yuan, a decrease of 82.6% compared with 449 million yuan in the same period of 2019. In the first quarter of 2020, revenue decreased by 43.6% year-on-year to 1.005 billion yuan, but the adjusted net profit was still positive, reaching 78.08 million yuan. In terms of specific business segments, income from accommodation booking services and transportation ticketing services have been affected to varying degrees. However, other revenues such as advertising services and supporting value-added user services have increased substantially, from 35.3 million yuan in the first quarter of 2019 to 89.33 million yuan, a 153.1% year-on-year increase.
In this regard, Fan Lei said that the company stopped marketing earlier and made various adjustments to the cost structure. During the epidemic, Tongcheng Yilong's revenue fell by 40%, but the cost of sales fell by 30%, and market expenses fell by nearly 40%, making it still profitable in the first quarter.
In terms of user growth, with the improvement of the domestic epidemic situation, the search volume of the user's long-term itinerary continued to rise, which helped promote the rapid recovery of the user scale of Tongyi Long. The announcement shows that in the first quarter of 2020, MAU (average monthly active users) has rebounded to 148 million, while MPU (average monthly paying users) has reached 14.8 million. Fan Lei said that the recovery of monthly users indicates that tourism demand still exists, and users are currently in the state of “grass planting” and long-term planning.
In addition, Fan Lei also mentioned that during the epidemic, the company conducted internal training, such as taking inventory of organizational capabilities and adjusting the structure of talents. At the same time, the intelligent connection of the front and back ends also reduced costs and improved efficiency.
The data in the second quarter showed an upward trend. Expected explosive growth at the end of the year
Ma Heping said that from the current data, domestic tourism will have an explosive growth at the end of the year.
Data from April and May showed that the overall recovery of Cheng Yilong was faster, but Ma Heping said that it was about 10 percentage points slower than the management expected. "We expect domestic tourism to have explosive growth at the end of the year, but the recovery of overseas tourism is expected to be pessimistic."
Fan Lei said that the current data for the second quarter has shown a rebound trend. The growth of overnight stays in May basically returned to the same level as in previous years, with air tickets returning to the 80% -85% level, a qualitative leap compared to April. The data shows that "5 · 20" is a peak period for domestic hotel reservations. Compared with the same period last year, Tongcheng Yilong's accommodation has increased by 21%, of which the accommodation orders of low-tier cities have increased by 36%.
"We remain optimistic about the performance of the next stage, and profit margins in the third and fourth quarters may increase," Fan Lei said. In addition, Fan Lei said that April 29 is a time node, and the downgrade of Beijing's prevention and control level has also brought a recovery of domestic travel and leisure travel.
In the future, it will lay a sink in the market and find new support for traffic
With the gradual saturation of the first- and second-tier city markets, how to obtain customers and traffic in the sinking market has become a problem to be considered by the OTA platform. In 2019, Ctrip's second- and third-tier markets contributed more than 60% of new users; Meituan relied on the accumulation of low-end hotel resources to occupy 47.30% of the market. About 85.7% of the registered users of Tongcheng live in non-first-tier cities in China. In the first quarter of this year, about 56.1% of the newly registered users were from third-tier cities or below.
Thanks to the cooperation with Tencent, Tong Cheng Yilong has a relatively stable customer entrance in low-tier cities. "Of all channels, our traffic on Tencent's platform is the most cost-effective and relatively stable during the epidemic." Tong Cheng Yilong said that in the first quarter of 2020, about 82.5% of the average monthly active users came from Tencent's platform, mainly From the WeChat wallet and the small program drop-down list (the monthly activity brought by the portal is 102 million person-times), interactive advertisements placed on Tencent's platform, sharing and search functions in WeChat.
Ma Heping said that in the future, the company will put all its operational capabilities into the low-tier city market to promote the high growth of low-tier city hotels, and at the same time, it will also empower the low-tier city's back-end supply chain to help it improve the "+ Internet" The ability to apply.
At the same time, Tongcheng Yilong is currently looking for new traffic channel support. In March, we cooperated with Cheng Yilong and Kuaishou. Kuaishou will provide tens of millions of traffic support and high-quality talent resources. In addition to providing tourism products, Tong Cheng Yilong will also launch a series of short videos and live broadcast activities with major tourist destinations. In the future, the two parties will also conduct in-depth cooperation on content marketing, scene marketing, live short video and other aspects. In this regard, Ma Heping said that the company hopes to have more attempts on new traffic channels in the future, such as Douyin, Kuaishou, Weibo, Xiaohongshu and Station B, etc., which are under negotiation and hope that it can become an incremental space .
According to reports, Tongcheng Yilong will make efforts in four aspects in the future, including brand loyalty improvement, hotel growth to become the industry leader, dig deeper into the market share of low-tier cities, and empower the back-end supply chain to help enhance it. " + Internet ", the use of small programs and the ability of members to manage direct sales, etc.
Ma Heping believes that the epidemic has also brought opportunities to the tourism industry. The increase in the online rate, the increase in the chain rate and the onlineization of the back-end traditional industries will bring new changes to the industry.
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Front Page - Friday, February 9, 2018
Brown lauded for service, humor
Retired judge honored for 48-year career
By David Laprad
When attorney Roger Dickson of Miller & Martin learned the Chattanooga Bar Association would be honoring his colleague and friend Judge William L. “Chink” Brown with the Jac Chambliss Lifetime Achievement Award, he thought they were kidding. If Brown were receiving an award, surely it was in spite of the things he’d done rather than in honor of them.
Dickson’s mind flashes back to the early 2000s, when he and Brown were trying a jury trial in Knoxville on behalf of Coca-Cola Enterprises. Brown was in the middle of a presentation when he knocked over the easel containing his visual aids, scattering its contents across the court room floor.
As Brown bent over to pick them up, he indiscreetly aimed his backside at the jury. Not wanting to lose the case on a technicality, Dickson stood up from his seat, walked to his friend and whispered, “You’re pointing your ass at the jurors!”
Brown responded by loudly and colorfully suggesting his co-counsel bend over and help.
Dickson laughs nearly to the point of tears as he tells the story. This is the effect a Brown story has on a person.
Another attorney friend of Brown’s, Phil Lawrence of Lawrence & Lawrence, supports this theory by smiling as he recalls a trip he and Brown took to Cancun in the 1970s with a group of trial lawyers.
“I started laughing the moment we stepped onto the plane and I didn’t stop laughing until we parted company once we were back in Chattanooga,” Lawrence recalls. “Chink is that funny.”
The laughter didn’t subside even when both men were stricken with Montezuma’s Revenge. “If anything, that heightened Chink’s ability to laugh at a situation,” Lawrence adds.
Lawrence won’t share any of the specifics of Brown’s humorous antics, though, saying they’re unsuitable for the printed page.
Dickson, however, tells another Brown story that is appropriate for public consumption: the time Travis McDonough, now a judge for the U.S. District Court of East Tennessee but then an attorney with Miller & Martin, convinced Brown to make a bid to become the attorney for Bledsoe County.
“The mayor wanted Chink to replace Harold Upchurch because Upchurch kept suing the county,” Dickson recalls. “Chink was smart and said no, but Travis talked him into it.”
Brown and McDonough attended a public meeting with the County Commission and the mayor in the auditorium of Bledsoe County High School. Brown was seated up front, and as the meeting started, Upchurch walked in with his attorney, Steven Greer.
The crowd cheered their arrival and celebrated again a few minutes later when the County Commission elected to retain Upchurch.
“The audience booed and jeered Chink as he walked out,” Dickson says, nearly doubling over. “When he was back in the truck, he let Travis have it for talking him into doing that.”
Although Dickson was surprised when he learned Brown would be receiving the Jac Chambliss Award, he quickly came around. “When I read through the criteria, it became clear that he checks all the boxes,” Dickson points out.
Box 1: Demonstrates a high standard of excellence for the legal profession
Brown earned his license to practice law on April 4, 1970, and was sworn in four days later. Not wanting to wait until the Supreme Court convened in Knoxville, Brown and Lawrence traveled to Jackson to be introduced to the court. Brown then joined his father, Chattanooga attorney Harold Brown, at his one-man firm the next day.
As Brown shouldered his share of the rigors of their practice, he consumed a steady diet of jury trials in personal injury and criminal cases, including murder. Lawrence remembers Brown taking to the work like a duck to water.
“He rapidly took to the craft,” Lawrence says. “He didn’t experience much of a learning curve.”
Brown sharpened his trial skills on a grinding stone of some of the finest lawyers of that time, including Charlie Goins, Paul Campbell, Ted Milburn, Sike Williams and Fred Milligan, among others.
“These men weren’t chicken salad,” Lawrence says. “They were hard-nosed, seasoned lawyers with years of experience. The assistant district attorneys – Don Poole, Gary Gerbitz, Jeff Hollingsworth and Stan Lanzo – were talented, formidable opponents, as well.”
Despite stiff opposition, Brown tallied many victories, including one case he tried with Gene Griffin that resulted in the creation of new law.
“Two couples were camping in Crossville and were on their way to buy groceries when a tandem dump truck loaded with asphalt struck them in the rear. Our lady’s neck was broken in the collision,” Brown explains.
“The company [paving for the state] had its own trucks but the job was so big, it was hiring independent haulers. The truck that struck them was an independent hauler, and he was overloaded.
