10-K: Spyre Therapeutics Advances IBD & Rheumatic Disease Pipeline
Annual Report
Spyre Therapeutics, a clinical-stage biotech, reports significant pipeline advancement in IBD and rheumatic diseases, backed by substantial capital raises and positive early clinical data.
Summary
- Spyre Therapeutics, Inc. (NASDAQ: SYRE) is a clinical-stage biotechnology company focused on developing long-acting antibodies and antibody combinations for inflammatory bowel disease (IBD) and rheumatic diseases (RD).
- The company's pipeline includes extended half-life antibodies targeting α4β7 (SPY001), TL1A (SPY002, SPY072), and IL-23 (SPY003), designed for optimized potency, selectivity, and pharmacokinetics (PK).
- SPY001, SPY002, and SPY003 have completed Phase 1 trials in healthy volunteers, demonstrating favorable safety profiles and differentiated PK supporting potential quarterly or twice-annual subcutaneous maintenance dosing.
- SPY001, SPY002, and SPY003 have advanced into the SKYLINE Phase 2 platform trial for moderately to severely active ulcerative colitis (UC), with Part A induction data expected in Q2 2026 and Part B (including combinations) induction data expected in 2027.
- SPY072 has advanced into the SKYWAY Phase 2 basket trial for rheumatoid arthritis (RA), psoriatic arthritis (PsA), and axial spondyloarthritis (axSpA), with topline proof-of-concept data for all three indications expected in Q4 2026.
- Preclinical data for combination therapies (SPY120: SPY001 + SPY002; SPY130: SPY001 + SPY003; SPY230: SPY002 + SPY003) showed additive or superior efficacy in mouse models of colitis, supporting their advancement into SKYLINE Part B.
- The company reported a net loss of $155.2 million for the year ended December 31, 2025, compared to $208.0 million in 2024 and $338.8 million in 2023.
- Cash, cash equivalents, and marketable securities totaled $756.5 million as of December 31, 2025, providing sufficient resources to fund operations for at least one year.
- Research and development expenses increased by 5% to $171.7 million in 2025, primarily due to increased clinical development activities and higher headcount.
- The company completed several capital raises, including a $316 million public offering in October 2025 and a $180 million private placement in March 2024, significantly bolstering its cash position.
- A gain of $10.0 million was recognized in 2025 from an achieved milestone related to the 2023 sale of global rights for the legacy asset pegzilarginase to Immedica, driven by a favorable reimbursement decision in Europe.
Sentiment
Score: 8
Explanation: StockSavvy.ai views this as a strong positive report for a clinical-stage biotech. The successful advancement of multiple candidates into Phase 2 trials, coupled with substantial and repeated capital raises, demonstrates significant progress and investor confidence, despite ongoing operational losses typical for this stage.
Positives
- Successful completion of Phase 1 trials for SPY001, SPY002, and SPY003, demonstrating favorable safety and differentiated pharmacokinetic profiles.
- Advancement of SPY001, SPY002, and SPY003 into the SKYLINE Phase 2 platform trial for UC, with Part A enrollment underway.
- Initiation of the SKYWAY Phase 2 basket trial for SPY072 across three rheumatic disease indications (RA, PsA, axSpA).
- Strong preclinical data supporting the development of intra-portfolio combination therapies (SPY120, SPY130, SPY230) for IBD, showing additive or superior efficacy.
- Significant cash, cash equivalents, and marketable securities of $756.5 million as of December 31, 2025, providing a strong liquidity position for future operations.
- Successful capital raises in 2023-2025, including a $316 million public offering in October 2025, indicating investor confidence.
- Reduction in net loss from $208.0 million in 2024 to $155.2 million in 2025.
- Recognition of a $10.0 million gain from a pegzilarginase milestone, demonstrating value from legacy assets.
- Hiring of a Chief Commercial Officer in January 2026, signaling future commercialization planning.
Negatives
- Continued significant operating losses, with a net loss of $155.2 million in 2025 and an accumulated deficit of $1.1 billion.
- Reliance on substantial additional capital raises to fund future operations, with no current revenue from product sales.
- All product candidates are in clinical or preclinical stages, meaning commercialization is many years away, if ever.
- Dependence on third-party manufacturers and CROs, which introduces risks related to supply chain disruptions, quality control, and compliance.