“At the time, the law said a company that hires an independent contractor can’t be held liable for their actions because they’re beyond their control. But we proved they did control them; they operated the weigh station, they intentionally overloaded the contractor’s trucks and they were on notice because they were paid by the ton.”
Brown and Griffin claimed there was independent intervening negligence and argued the case all the way to the State Supreme Court, where they won and established new law.
Brown was at the apex of his career as a lawyer when in 1988 he expressed an interest in becoming judge of Division IV of Hamilton County Circuit Court, which was vacated when Judge David Tom Walker went on disability. After meeting with Tennessee Gov. Ned McWherter, Brown received the appointment.
“The system for appointing judges was less complicated then than now,” Brown says. “I might not have gotten to first base under the current system.”
Brown’s skills as an attorney transferred seamlessly to the bench, where Lawrence says he placed his full effort on both the judicial and human aspects of the cases he heard.
“I often heard Judge Brown admonish the litigants in domestic relations matters about how their acrimony and hostility toward each other had inflicted collateral damage on the innocent ones around them and how destructive those actions were to their own self-interests,” Lawrence adds.
“Judge Brown felt a duty to admonish when it was his hope that some positive change might result,” Lawrence continues. “It was not in his capacity to give a sterile ruling. He gave those who were there to hear a part of his feelings – his emotions about the human aspects of the case.”
Brown didn’t sugar-coat his delivery, either, but became known for being “more direct than indirect, more straightforward than oblique,” Lawrence says diplomatically.
Eventually, Brown’s frustration with the unbending, vindictive nature of domestic litigants caused him to the retire from the bench. “I let the divorces get to me,” he says. “Most of the people involved in them would do anything to spite the other party, and their children suffered as a result.”
Although Brown was already thinking about stepping down, the final straw came on Christmas Day, 1996, when he received four phone calls about a custodial parent refusing to let the other parent see their children.
“I told my wife, ‘That’s it. When I go back, I’m setting a date to resign and writing the governor,’” Brown recounts.
Not one for downtime, Brown retired from the bench on March 1, 1997, and then went to work as a partner at Miller & Martin on March 4.
Brown has been with the firm ever since. Although he recently went of counsel and is now taking only mediation and arbitration cases, he continues to demonstrate a “high standard of excellent for the legal profession,” Dickson says.
The Chattanooga legal community at large agrees, and in 2016, a regal portrait of Brown was unveiled in the courtroom in which he had served from the bench, where it will hang in perpetuity.
Box 2: Stimulates a feeling of respect, esteem and good fellowship among members
One of the things that makes Brown a good lawyer, Dickson says, is his ability to connect with people, including clients, juries, fellow lawyers and judges. “He’s a forthright, straight up guy,” Dickson adds.
Lawrence says Brown will be remembered for his warm, welcoming spirit. “You don’t make many friends as a judge because either one side on a case is really unhappy or both sides on a case are mildly unhappy,” he says. “Judges get a lot of attention from attorneys, but a lot of that is the lawyers trying to keep in their good graces.
“But Chink has made lasting friends among the bar. He’s open, gracious and has a highly developed sense of humor.”
Box 3: Maintains a high standard of ethics
Basketball legend John Robert Wooden said the test of a man’s character is what he does when no one is watching. Wooden might have added that what a man’s friends say when he’s not around speaks volumes as well.
Dickson has only good things to report about Brown’s character. “He’s the best friend you can have,” he says. “He’s loyal and considerate.”
So does Lawrence. “Chink has a deep sense of loyalty to his family and the friends he’s made over the years,” he adds.
Box 4: Devotes significant time and effort to benefit the community
If Brown has one quality that trumps all others, it’s his generosity, according to Dickson and Lawrence. But people rarely see this side of Brown because, when he does give, he does it quietly, behind the scenes.
So, although Brown’s resume doesn’t contain a long list of boards on which he’s served or civic clubs to which he’s belonged, he’s had a significant impact on the lives of the people he’s helped.
“When someone has undergone some misfortune, Chink is always deeply moved and will go beyond what’s expected to give whatever comfort and aid he can,” Lawrence says.
“Chink is very kind and generous,” Dickson adds. “If he knows someone is down and out, he’ll help them, but on the side. And when I’m involved in the Boys & Girls Club, he gives me a check every year.”
Occasionally, Brown will do something in the public eye – as he did when he coached youth baseball on Signal Mountain for 14 years and served as a Tennessee Wildlife Commissioner for several years – but in general, he prefers to operate under the radar.
Box 5: Enhances the image and esteem of attorneys in Hamilton County
The purpose of this category is slightly elusive. How does one improve the image of lawyers beyond their effectiveness as an attorney, ethical fortitude and generosity?
By devoting themselves to the care and support of their family – like Brown has done.
Brown, who’s now 77, was born and raised in Chattanooga. He was the oldest of three boys, although he and his family lost their youngest, Mike, on Dec. 22, 1953. He was four at the time. “Christmas was never fun again for my parents,” Brown acknowledges.
Brown excelled in athletics, although he goes out of his way to avoid bragging. Nevertheless, he played quarterback for Central High School at a time when the school was a regional powerhouse and was co-captain of the team that won the 1957 state championship.
In the end, Brown was named All-City first team, All-State first team and All-Southern first team and received an honorable mention as a high school All-American.
Brown’s abilities on the field translated to a scholarship at Auburn, where he was moved to left halfback. “I couldn’t see over the center,” he recalls, laughing. Although Brown dislikes tooting his own horn, he always has a self-deprecating joke at the ready.
Homesick and lovesick in equal measure, Brown left Auburn after one year and returned to Chattanooga. Once home, he married Judy Holland and began attending classes at the University of Chattanooga and working at Davenport Hosiery on 11th Street. “I’ve been hooked to the plow ever since,” Brown says, laughing again.
When investors purchased and moved the mill, Brown took a job driving an 18-wheeler for the Teamsters. His sporadic schedule made taking classes difficult, so three years later, Brown switched to Combustion Engineering, where he worked seven days a week for four years building pressurizers for nuclear submarines. Somehow, he also finished his marketing degree during this time.
Brown’s credentials didn’t land him a job offer more lucrative than his position at Combustion Engineering, so he decided to follow in his father’s footsteps and go to law school. Unlike his dad, who attended the defunct Chattanooga College of Law, Brown sold his house and moved his family to Birmingham, where he attended classes at the Cumberland School of Law and, once again, worked full time.
Brown burned through law school in two and a-half years, then made a triumphant return to Chattanooga, where his father was waiting to unload his criminal case load on him.
Fatherly influence
Looking back, Lawrence says he believes Brown’s father had a profound influence on his personality and character. Not only does Brown have his dad’s sense of humor, he also has his heart for altruism and commitment to family.
“Harold was colorful, charismatic, garrulous and witty,” Lawrence says. “You have to have a sense of humor to stick your kid with a nickname like ‘Chink.’ He was a whirlwind of energy and mischief.
“Watching him in a courtroom was pure entertainment. He could say things during a trial that would get someone disbarred today.”
At the same time, Lawrence says Brown was more organized and serious about the business side than his father and became the steadying influence in their practice. He acquired those traits from his mother, Lawrence contends.
“There was something of a role reversal between father and son when it came to the business side of being a lawyer,” Lawrence says. “There were several occasions when [Chink] ... would have to assert himself against quite a formidable person to right the ship.”
If Brown’s business sensibilities came from his mother, then perhaps the seeds of his generosity can be found in his father, who took in two boys from outside the family and helped them finish school. There’s a hint of pride in Brown’s voice as he recalls how his father even helped the young men get their footing in college.
There’s also a touch of sadness in Brown’s voice as he remembers losing his father to a heart attack in 1981. The elder Brown was 62 years old, but his legacy lives on through his first-born son.
Although people have commended Brown for working as hard as he did to finish school and support his family, he redirects any whiff of praise to Judy.
“I give my wife the credit,” he says. “While I was at Combustion, I was either working, going to school or sleeping. We had one car, two kids and we didn’t go anywhere, but instead of complaining, she motivated and encouraged me.”
“Chink is fortunate to have Judy,” Dickson says. “She’s been a solid rock in his life.”
Although Brown and his wife will celebrate their 58th year of marriage in May, the two weren’t high school sweethearts. Even though their families knew each other, they didn’t meet until later – unless being together in the nursery at Erlanger Hospital after being born two days apart counts as their first date.
Although Brown is still active in the practice of law, he limits his mediations and arbitrations to seven or eight per month. This allows him to spend more time on his favorite pursuits: hunting, fishing and spending time with his five grandchildren.
Brown and Judy’s children include a son, Doug, a Presbyterian minister in Denver, and a daughter, Holly Novkov, who works at the Hamilton County Circuit Court Clerk’s office. Doug and his wife have three children; Holly and her husband have two.
Although some have noted a degree of incongruity between Brown’s candid and irreverent nature and his son being a minister, Lawrence says there’s nothing at all strange about that.
“Ministry is about connecting on a close, personal level with other people,” Lawrence says. “That’s a trait Doug adopted from his father, whose skills as a mediator springs first from the fact that he connects to the people with whom he’s dealing and second from his honesty. [Chink] ... exhibits empathy not as a pretext but because he cares about the outcome.”
Brown travels broadly to hunt but likes to fish locally. He’s currently pleased that his second granddaughter, Caroline, is taking to hunting, much like he did when his uncle took him on outings as a boy. The two recently hunted together in Southern Alabama, where she killed a deer. “She knows what gets close to her pappy’s heart,” Brown says, laughing.
Although Brown is as sharp and energetic as ever (he built several of the houses in which he and his family lived with his own hands and looks like he could still do it today), he admits the day is coming when it’ll be time to “put the old mule out to pasture.”
But he’s not done yet. Brown is looking forward to his upcoming mediations, which include several that arose out of the Woodmore bus crash.
His thoughts, however, are turning more and more toward making all of his time family time. “I’m having fun. I’ve been blessed with health, family and a job. If I had to go today, I’d have no complaints. I’d like to hang around and see what my grandkids are doing, though.”
Whatever Brown does, his legacy is already established, Dickson says, and will live on through his family, the people he’s helped and the clients he’s served. “Chink is a tribute not just to the bar but to mankind as well,” he says. “He’s a wonderful person.”
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RFC News Player-coach Eves enjoying the challenge ahead of Pirates clash
Player-coach Eves enjoying the challenge ahead of Pirates clash
Hartpury enter new territory this weekend. Saturday sees our first ever fixture in the British and Irish Cup and is another reminder of the progress made since the club’s foundation in 2004.
We are in a group that includes teams representing Ulster, Scarlets and this week’s opponents, Cornish Pirates. This is the first time that Hartpury and the Pirates have met, in what might be described – despite the 220 miles that separate the clubs – as a West Country ‘derby’.
The Red & Black’s coaching line up will have slightly different look this weekend, as the club continue their commitment to development. Senior players Luke Eves (pictured), Rhys Oakley and Dan Murphy are all playing a part in the preparation, with the group led by Jonny Goodridge.
Goodridge is the backs/attack coach for both the Championship and the AASE squads, while Eves, Oakley and Murphy all have coaching duties across Hartpury’s student teams.
“It’s very exciting for me personally, as it’s the highest level that I’ve coached at,” said Eves, a former Bristol and Newcastle Falcons centre, now very much at home at the Gillman’s Ground.
Selections are announced on Friday, but Hartpury look likely to rotate one or two players
“We’ll be going into this match with exactly the same sort of game plan that we would have in the Championship,” he said. “It is up to any of the guys that we bring in to be able to play, and to express themselves, within that structure.
This is a good opportunity for the club to be able to test and understand the depth that we have within the squad – any one of the players that we name this week might be required to step up if other squad members lose form or fitness.”
Pirates play their regular rugby, like Hartpury, in the Greene King IPA Championship and Saturday’s fixture will be the first of four meetings between the sides this season.
Results have not gone Pirates’ way in the early part of the campaign. An outrageously high-scoring 62-47 home win, over bottom club Rotherham, has been their sole victory out of six matches played, although that could be a dangerously misleading statistic.
All of their defeats have been by very narrow margins and it will only take a modest upturn in performance, or even luck, to have them quickly accumulating wins.
Eves is certainly taking nothing for granted. “We’ve had a good look at them and, as usual, they seem to be pretty strong up front. They’re a team that’s given this competition a good go in the past but, irrespective of what we’re playing in, we expect them to come here with a strong side, looking for the result.
They will be thinking that this is a good opportunity to get a bit a confidence into their squad and our guys know that we will have to be on the money this week, if we are going to get something from the game. It’s a good opportunity, for anybody who comes in, to put their hand up.”
The Penzance club has been home to a number of Hartpury alumni over the past few seasons, with the current squad containing former BUCS and RFC winger Alex O’Meara, as well as utility back Matt Evans, who earned the first of his 38 international caps for Canada whilst still a student at the College. Evans has regularly been among the tries in a lengthy career at the Pirates and would have scored many more if not for some long-term absences through injury.
Eves’ other coaching responsibilities lie with Hartpury’s Under-18 AASE squad, who had a convincing 47-10 victory over previously unbeaten Exeter College last week.
“That was a great win for us against the reigning champions and a team that many people are tipping to win it again this year,” he said.
“It’s now important for us to keep our standards high as we go into the play-offs. We want to go into those games unbeaten and full of confidence.”
Although Eves has worked with some teams close to his Bristol home, he is happy to admit that helping to develop Hartpury’s talented youngsters represents a new level in his fledgling coaching career.
“Working with the AASE squad, and now the RFC this week, has been a great step up for me,” he said. “When (Hartpury Director of Rugby) John Barnes offered me the role, I snapped his hand off – coaching is what I want to get into and it’s been great so far.
There is a perfect scenario for me at Hartpury – I feel I’ve got a good five years left as a player and to be able to combine that with coaching, at a place which is renowned for rugby development, is a real win/win for me. I’m really enjoying it.”
Hartpury RFC 29 – Doncaster Knights 27
Hartpury RFC 19 – Cornish Pirates 35
Match updates
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Excessive worry and apprehension are associated with general anxiety disorders. Individuals may experience restlessness, irritability, problems in concentration, muscular tension, and problems sleeping.
Excessive worry about a variety of aspects of life is common, with anxiety being diffuse rather than related to a specific fear (phobia), rituals or obsessions (obsessive-compulsive disorder), or physical complaints (somatoform disorder). These disorders have been characterized as neuroses, as they all are associated with anxiety of one type or another. The term neurosis is a broad one and, because of its general nature, is used infrequently most frequently by early theorists such as Freud, Jung, and Adler. In general, the term anxiety disorder can be said to include nonspecific neuroses or anxiety.
Anxiety is a feeling of unease, such as worry or fear, that can be mild or severe.
Everyone has feelings of anxiety at some point in their life. For example, you may feel worried and anxious about sitting an exam, or having a medical test or job interview.
During times like these, feeling anxious can be perfectly normal.
But some people find it hard to control their worries. Their feelings of anxiety are more constant and can often affect their daily lives.
Anxiety is the main symptom of several conditions, including:
panic disorder, phobias, such as agoraphobia or claustrophobia, post-traumatic stress disorder (PTSD)
social anxiety disorder (social phobia)
The information in this section is about a specific condition called generalised anxiety disorder (GAD).
GAD is a long-term condition that causes you to feel anxious about a wide range of situations and issues, rather than 1 specific event.
People with GAD feel anxious most days and often struggle to remember the last time they felt relaxed.
As soon as one anxious thought is resolved, another may appear about a different issue.
Symptoms of generalised anxiety disorder (GAD)
GAD can cause both psychological (mental) and physical symptoms. These vary from person to person, but can include:
feeling restless or worried, having trouble concentrating or sleeping, dizziness or heart palpitations
What causes generalised anxiety disorder (GAD)?
The exact cause of GAD is not fully understood, although it’s likely that a combination of several factors plays a role.
Research has suggested that these may include:
overactivity in areas of the brain involved in emotions and behaviour
an imbalance of the brain chemicals serotonin and noradrenaline, which are involved in the control and regulation of mood
the genes you inherit from your parents – you’re estimated to be 5 times more likely to develop GAD if you have a close relative with the condition
having a history of stressful or traumatic experiences, such as domestic violence, child abuse or bullying
having a painful long-term health condition, such as arthritis
having a history of drug or alcohol misuse
But many people develop GAD for no apparent reason.
Who’s affected
Slightly more women are affected than men, and the condition is more common in people from the ages of 35 to 59.
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Moderates and extremists of indian national congress. The Ideologies and Programmes of the Indian National Congress during 1885 2019-02-27
Moderates and extremists of indian national congress Rating: 5,1/10 1690 reviews
The Ideologies and Programmes of the Indian National Congress during 1885
Some of them professed that the British rule has done much good in India by cleansing the Indian society of its ills like the customs of sati, untouchability, child marriage, etc. . The Indians were determined to get the partition cancelled by peaceful methods, if possible, and by violent and direct methods, if necessary. But it also strengthened the nationalism in India. He was an important figure in the Swadeshi movement — advocating goods manufactured in India against foreign products.
Moderates and Extremists in Indian Independence Struggle
His regime was full of missions, omissions and commissions. In the beginning of the present century the South African enacted a number of discriminatory Laws which imposed restrictions on travel, trade act. The Prince of Wales was to visit India in 1906. Article shared by The period from 1885 to 1905 is called moderate Phase of Indian Nationalism. That is why despite their high idealism, they failed to create a solid mass base for their movement. They favored gradual reforms and their demands also remained moderate.
Explain the difference between moderates and extremists in Indian national congress.
The aim of the Movement was to get self-government for India within the British Empire. The constitution lay down that in future only those who submit to the constitution in writing would be admitted as delegates. Finally, certain events in foreign lands during the closing years of the nineteenth century and the beginning of the twentieth century also provided inspiration to the Indian, and imparted great vigour to the national movement. Upon the death of his first wife, his reform-minded friends expected him to marry and thereby rescue a widow. Gokhale used his now considerable influence to undermine his longtime rival, Tilak, refusing to support Tilak as candidate for president of the Congress in 1906. Surendra Nath Banerjee, Dadabhai Naoroji, Feroze Shah Mehta.
The Rise of the Extremist Movement in India
This was in direct contract to the lifelong policy of Mahatma Gandhi, who believed not only in the purity of end, but also in the purity of means. It was both a political and economic movement. While the Moderates regarded the British rule as a beneficial necessity, the Extremists believed that any foreign rule, however just and benevolent wasacurse. Simple request and petitions would have taken India nowhere. In the initial phase, the educated middle class dominated the National Congress. Leadership of moderates had failed to deliver any fruit to India and so young nationalist leaders started to acquire dominant position gradually. In 1896 Abyssinia, and Africa Kingdom, succeeded in defeating a powerful country like Italy.