- Exposure to geopolitical risks, including the BIOSECURE Act, which could impact manufacturing relationships with Chinese biotechnology companies like WuXi Biologics.
- Potential for delays or failures in clinical trials, which are lengthy, expensive, and inherently unpredictable.
- Risk that preliminary or topline clinical data may change with more comprehensive review or additional data.
- Competition from numerous established biopharmaceutical companies with greater resources and expertise.
- The market price of common stock has historically been volatile and may decline in the future.
- Identified a material weakness in internal control over financial reporting in Q4 2024, leading to restatements of previously-issued financial statements.
Risks
- Inability to raise additional capital when needed, potentially leading to delays, scaling back, or discontinuation of product development.
- Failure of product candidates to achieve regulatory approval, market acceptance, or commercial success.
- Clinical trials may fail to demonstrate safety or efficacy, produce negative results, or be more costly or delayed than anticipated.
- Any drug delivery device used may have its own regulatory, development, supply, and other risks.
- Current or future clinical trials may reveal significant adverse events or undesirable side effects.
- Inability to successfully develop and commercialize intra-portfolio investigational drug combinations to achieve superior outcomes.
- Regulatory approval processes are lengthy, time-consuming, and unpredictable, potentially delaying or preventing commercialization.
- Failure to meet chemistry, manufacturing, and control requirements for product candidates.
- Product candidates may face biosimilar competition sooner than anticipated due to exclusivity rules.
- Extensive ongoing post-marketing regulatory obligations and review, with potential penalties for non-compliance.
- Negative impact from changes in healthcare laws or policies, including reform initiatives and tariffs.
- Exposure to fraud and abuse laws, anti-kickback laws, and data privacy regulations, with potential for significant penalties.
- Uncertainty in obtaining and protecting patents and other proprietary rights, leading to possible loss of competitive advantage.
- Risk of patent infringement claims or the need to file such claims, resulting in substantial costs and liability.
- Reliance on third-party collaborations and licensing arrangements, which may not be successful or maintained.
- Reliance on foreign CROs and CMOs, including WuXi Biologics, exposing the company to geopolitical and trade restriction risks (e.g., BIOSECURE Act).
- Difficulties in managing organizational growth and attracting/retaining highly qualified personnel.
- Exposure to information security incidents, cybersecurity or data breaches, and risks associated with expanding use of AI.
- Limitations on the ability to use net operating loss carryforwards and other tax attributes due to ownership changes.
- Market price volatility of common stock and potential dilution from future equity issuances.
- Litigation costs and outcomes could have a material adverse effect on the business.
- Adverse effects from macroeconomic conditions, including inflation, interest rates, natural disasters, public health crises, and geopolitical events (e.g., Ukraine, Israel, Venezuela, China).
Future Outlook
Spyre Therapeutics anticipates continued increases in research and development expenses as product candidates advance through clinical trials. The company expects to rely primarily on equity and/or debt financings to fund future operations, as it does not foresee generating revenue from product sales in the near future. Future success is substantially dependent on obtaining marketing approval and successfully commercializing SPY001, SPY002, SPY072, and SPY003, alone or in combination. The company plans to expand its anti-TL1A program into additional indications beyond IBD and RD and aims to deliver anticipated readouts ahead of disclosed bispecific approaches against its targets. It also intends to establish domestic inventory of key manufacturing materials and accelerate clinical resupply campaigns to mitigate supply chain risks, particularly in light of the BIOSECURE Act.
Management Comments
- Management believes their next-generation monotherapy antibody candidates are engineered to match or exceed the potency of comparator first-generation molecules, maintain selectivity, and incorporate Fc domain modifications to increase pharmacokinetic half-life, potentially enabling quarterly or twice-annual subcutaneous maintenance dosing.
- Management believes that the portfolio of investigational combination therapies has unique potential to deliver products with superior efficacy, safety, and convenience compared to other combination products in clinical development in IBD.
- Management believes that SPY072's projected quarterly to twice-annual subcutaneous dosing in a single autoinjector has the potential to be the first-in-class and best-in-class anti-TL1A for rheumatic diseases and represents an attractive opportunity to meaningfully expand the value of the portfolio.
- Management considers their relationship with employees to be good and recognizes that attracting, motivating, and retaining talent is vital to continuing success.