Swadeshi Movement: The Swadeshi Movement involved programmes like the boycott of government service, courts, schools and colleges and of foreign goods, promotion of Swadeshi goods, Promotion of National Education through the establishment of national schools and colleges. It popularized concept of home rule. In 1890, it was decided to hold a session of the Indian National Congress in London in 1892, but owing to the British elections of 1891 the proposal was postponed and never revived later. The Bengal school of militant nationalism led by B. The worst and most-hated aspect of Curzon? Anandacharlu, Surendranath Banerjea, Romesh Chandra Dutt, Ananda Mohan Bose and Gopal Krishna Gokhale. The role played by some of the moderate Congress leaders who openly supported the Government also contributed to the decline of the extremist nationalist movement by creating a sense of degeneration among its leaders.
In fact, it had been growing slowly since the revolt of 1857, but was invisible. In the absence of active support of the masses the movement was bound to end in failure. The means chosen by them to achieve the ends were very well within the constitutional limits. The Extremists were not able to organise an effective alternative party to sustain the movement. He was known as the Indian Burke. Even Mahatma Gandhi later on adopted these very techniques of the Extremists. The emergency of the extremist greatly alarmed the government and it decided to deal with fireness.
NCERT Notes On Indian National Movement
Achievements of Extremists The achievements of extremists can be summed up as follows: 1. Because in the Lucknow pact, the right of separate electorate for the Muslim was admitted. The economic miseries of the closing years of the 19th century provided a congenial atmosphere for the growth of extremism in Indian national activity. This led to the establishment of Indian banks, mills, factories, etc. Western thinkers also influenced them. Curzon divided the province of Bengal into two provinces western province dominated by the Hindus, and the Eastern province dominated by the Muslims. They follow the principle of atmashakti or self-reliance as a weapon against domination.
So, they actually realised that the main cause of suffering for the Indians was economic exploitation and suppression. There was a need for promoting an education which would strengthen national feelings. They expressed their immense faith in the sincerity of the British government. The Moderates were no less willing to Part Company with the Extremists. The national leaders like Dadabhai Nauroji, P.
How do moderates and extremists differ from each other?
They understood the economic exploitative pattern of the Britishers since the from to the then period. So, for him, swaraj was complete autonomy, absolutely free from the British control. The Extremists put Poorna Swarajya as their goal. The basic objectives of the early nationalist leaders were to lay the foundations of a secular and democratic national movement, to polticize and politically educate the people, to form the headquarters of the movement that is to form an all-India leadership group, and to develop and propagate an anti- colonial nationalist ideology. Extremist slogan of Swaraj was first introduced by Arya Samaj of dayannada Sarswati. They attempted to regenerate Indian society in all fields of life and enlighten British public opinion and parliament concerning Indian affairs. Pherozeshah Mehta was nominated to the Bombay Legislative Council in 1887 and in 1893 a member of the Imperial Legislative Council.
Major Causes of Moderate
Das Formation of Swaraj Party 1923 — Kakinada — Maulana Muhammad Ali 1924 — Belgaum — Mahatma Gandhi 1925 — Kanpur — Mrs. The educated class of the 20th Century of India was pretty much aware of the British diplomacy. He formed a close alliance with Muhammad Ali Jinnah, during the Indian Home Rule Movement. This became successful when the Congress and the League both adopted the famous Congress-League pact in Lucknow. But during the Swadeshi Movement, some conflict arose between these two groups. He was imprisoned by the British for writing articles against British rule in India.
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Published On: Mon, Apr 25th, 2016
Main News / Politics | By Edition
Damen and CDM Holding sign letter of intent towards strategic partnership
WILLEMSTAD - Recently, Damen Shiprepair & Conversion Holding B.V. and CDM Holding S.A. signed a letter of intent (LOI) in which the parties capture their intention to achieve a strategic partnership. The LOI was signed by the Managing Director of Damen Shiprepair & Conversion Holding B.V. (Damen), Mr. Durk-Jan Nederlof and Managing Director of CDM Holding (CDM), Mr. Getmar Caldera in the presence of the Minister of Economic Development Eugene Rhuggenaath. The LOI is an important step in the negotiations between Damen and CDM to achieve a strategic partnership which ensures a sustainable future for the Dry Dock.
A strategic partnership brings a number of advantages. Not only securing employment because it takes over the CDM permanent staff, but it also retains their accumulated labor rights. It also provides flow opportunities for youth through CDM’s training center. A strategic partnership with Damen means that the CDM has the opportunity to attract fresh capital to invest in its infrastructure. The strategic partnership creates a floating dock so the capacity for ship repairs will increase by about 30%. The government also remains the owner of all assets.
Already in 2009, DAMEN was chosen in a public tender as an ideal partner for the CDM.
A partnership also offers next to above advantages, several DAMEN-specific advantages. DAMEN is respected worldwide and has a good reputation in the field of management of dry docks. DAMEN provides access to specialized knowledge and resources and the ability to improve the operational efficiency of CDM thanks to advanced management instrumentation developed by their experience as a operator of dry docks. The following applies specifically to their experience in taking over dry docks on acquisition in similar condition as the CDM now. Furthermore, the company is known for its human centered corporate culture, which is something that has been validated by a delegation from the CDM Executive Board and union when visiting some of DAMEN shipyards. This manifests itself in additional training possibilities and even international exchanges for existing staff. A partnership with DAMEN also means that new maritime and related industrial activities can be developed in the future.
The government has created a multidisciplinary team to conduct negotiations with Damen. This team among others consists of specialists in finance, law, business, and communications area. Negotiations with DAMEN are progressing well, and will now focus on the details of a concession contract. In parallel to the negotiations, actions are taken to ensure that the CDM soon can make a healthy new start towards a sustainable future. This includes dealing with CDM’s debts to government entities (including the tax authorities, as well as the Curaçao Port Authority), banks and other creditors.
It remains essential that all stakeholders cooperate to form a strategic partnership with DAMEN and to assure CDM a sustainable future.
DamenDry DockEugene RhuggenaathShipyards
Still unclear whether health inspector gets opportunity to defend himself verbally
Rema Uni: yes, to signatures but no petition recognition
Disciplinary measures against Schotte
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New Filings
HealthWarehouse.com, Inc. - FORM 10-Q - May 15, 2014
EXCEL - IDEA: XBRL DOCUMENT - HealthWarehouse.com, Inc. Financial_Report.xls
EX-4.2 - EXHIBIT42 - HealthWarehouse.com, Inc. exhbit42.htm
EX-31.1 - EXHIBIT311 - HealthWarehouse.com, Inc. exhibit311.htm
EX-4.1 - EXHIBIT41 - HealthWarehouse.com, Inc. exhibit41.htm
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended March 31, 2014
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission File Number 0-13117
HealthWarehouse.com, Inc.
of Incorporation or Organization)
7107 Industrial Road, Florence, Kentucky
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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. Yes x 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 (§ 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 ¨
Large Accelerated Filer o Accelerated Filer o
Non-accelerated Filer o Smaller Reporting Company x
(Do not check if a smaller reporting company)
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x
There were 26,550,380 shares of Common Stock outstanding as of May 7, 2014
Tale of Contents
QUARTERLY REPORT ON FORM 10-Q
Item 1. Financial Statements.
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
Item 4. Controls and Procedures.
Item 1. Legal Proceedings.
Item 1A. Risk Factors.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
Item 3. Defaults upon Senior Securities.
Item 4. Mine Safety Disclosures.
Item 5. Other Information.
Item 6. Exhibits.
HEALTHWAREHOUSE.COM, INC. AND SUBSIDIARIES
Accounts receivable, net of allowance of $59,534 and $250,828 as of March 31, 2014
and December 31, 2014
Inventories - finished goods, net
Property and equipment, net of accumulated depreciation of $608,109 and $576,590 as of
March 31, 2014 and December 31, 2013
Web development costs, net of accumulated amortization of $24,745 and $14,643 as of
$ 1,122,990 $ 1,419,812
Liabilities and Stockholders’ Deficiency
Accounts payable – trade
Accounts payable – related parties
Accrued expenses and other current liabilities
Deferred revenue
Current portion of equipment lease payable
Notes payable and other advances, net of debt discount of $212,830 as of March 31, 2014
487,170 -
Note payable and other advances – related parties
Redeemable preferred stock - Series C; par value $0.001 per share;
10,000 designated Series C: 10,000 issued and outstanding as of
March 31, 2014 and December 31, 2013 (aggregate liquidation preference of $1,000,000)
Long term liabilities:
Notes payable, net of debt discount of $29,133 as of March 31, 2014 and $269,998 as of
Long term portion of equipment lease payable
Total long term liabilities
Stockholders’ deficiency:
Preferred stock – par value $0.001 per share; authorized 1,000,000 shares; issued and outstanding
as of March 31, 2014 and December 31, 2013 as follows:
Convertible preferred stock - Series A – 200,000 shares designated Series A; 44,443 shares available
to be issued; no shares issued and outstanding
Convertible preferred stock - Series B – 625,000 shares designated Series B; 451,879 and 422,315
shares issued and outstanding as of March 31, 2014 and December 31, 2013, respectively (aggregate
liquidation preference of $4,344,987 and $4,270,257 as of March 31, 2014 and
December 31, 2013, respectively)
Common stock – par value $0.001 per share; authorized 50,000,000 shares; 27,729,592 and 27,708,303
shares issued and 26,550,380 and 26,529,091 shares outstanding as of March 31, 2014
and December 31, 2013, respectively
Employee advances
(10,715 ) (9,001 )
Treasury stock, at cost, 1,179,212 shares as of March 31, 2014 and December 31, 2013
(3,419,715 ) (3,419,715 )
Accumulated deficit
(28,511,039 ) (28,130,668 )
Total stockholders’ deficiency
Total liabilities and stockholders’ deficiency
The accompanying notes are an integral part of these condensed consolidated financial statements.
For the Three Months Ended
(232,105 ) (1,214,343 )
Other income (expense):
Loss on extinguishment of debt
- (2,792,900 )
(73,536 ) (71,123 )
Total other expense
(73,536 ) (2,864,023 )
Net loss
Preferred stock:
Series B convertible contractual dividends
Series B convertible deemed dividends
Loss attributable to common stockholders
$ (380,371 ) $ (5,680,928 )
Per share data:
Net loss – basic and diluted
$ (0.01 ) $ (0.26 )
(0.00 ) (0.00 )
- (0.10 )
Net loss attributable to common stockholders - basic and diluted
Weighted average number of common shares outstanding - basic and diluted
Adjustments to reconcile net loss to net cash used in operating activities:
Provision for employee advance reserve
(1,714 ) -
Warrants issued to 2012 private placement investors
- 487,200
Loss on extinguishment of notes and accounts payable
- 2,792,900
Imputed value of services contributed
Amortization of debt discount
Changes in operating assets and liabilities:
273,902 (6,238 )
Inventories - finished goods
(383,331 ) (91,216 )
(5,445 ) 185,999
25,172 (340,265 )
(17,002 ) 30,441
(59,918 ) (457,373 )
Change in restricted cash
Net cash (used in) and provided by investing activities
(34,866 ) 699,512
Principal payments on equipment leases payable
Proceeds from issuance of notes payable
Repayment of notes payable
Repayment of convertible notes payable
Proceeds from the sale of common stock
Proceeds from offering prior to reaching minimum offering amount
Net cash provided by financing activities
(Net decrease) net increase in cash
Cash - beginning of period
67,744 -
Cash - end of period
$ 59,800 $ 382,353
Cash paid for:
(Unaudited - Continued)
Non-cash investing and financing activities:
Issuance of Series B preferred stock for settlement of accrued dividends
$ 279,380 $ 261,084
Cashless exercise of warrants into common stock
$ - $ 6,934
Warrants issued as debt discount in connection with notes payable
Accrual of contractual dividends on Series B convertible preferred stock
Deemed dividends on Series B convertible preferred stock
$ - $ 1,532,722
Common stock and warrants issued in exchange of notes and accounts payable
Conversion of accounts payable to notes payable
$ - $ 40,000
1. Organization and Basis of Presentation
HealthWarehouse.com, Inc., a Delaware company incorporated in 1998, (the “Company”) is a U.S. licensed virtual retail pharmacy (“VRP”) and healthcare e-commerce company that sells brand name and generic prescription drugs as well as over-the-counter (“OTC”) medical products. The Company’s objective is to be viewed by individual healthcare product consumers as a low-cost, reliable and hassle-free provider of prescription drugs and OTC medical products. The Company is presently licensed as a mail-order pharmacy in 50 states in the United States and the District of Columbia.
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and disclosures required by GAAP for annual financial statements. In the opinion of management, such statements include all adjustments (consisting only of normal recurring items) which are considered necessary for a fair presentation of the condensed consolidated financial statements of the Company as of March 31, 2014 and for the three months ended March 31, 2014 and 2013. The results of operations for the three months ended March 31, 2014 are not necessarily indicative of the operating results for the full year ending December 31, 2014 or any other period. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related disclosures of the Company as of December 31, 2013 and for the year then ended, which were filed with the Securities and Exchange Commission on Form 10-K on April 15, 2014.
2. Going Concern and Management’s Liquidity Plans
Since inception, the Company has financed its operations primarily through debt and equity financings and advances from related parties. As of March 31, 2014, the Company had a working capital deficiency of $4,727,480 and an accumulated deficit of $28,511,039. During the quarter ended March 31, 2014 and the year ended December 31, 2013, the Company incurred net losses of $305,641 and $5,489,892, respectively and used cash in operating activities of $59,918 and $1,024,781, respectively. These conditions raise substantial doubt about the Company’s ability to continue as a going concern.
Subsequent to March 31, 2014, the Company (a) raised an additional $50,000 in debt financing and (b) continues to incur net losses, use cash in operating activities and experience cash and working capital constraints. See Note 10.
On February 13, 2013, the Company received a Notice of Redemption related to its Series C Redeemable Preferred Stock aggregating $1,000,000 (see Note 6). As a result of receiving the Notice of Redemption, the Company must now apply all of its assets to redemption of the Series C Preferred Stock and to no other corporate purpose, except to the extent prohibited by Delaware law governing distributions to stockholders (the Company is not permitted to utilize toward the redemption those assets required to pay its debts as they come due and those assets required to continue as a going concern).
The Company recognizes it will need to raise additional capital in order to fund operations, meet its payment obligations and execute its business plan. There is no assurance that additional financing will be available when needed or that management will be able to obtain financing on terms acceptable to the Company and whether the Company will become profitable and generate positive operating cash flow. If the Company is unable to raise sufficient additional funds, it will have to develop and implement a plan to further extend payables, attempt to extend note repayments, attempt to negotiate the preferred stock redemption and reduce overhead until sufficient additional capital is raised to support further operations. There can be no assurance that such a plan will be successful. If the Company is unable to obtain financing on a timely basis, the Company could be forced to sell its assets, discontinue its operation and /or seek reorganization under the U.S. bankruptcy code.
Accordingly, the accompanying condensed consolidated financial statements have been prepared in conformity with GAAP, which contemplates continuation of the Company as a going concern and the realization of assets and the satisfaction of liabilities in the normal course of business. The carrying amounts of assets and liabilities presented in the condensed consolidated financial statements do not necessarily represent realizable or settlement values. The condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.
3. Summary of Significant Accounting Policies
Principles of Consolidation
The condensed consolidated financial statements include the accounts of HealthWarehouse.com, Inc., Hwareh.com, Inc., Hocks.com, Inc., ION Holding NV, ION Belgium NV and Pagosa, its wholly-owned subsidiaries. ION Holding NV and ION Belgium NV are inactive subsidiaries. All material inter-company balances and transactions have been eliminated in consolidation.
On June 4, 2013, the Company formed a wholly-owned subsidiary called Pagosa Health LLC (“Pagosa”). On January 14, 2014, the Company closed Pagosa and decided to focus on its core consumer prescription business. Pagosa had a de minimis impact on the Company’s operations or the results for the three months ended March 31, 2014.
The preparation of condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The Company’s significant estimates include reserves related to accounts receivable and inventory, the recoverability and useful lives of long-lived assets, the valuation allowance related to deferred tax assets, the valuation of equity instruments and debt discounts.
Net Loss Per Share of Common Stock
Basic net loss per share is computed by dividing net loss attributable to Common Stockholders by the weighted average number of common shares outstanding during the period. Diluted net loss per share reflects the potential dilution that could occur if securities or other instruments to issue Common Stock were exercised or converted into Common Stock. Potentially dilutive securities are excluded from the computation of diluted net loss per share if their inclusion would be anti-dilutive and consist of the following:
Series B Convertible Preferred Stock
Total potentially dilutive shares
Recently Issued Accounting Pronouncements
The Company has determined there are no new accounting standards that are expected to have a material impact on the Company's condensed consolidated financial statements.
4. Accrued Expenses and Other Current Liabilities
Accrued expenses and other current liabilities consisted of the following:
Deferred Rent
Customer Payables
Dividend Payable
Total $ 441,574 $ 621,052
The Company is a party to a Loan and Security Agreement (the “Loan Agreement”) with a lender (the "Lender"). Under the terms of the Loan Agreement, the Company borrowed an aggregate of $700,000 from the Lender (the “Loan”), including $100,000 during the three months ended March 31, 2014. The Loan is evidenced by a promissory note (the “Note”) in the face amount of $700,000 (as amended). The Note bears interest on the unpaid principal balance of the Note until the full amount of principal has been paid at a floating rate equal to the Prime Rate plus four and one-quarter percent (4.25%) per annum (7.50% as of March 31, 2014). Under the terms of the Loan Agreement, the Company has agreed to make monthly payments of accrued interest on the first day of every month. The principal amount and all unpaid accrued interest on the Note is payable on March 1, 2015, or earlier in the event of default or a sale or liquidation of the Company. The Loan may be prepaid in whole or in part at any time by the Company without penalty. The Note contains financial covenants which require the Company to meet certain minimum targets for earnings before interest, taxes and non-cash expenses, including depreciation, amortization and stock-based compensation (“EBITDAS”). In connection with the Loan Agreement, the Company granted the Lender five-year warrants to purchase an aggregate of 1,050,000 shares of Common Stock at an exercise price of $0.35 per share, of which 150,000 warrants were issued during the three months ended March 31, 2014. The warrants contain customary anti-dilution provisions. The warrants had a relative fair value of $392,500, of which $26,000 was established as debt discount during the three months ended March 31, 2014 and will be amortized using the effective interest method over the term of the Note. The Company amortized $49,435 of the debt discount as interest expense during the three months ended March 31, 2014 and $212,830 remained unamortized as of March 31, 2014. Including the value of warrants issued in connection with Note and subsequent amendments, the Note had an effective interest rate of 40% per annum. See Note 10 for subsequent events.