- Management believes that they are in material compliance with applicable environmental laws and occupational health and safety laws and that continued compliance therewith will not have a material adverse effect on their business.
Industry Context
StockSavvy.ai notes that Spyre Therapeutics is positioning itself in highly competitive therapeutic areas, Inflammatory Bowel Disease (IBD) and Rheumatic Diseases (RD), which are characterized by significant unmet needs despite existing treatments. The company's strategy of developing long-acting antibodies with optimized pharmacokinetics and exploring fixed-dose combinations aligns with broader industry trends seeking to improve patient convenience (less frequent dosing) and enhance efficacy beyond monotherapy. The focus on validated targets (α4β7, TL1A, IL-23) with next-generation engineering aims to differentiate from first-generation biologics like Humira, Stelara, and Entyvio, as well as newer competitors like Skyrizi and Omvoh. The expansion of the anti-TL1A program into multiple RD indications (RA, PsA, axSpA) reflects a 'pipeline-in-a-product' strategy, maximizing the value of a single mechanism. The competitive landscape is dense, with numerous established and emerging players developing similar or multispecific approaches, highlighting the need for Spyre's candidates to demonstrate clear superiority in efficacy, safety, and convenience to gain market share.
Comparison to Industry Standards
- SPY001, SPY002, and SPY003 are engineered for optimized potency, selectivity, and increased pharmacokinetic half-life (via YTE substitutions) compared to first-generation in-class molecules like Vedolizumab, Afimkibart, and Risankizumab, with simulations suggesting potential for quarterly or twice-annual subcutaneous maintenance dosing.
- Third-party clinical trial data for combination treatment with an anti-TNF antibody and an anti-IL-23 antibody demonstrated approximately additive efficacy (47% clinical remission for combination vs. 25-24% for monotherapies), providing a benchmark for Spyre's investigational combinations (SPY120, SPY130, SPY230) which aim for superior efficacy, safety, and convenience.
- Preclinical data showed SPY002 and SPY072 (anti-TL1A) matched or exceeded the efficacy of anti-TNF treatment in a collagen-induced rat model of arthritis, and anti-TL1A treatment improved psoriatic skin lesions comparably to anti-IL-23 and anti-TNF in a mouse IMQ model, suggesting competitive efficacy against established therapies.
- The company's approach to half-life extension with YTE and LS amino acid substitutions is a key differentiator, aiming to overcome limitations of existing therapies that often require more frequent injections, such as those for Humira, Stelara, and Entyvio.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Class I Director | NA | Mark McKenna | 2024-02-01 | Appointment to the Board. |
| Chief Commercial Officer | NA | First Chief Commercial Officer (name not specified) | 2026-01 | Hired to develop commercialization plan. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Bylaws/Certificate of Incorporation Amendment | Second Amended and Restated Certificate of Incorporation effective May 14, 2024. Amended and Restated Bylaws filed February 5, 2024. Certificate of Designations of Series A and Series B Non-Voting Convertible Preferred Stock filed December 22, 2023. Certificate of Amendment to Certificate of Designation of Series B Non-Voting Convertible Preferred Stock filed March 18, 2024. | Various dates in 2023-2024 | These amendments relate to the capital structure, preferred stock rights, and anti-takeover provisions, potentially affecting stockholder rights and corporate control. |
| Equity Incentive Plan Amendment | The 2016 Equity Incentive Plan was amended in November 2023 to increase reserved shares by 4,481,152, revise non-employee director compensation limits, remove the fixed termination date, and revise the Evergreen Provision from 4% to 5% of outstanding common stock (including pre-funded warrants and convertible preferred stock). | 2023-11 | Increases the pool of shares available for equity compensation, potentially leading to further dilution for existing stockholders but also aiding in talent retention and motivation. |
| Employee Stock Purchase Plan Amendment | The 2016 Employee Stock Purchase Plan (ESPP) was amended in February 2023 to increase the maximum shares purchased during any one period from 80 to 400 shares, and again in January 2024 to 2,000 shares. Effective January 1, 2026, the ESPP was amended and restated to remove the Evergreen Provision, extend the term indefinitely, and re-establish offering periods. | Various dates in 2023-2026 | Enhances employee benefits and incentives, potentially improving employee retention and alignment with company performance. Removal of Evergreen Provision and indefinite term provides more flexibility. |
| Auditor Attestation Requirement | As of December 31, 2024, the company ceased to be a smaller reporting company and non-accelerated filer, becoming a large accelerated filer, which requires compliance with auditor attestation requirements of Section 404(b) of the Sarbanes-Oxley Act. | 2024-12-31 | Increases legal and financial compliance costs and demands on management, but enhances financial reporting transparency and internal control oversight. |
| Cybersecurity Oversight | The Board of Directors, through its Audit Committee, oversees cybersecurity risks, receiving regular updates from the Vice President, IT, and other senior leadership. The company has implemented processes using the NIST cybersecurity risk framework. | Ongoing | Strengthens corporate governance around critical cybersecurity risks, aiming to protect sensitive data and maintain operational continuity, which is crucial in the current threat landscape. |
Legal Proceedings
- Management believes there are currently no claims or actions pending against the company that could have a material adverse effect on its results of operations, financial condition, or cash flows.