The Company granted the Lender a first, priority security interest in all of the Company’s assets, in order to secure the Company’s obligation to repay the Loan. The Loan Agreement contains customary negative covenants restricting the Company’s ability to take certain actions without the Lender’s consent, including incurring additional indebtedness, transferring or encumbering assets, paying dividends or making certain other payments, and acquiring other businesses. Upon the occurrence of an event of default, the Lender has the right to impose interest at a rate equal to five percent (5.0%) per annum above the otherwise applicable interest rate (the “Default Rate”). The repayment of the Loan may be accelerated prior to the maturity date upon certain specified events of default, including failure to pay, bankruptcy, breach of covenant, and breach of representations and warranties.
The Company recorded amortization of debt discount associated with notes payable of $54,035 and $44,363 for the three months ended March 31, 2014 and 2013, respectively.
6. Stockholders’ Deficiency
On January 15, 2014, the Company issued 21,289 shares of Common Stock to an employee in accordance with an employment agreement. The fair value of the shares was $10,646 based on the closing price on the date of issuance.
As of March 31, 2014 and December 31, 2013, the Company had accrued contractual dividends of $74,730 and $279,380, respectively, related to the Series B Preferred Stock. On January 1, 2014 and 2013, the Company issued 29,564 and 27,630 shares of Series B convertible preferred stock valued at $279,380 and $261,084, respectively, representing approximately $0.66 in value per share of Series B Preferred Stock outstanding on each date, to the Series B convertible preferred stock owners as payment in kind for dividends.
Stock-based compensation expense related to stock options was recorded in the condensed consolidated statements of operations as a component of selling, general and administrative expenses and totaled $151,853 and $312,444 for the three months ended March 31, 2014 and 2013, respectively.
As of March 31, 2014, stock-based compensation expense related to stock options of $1,476,372 remains unamortized, including $584,803 which is being amortized over the weighted average remaining period of 1.5 years. The remaining $891,569 is related to a performance based option where vesting is currently deemed to be improbable and no amount is being amortized.
A summary of the stock option activity during the three months ended March 31, 2014 is presented below:
Outstanding, January 1, 2014
(29,000 ) 3.22
Outstanding, March 31, 2014
2,514,150 $ 2.36 5.7 $ -
Exercisable, March 31, 2014
The following table presents information related to stock options at March 31, 2014:
Options Outstanding
Options Exercisable
Range of
Exercisable
Remaining Life
$ 0.30 - $2.20 $ 1.11 1,339,400 $ 1.58 2.6 573,725
$ 2.21 - $3.80 3.23 757,750 2.95 3.8 507,750
$ 2.36 2,514,150 $ 2.78 4.1 1,398,475
In applying the Black-Scholes option pricing model to stock warrants, the Company used the following weighted average assumptions:
Risk free interest rate
Expected life in years
See Note 5 – Notes Payable for details regarding warrants granted in connection with the issuances of notes payable.
The weighted average fair value of the stock warrants granted during the three months ended March 31, 2014 and 2013, was $0.23 and $1.38 per share, respectively.
Stock-based compensation expense related to warrants for the three months ended March 31, 2014 and 2013 was recorded in the condensed consolidated statements of operations as a component of selling, general and administrative expenses and totaled $264 and $504,777, respectively. As of March 31, 2014, stock-based compensation expense related to warrants of $580,525 remains unamortized, including $3,685 which is being amortized over the weighted average remaining period of 1.5 years. The remaining $576,840 is related to a performance based warrant where vesting is currently deemed to be improbable and no amount is being amortized.
A summary of the stock warrant activity during the three months ended March 31, 2014 is presented below:
150,000 $ 0.35
- $ -
The following table presents information related to stock warrants at March 31, 2014:
Warrants Outstanding
Warrants Exercisable
$ 0.25 - $0.35 $ 0.27 1,900,000 $ 0.27 4.1 1,900,000
$ 3.01 - $4.95 4.95 30,000 4.95 3.5 30,000
Services Contributed
Effective January 1, 2013, an executive officer of the Company waived payment for services contributed. As a result, the Company imputed the value of the services contributed based on a compensation rate previously approved by the Compensation Committee and recorded salary expense of $87,500 for each of the three month periods ended March 31, 2014 and 2013, with a corresponding credit to stockholders’ deficiency.
7. Commitments and Contingent Liabilities
Operating Leases
The Company is a party to a lease agreement for approximately 62,000 square feet of office and storage space with an entity. The monthly lease rate is $10,671 for years 2014 and 2015 and $11,975 in year 2016. The Company accounts for rent expense using the straight line method of accounting, deferring the difference between actual rent due and the straight line amount. The lease expires on January 1, 2017. Deferred rent payable of $43,704 and $46,254 as of March 31, 2014 and December 31, 2013, respectively, has been included in accrued expenses and other current liabilities on the condensed consolidated balance sheets.
On June 7, 2013, Pagosa signed a three year lease for $1,000 per month to house an office, pharmacy as well as inventory and is located in Lawrenceburg, IN. On July 8, 2013, the parties agreed to extend the lease for two additional years, such that the new termination date is now June 7, 2018. On January 14, 2014, the Company closed Pagosa Health and vacated the Lawrenceburg facility. The Company is currently in discussions with the Landlord regarding termination of the lease related to the building. The impact of the lease termination was de minimus to the condensed consolidated financial statements as of March 31, 2014.
Future minimum payments, by year and in the aggregate, under operating leases as of March 31, 2014 are as follows:
For years ending December 31,
Total future minimum lease payments
During the three months ended March 31, 2014 and 2013, the Company recorded aggregate rent expense of $49,229 and $45,719, respectively.
In the ordinary course of business, we may become subject to lawsuits and other claims and proceedings that might arise from litigation matters or regulatory audits. Such matters are subject to uncertainty and outcomes are often not predictable with assurance. Our management does not presently expect that any such matters will have a material adverse effect on the Company’s condensed consolidated financial condition or condensed consolidated results of operations. We are not currently involved in any pending or threatened material litigation or other material legal proceedings nor have we been made aware of any penalties from regulatory audits, except as described below.
On February 9, 2012, two of our former stockholders, Rock Castle Holdings, LLC and Jason Smith (collectively “Plaintiffs”), filed suit against us in the Hamilton County, Ohio Court of Common Pleas, alleging that we had breached the terms of certain incentive options we granted to the Plaintiffs in connection with our now-terminated oral consulting arrangements with the Plaintiffs, by among other things, refusing Plaintiffs’ purported exercise of options to purchase 233,332 shares of our Common Stock at an exercise price of $2.00 per share in December 2011. Plaintiffs have requested that, among other things, the court require us to permit the exercise of the 233,332 options. Plaintiffs have also provided an expert report indicating damages of $2.086 million. Also named as defendants were two individuals, Michael Peppel and Gary Singer, whom Plaintiffs claim acted as agents for us in connection with our purchase of shares of our Common Stock from Plaintiffs in September 2011. On July 19, 2012, the Company and Mr. Peppel filed an answer and counterclaim for breach of contract, alleging that Plaintiffs breached consulting agreements with the Company and undertook a series of actions that damaged and hurt the Company. On July 24, 2012, the Company filed a complaint against Dennis Smith for breach of contract in the Hamilton County, Ohio Court of Common Pleas, which action was consolidated with the earlier case. Plaintiffs filed an answer in response to the counterclaim, and Dennis Smith filed an answer in response to the Company’s complaint. On April 26, 2013, Plaintiffs dismissed Mr. Singer from the lawsuit. On March 24, 2014, all parties filed motions for summary judgment: (i) the Company and Mr. Peppel moved for summary judgment on all claims asserted by Plaintiffs, (ii) Dennis B. Smith and Counterclaim Defendants and Plaintiffs moved for summary judgment on the Company’s claims for breach of contract, and (iii) Plaintiffs moved for partial summary judgment on their claim for declaratory relief that the Company breached the terms of a stock option agreement. Trial of the case is currently scheduled for November 2014. We deny all of the Plaintiffs’ claims and intend to contest this matter vigorously.
The Company was a party to a putative stockholder derivative action was filed in the Court of Chancery of the State of Delaware on May 7, 2013 against certain directors and our chief executive officer and against us, as a nominal defendant. On January 8, 2014, in a stipulation and order of dismissal, the action was dismissed with prejudice to plaintiff, with each party bearing its own attorneys' fees and costs.
On May 15, 2013, a former consultant filed suit in Boone County, Kentucky Circuit Court alleging breach of contract and unjust enrichment for unpaid consulting fees and expenses of approximately $55,000. We filed an answer to the complaint on July 22, 2013 and intend to vigorously defend ourselves against the allegations. The trial of the case has been set for September 2014.
8. Concentrations
During the three months ended March 31, 2014, two vendors represented 57% and 16% of total inventory purchases. During the three months ended March 31, 2013, two vendors represented 30% and 11% of total inventory purchases, respectively.
Between June 2009 and April 2012, an employee who is the son of the managing member of a limited liability company that beneficially owns over 5% of the Company’s Common Stock received advances from the Company in various forms which totaled $391,469 including interest. Principal repayments towards the outstanding advances aggregating $235,000 have been made through March 31, 2014. In April 2012, this employee voluntarily resigned from the Company. The individual agreed to repay the remaining balance with interest based on prime rate on the first business day of the calendar quarter. The amount has been included in Stockholders’ Deficiency as the Company has determined to exercise its rights through a pledge agreement for 42,860 shares as collateral. At March 31, 2014 and December 31, 2013, the Company estimated the value of the collateral at $10,715 and $9,001, respectively.
10. Subsequent Events
The Company evaluates events that have occurred after the balance sheet date but before the financial statements are issued. Based upon the evaluation, the Company did not identify any recognized or non-recognized subsequent events that would have required adjustment or disclosure in the condensed consolidated financial statements, except as disclosed.
Notes Payable
On April 30, 2014, the Company received an additional $50,000 from a lender, which brought the face value of the Note to $750,000 pursuant to an Amended and Restated Promissory Note (the “April 2014 Note”), effective April 29, 2014, which supersedes the Note with the same Lender. The April 2014 Note contains financial covenants which require the Company to meet certain minimum targets for earnings before interest, taxes and non-cash expenses, including depreciation, amortization and stock-based compensation (“EBITDAS”) for the calendar quarters and years ended between June 30, 2014 and December 31, 2014. The remainder of the material April 2014 Note terms are unchanged from the Note, including the March 1, 2015 maturity date. In consideration of the Lender providing additional funds and entering into the April 2014 Note, the Company granted the Lender a five-year warrant to purchase 75,000 shares of Common Stock at an exercise price of $0.35 per share. The warrant contains customary anti-dilution provisions. The warrant had a relative fair value of $14,900 which was set up as debt discount and will be amortized using the effective interest method over the term of the April 2014 Note. Including the value of warrants issued in connection with the April Note, the Note had an effective interest rate of 40% per annum.
On April 28, 2014, the Compensation Committee approved the payment of an annual salary of $150,000 to the Company’s Chief Executive Officer, effective May 1, 2014.
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operation.
The following discussion and analysis of the results of operations and financial condition of HealthWarehouse.com, Inc. (and including its subsidiaries, the “Company”) as of March 31, 2014 and December 31, 2013 and for the three months ended March 31, 2014 and 2013 should be read in conjunction with our financial statements and the notes to those financial statements that are included elsewhere in this Quarterly Report on Form 10-Q. References in this Management’s Discussion and Analysis of Financial Condition and Results of Operations to “us,” “we,” “our,” and similar terms refer to the Company. This Quarterly Report contains forward-looking statements as that term is defined in the federal securities laws. The events described in forward-looking statements contained in this Quarterly Report may not occur. Generally these statements relate to business plans or strategies, projected or anticipated benefits or other consequences of our plans or strategies, projected or anticipated benefits from acquisitions to be made by us, or projections involving anticipated revenues, earnings or other aspects of our operating results. The words “may,” “will,” “expect,” “believe,” “anticipate,” “project,” “plan,” “intend,” “estimate,” and “continue,” and their opposites and similar expressions, are intended to identify forward-looking statements. We caution you that these statements are not guarantees of future performance or events and are subject to a number of uncertainties, risks and other influences, many of which are beyond our control, which may influence the accuracy of the statements and the projections upon which the statements are based. Factors that may affect our results include, but are not limited to, the risks and uncertainties discussed in Item 7 (“Management’s Discussion and Analysis of Financial Condition and Results of Operations – Factors That May Affect Results and Financial Condition”) of our Annual Report on Form 10-K for the year ended December 31, 2013 filed with the Securities and Exchange Commission (the “SEC”) on April 15, 2014.
Any one or more of these uncertainties, risks and other influences could materially affect our results of operations and whether forward-looking statements made by us ultimately prove to be accurate. Our actual results, performance and achievements could differ materially from those expressed or implied in these forward-looking statements. We undertake no obligation to publicly update or revise any forward-looking statements, whether from new information, future events or otherwise.
We are a Verified Internet Pharmacy Practice Sites (“VIPPS”) accredited retail mail-order pharmacy and healthcare e-commerce company that sells discounted generic and brand name prescription drugs, as well as, over-the-counter (OTC) medical products and surgical supplies. Our web addresses are http://www.healthwarehouse.com and http://www.hocks.com. At present, we sell:
a range of prescription drugs (we are licensed as a mail-order pharmacy for sales to all 50 states and the District of Columbia);
diabetic supplies including glucometers, lancets, syringes and test strips;
OTC medications covering a range of conditions from allergy and sinus to pain and fever to smoking cessation aids;
home medical supplies including incontinence supplies, first aid kits and mobility aids; and
diet and nutritional products including supplements, weight loss aids, and vitamins and minerals.
Our objectives are to make the pharmaceutical supply chain more efficient and to pass the savings on to the consumer. We are becoming known by consumers as a convenient, reliable, discount provider of over-the-counter and prescription medications and products. We intend to continue to expand our product line as our business grows.
For The Three Months Ended March 31, 2014 Compared to Three Months Ended March 31, 2013
For three months ended
Ended March 31, 2014
$ 1,716,964 100.0 % $ 2,409,916 100.0 %
731,408 42.6 % 1,235,156 51.3 %
Selling, general & administrative
1,217,661 70.9 % 2,389,103 99.0 %
(232,105 ) (13.5 %) (1,214,343 ) (50.4 %)
- 0.0 % (2,792,900 ) (115.9 %)
(73,536 ) (4.3 %) (71,123 ) (3.0 %)
$ (305,641 ) (17.8 %) $ (4,078,366 ) (169.2 %)
$ 1,716,964 -28.8 % $ (692,952 ) $ 2,409,916
Net sales for the three months ended March 31, 2014 declined to $1,716,964 from $2,409,916, a decrease of $692,952, or 28.8% due to the reduction in business to business sales and cash flow constraints. Due to cash flow constraints, we were unable expand our advertising efforts to grow our core online prescription business and we were not able to maintain over-the-counter inventories to satisfy incoming orders. This prompted negative customer reviews that contributed to the decline in sales. Management has taken steps to narrow its product line, particularly on over-the-counter products, and set new stocking levels for these items to improve order fill rates. In addition, customer support personnel are responsible for proactively calling customers after prescription orders are received to obtain the required copies of the prescriptions, in order to process the order and improve the Company’s order conversion rate. Since the implementation of these efforts, customer reviews as surveyed by an independent third party service have been positive relative to the ease of doing business, competitive pricing and responsive customer service.
Cost of Sales and Gross Margin
$ 731,408 (40.8 %) (503,747 ) $ 1,235,155
Gross margin $
57.4 % 17.9 % 8.7 % 48.7 %
Cost of sales were $731,408 for the three months ended March 31, 2014 as compared to $1,235,155 for the three months ended March 31, 2013, a decrease of $503,747, or 40.8%, primarily as a result of a reduction in order volume and improvement in our costs associated with improved vendor purchasing agreements. Gross margin percentage increased from 48.7% for the three months ended March 31, 2013 to 57.4% for the three months ended March 31, 2014, primarily due to the improved cost discussed above, the elimination of unprofitable business relations and the reduction of lower-margin business to business sales relative to total sales. Management will continue to focus efforts on promoting and offering its higher margin product lines as part of the narrowing of its product offering.
S,G&A
$ 1,217,661 -49.0 % $ (1,171,442 ) $ 2,389,103
% of sales
Selling, general and administrative expenses totaled $1,217,661 for the three months ended March 31, 2014 compared to $2,389,103 for the three months ended March 31, 2013, a decrease of $1,171,442, or 49.0%. The three months ended March 31, 2014 expense decreases included (a) a decrease in legal expense of $143,083 (primarily due to litigation and the capital raise in 2013); (b) a decrease in warrants expense of $487,200 related to capital raise of 2013; (c) a decrease in stock based compensation of $149,947 (primarily due to employee incentives issued in 2013 and significant forfeitures after the first quarter of 2013); (c) a reduction in salary and contract labor expense of $183,762 (primarily due to a reduction in headcount); (d) a decrease in freight expense of $68,731 (primarily due to the reduction in the order volume); and (e) a decrease in health benefit expense of $41,278 (due to higher employee contributions). We expect that our selling, general and administrative expenses, specifically legal and professional fees, will continue to decrease over time as our outstanding litigation is resolved and our internal controls over financial reporting will reduce our reliance on outside consulting and accounting professionals. We also expect to continue to benefit from the significant reduction in salary and related expense in 2014.
Loss on Extinguishment
During the three months ended March 31, 2013, we recorded a $2,792,900 extinguishment loss which represents the incremental fair value of the equity securities issued as compared to the carrying value of the liabilities that were exchanged.
Other Income and Expense
Interest expense increased from $71,123 in the three months ended March 31, 2013 to $73,536 in the three months ended March 31, 2014, an increase of $2,413, or 3%, primarily due to higher notes payable balances.
Adjusted EBITDAS
We believe Adjusted Earnings Before Interest, Taxes, Depreciation, Amortization and Stock-Based Compensation (“Adjusted EBITDAS”), a non-GAAP financial measure, is useful in evaluating our operating performance compared to that of other companies in our industry, as this metric generally eliminates the effects of certain items that may vary for different companies for reasons unrelated to overall operating performance. We believe that:
Adjusted EBITDAS provides investors and other users of our financial information consistency and comparability with our past financial performance, facilitates period-to-period comparisons of operations and facilitates comparisons with other companies, many of which use similar non-GAAP financial measures to supplement their GAAP results; and
Adjusted EBITDAS is useful because it excludes non-cash charges, such as depreciation and amortization, stock-based compensation and one-time charges, which the amount of such expense in any specific period may not directly correlate to the underlying performance of our business operations and these expenses can vary significantly between periods.
We use Adjusted EBITDAS in conjunction with traditional GAAP measures as part of our overall assessment of our performance, to evaluate the effectiveness of our business strategies and to communicate with our lenders, stockholders and board of directors concerning our financial performance.
Adjusted EBITDAS should not be considered as a substitute for other measures of financial performance reported in accordance with GAAP. There are limitations to using non-GAAP financial measures, including that other companies may calculate these measures differently than we do. We compensate for the inherent limitations associated with using Adjusted EBITDAS through disclosure of these limitations, presentation of our financial statements in accordance with GAAP and reconciliation of Adjusted EBITDAS to the most directly comparable GAAP measure, specifically net loss.
The following provides a reconciliation of net loss to Adjusted EBITDAS:
Non-GAAP adjustments:
Warrants issued to 2012 investors
Imputed value of contributed services
Change in fair value of collateral securing
$ 57,801 $ (273,776 )
We have not entered into any transactions with unconsolidated entities in which we have financial guarantees, subordinated retained interests, derivative instruments or other contingent arrangements that expose us to material continuing risks, contingent liabilities or any other obligations under a variable interest in an unconsolidated entity that provides us with financing, liquidity, market risk or credit risk support.
We believe that inflation has not had a material impact on our results of operations for the three months ended March 31, 2014 and 2013. We cannot assure you that future inflation will not have an adverse impact on our operating results and financial condition.
Since inception, we have financed operations primarily through debt and equity financings and advances from stockholders. As of March 31, 2014 we had a working capital deficiency of $4,727,480 and an accumulated deficit of $28,511,039. During the three months ended March 31, 2014 and the year ended December 31, 2013, we incurred net losses of $305,641 and $5,489,892 and used cash in operating activities of $59,918 and $1,024,781, respectively. These conditions raise substantial doubt about our ability to continue as a going concern.
Subsequent to March 31, 2014, we raised an aggregate of $50,000 in debt financing and continue to incur net losses, use cash in operating activities and experience cash and working capital constraints.
On February 13, 2013, we received a Notice of Redemption related to our Series C Redeemable Preferred Stock aggregating $1,000,000. As a result of receiving the Notice of Redemption, we must now apply all of our assets to redemption of the Series C Preferred Stock and to no other corporate purpose, except to the extent prohibited by Delaware law governing distributions to stockholders (we are not permitted to utilize toward the redemption those assets required to pay our debts as they come due and those assets required to continue as a going concern).
We recognize that we will need to raise additional capital in order to fund operations, meet our payment obligations, including the redemption of the Series C Redeemable Preferred Stock, and execute our business plan. There is no assurance that additional financing will be available when needed or that management will be able to obtain financing on terms acceptable to us and whether we will become profitable and generate positive operating cash flow. If we are unable to raise sufficient additional funds, we will have to develop and implement a plan to further extend payables, extend note repayments, extend the preferred stock redemption and reduce overhead until sufficient additional capital is raised to support further operations. There can be no assurance that such a plan will be successful. If we are unable to obtain financing on a timely basis, we could be forced to sell our assets, discontinue our operations and/or seek reorganization under the U.S. bankruptcy code.
Accordingly, the accompanying condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate our continuation as a going concern and the realization of assets and the satisfaction of liabilities in the normal course of business. The carrying amounts of assets and liabilities presented in the condensed consolidated financial statements do not necessarily represent realizable or settlement values. The condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.
As of March 31, 2014 and December 31, 2013, the Company had cash on hand of $59,800 and $67,744, respectively. Our cash flow from operating, investing and financing activities during these periods were as follows:
For the three months ended March 31, 2014, cash flows included net cash used in operating activities of $59,918. This amount included a decrease in operating cash related to a net loss of $305,641, partially offset by aggregate non-cash adjustments of $302,746, plus aggregate cash used by changes in operating assets and liabilities of $57,024 (primarily a result of a reduction of accounts payable). For the three months ended March 31, 2013, cash flows included net cash used in operating activities of $457,373. This amount included a decrease in operating cash related to a net loss of $4,078,366 partially offset by aggregate non-cash adjustments of $3,746,302 and aggregate cash used by changes in operating assets and liabilities of $125,309 (primarily accrued expenses).
For the three months ended March 31, 2014, net cash utilized by investing activities was $34,866 related to capitalized web development costs. For the three months ended March 31, 2013, net cash provided by investing activities was $699,512 due to due to releasing $725,002 of cash provided by investors from escrow (restricted cash) partially offset by capitalized web development costs of $25,490.
For the three months ended March 31, 2014, net cash provided by financing activities was $86,841 related to the issuance of a notes payable offset by principal payment on equipment leases of $13,159. For the three months ended March 31, 2013, net cash provided by financing activities was $140,214. Cash was provided by $2,526,973 of proceeds from a private placement offering (which excludes $850,002 of cash received during 2012 but closed on during the three months ended March 31, 2013) and $500,000 of proceeds from the issuance of notes payable and $125,000 of private placement deposits, partially offset by repayments of notes payable, convertible notes payable and equipment lease payments of $2,000,000, $1,000,000 and $11,759, respectively.
There are no material changes from the critical accounting policies set forth in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Form 10-K filed on April 15, 2014. Please refer to that document for disclosures regarding the critical accounting policies related to our business.
Evaluation of Disclosure Controls and Procedures
Disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d–15(e) under the Exchange Act) are designed to provide reasonable assurance that information required to be disclosed in reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the forms and rules of the SEC and that such information is accumulated and communicated to management, including the CEO, in a manner to allow timely decisions regarding required disclosures.
In connection with the preparation of this Form 10–Q, our management, including the CEO, evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of March 31, 2014. Management had previously identified material weaknesses in our internal control over financial reporting as of December 31, 2013 (see Form 10-K filed with the SEC on April 15, 2014), which is an integral component of our disclosure controls and procedures. We are working with the third-party financial and operational consultants to continue to develop and implement the appropriate operating procedures to mitigate the weaknesses related to the separation of duties, proper approvals and timely and accurate financial information. The Company is currently evaluating what additional policies and procedures may be necessary, how to most effectively communicate the policies and procedures to its personnel and how to improve the integration of its financial consolidation and reporting system. The directors also plan to pursue the employment of a permanent Chief Financial Officer as the Company’s operations and liquidity position improve.
However, certain material weaknesses were not remediated during the three months ended March 31, 2014. As a result, our management has concluded that, as of March 31, 2014, our disclosure controls and procedures were not effective.
There were no changes in our internal control over financial reporting or in other factors during the quarter ended March 31, 2014, that have materially affected, or were reasonably likely to materially affect, our internal control over financial reporting.
Limitations of the Effectiveness of Control
A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Because of the inherent limitations of any control system, no evaluation of controls can provide absolute assurance that all control issues, if any, within a company have been detected.
In the ordinary course of business, we may become subject to lawsuits and other claims and proceedings that might arise from litigation matters or regulatory audits. Such matters are subject to uncertainty and outcomes are often not predictable with assurance. Our management does not presently expect that any such matters will have a material adverse effect on the Company’s consolidated financial condition or consolidated results of operations. We are not currently involved in any pending or threatened material litigation or other material legal proceedings nor have we been made aware of any penalties from regulatory audits, except as described below.
On January 15, 2014, the Company issued 21,289 shares of shares of Common Stock to an employee as part of his compensation related to his service to the Company during 2013. The fair value of the shares was $10,646 based on the closing price on the date of issuance. The issuance of these securities is exempt under Section 4(2) of Securities Act for non-public offering.
Recent Repurchases of Common Stock
There were no repurchases of our Common Stock during the quarter ended March 31, 2014. The Company does not currently have an announced repurchase program.
The following exhibits are provided:
Amended and Restated Promissory Note dated April 29, 2014 in the amount of $750,000 payable by the Company to the order of Melrose Capital Advisors, LLC *
Common Stock Purchase Warrant dated April 29, 2014 for 75,000 common shares *
Certification of CEO Pursuant to Section 302 of the Sarbanes Oxley Act of 2002.*
Certification of CFO Pursuant to Section 302 of the Sarbanes Oxley Act of 2002.*
XBRL Instance Document *
XBRL Schema Document *
XBRL Calculation Linkbase Document *
XBRL Definition Linkbase Dcoument *
XBRL Label Linkbase Document *
XBRL Presentation Linkbase Document *
* Filed herewith.
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Dated: May 15, 2014
By: /s/ Lalit Dhadphale
Lalit Dhadphale
HealthWarehouse.com, Inc. Page
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cc/2021-04/en_head_0035.json.gz/line55
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