Related Party Transactions
- The company has ongoing collaborations and licensing arrangements with Paragon Therapeutics, Inc. (Paragon) and Parapyre Holding LLC (Parapyre), which are considered related parties.
- Fairmount Funds Management LLC ('Fairmount'), a related party, beneficially owns more than 5% of the company's voting securities, has two seats on the Board, and beneficially owns more than 5% of Paragon.
- The company assumed the Paragon Agreement through the Asset Acquisition, which includes obligations to compensate Paragon for services and an annual equity grant of warrants to Parapyre.
- For the years ended December 31, 2025, 2024, and 2023, the company recognized $0.1 million, $29.8 million, and $48.5 million, respectively, in expenses related to services provided by Paragon (including stock-based compensation).
- The company made cash payments to Paragon totaling $0.2 million, $31.8 million, and $39.5 million for services in 2025, 2024, and 2023, respectively.
- The company incurred $8.5 million and $9.5 million in Paragon license milestone payments in 2025 and 2024, respectively.
- Sublicensing fees of $1.9 million and $0.7 million were recognized in 2025 and 2024, respectively, related to the SPY002 License Agreement.
- Fairmount participated in the December 2023 PIPE, investing $10.0 million of the $180.0 million gross proceeds.
Stakeholder Impact
- **Shareholders:** Dilution from frequent equity offerings, but also potential for significant returns if product candidates achieve regulatory approval and commercial success. Anti-takeover provisions in charter documents and Delaware law may limit their ability to influence corporate control. Volatility in stock price is a significant risk.
- **Employees:** Significant growth in headcount is expected, particularly in clinical development and commercial operations, offering career opportunities. Competitive compensation packages and high-quality benefits are provided. Restructuring in 2023 resulted in an 83% headcount reduction, impacting former employees.
- **Customers (Future Patients):** Potential for next-generation therapeutics to redefine standard of care for IBD and rheumatic diseases, offering improved efficacy, safety, and convenience (e.g., quarterly/twice-annual dosing).
- **Suppliers/Contractors:** Continued reliance on third-party manufacturers (CMOs) and contract research organizations (CROs) for development and manufacturing, creating business opportunities for these partners. Geopolitical risks like the BIOSECURE Act could impact relationships with certain foreign suppliers.
- **Creditors:** The company's strong cash position and ability to raise capital mitigate immediate credit risk, but ongoing operating losses and the speculative nature of drug development pose long-term risks.
Next Steps
- Continue enrollment of subjects into Part A of the SKYLINE Phase 2 platform trial for UC.
- Initiate enrollment into Part B of the SKYLINE Phase 2 platform trial (including combination arms) after Part A completes enrollment.
- Deliver induction data from SKYLINE Phase 2 Part A in Q2 2026.
- Deliver topline proof-of-concept data for all three SKYWAY Phase 2 indications (RA, PsA, axSpA) in Q4 2026.
- Deliver induction data from SKYLINE Phase 2 Part B in 2027.
- Establish domestic inventory of key manufacturing materials and accelerate clinical resupply campaigns to strengthen the supply chain.
- Continue to closely monitor geopolitical risks and implement additional mitigations and supply chain redundancies as needed.
- Submit the Amended and Restated 2016 Employee Stock Purchase Plan (AR 2016 ESPP) for stockholder approval at the 2026 Annual Meeting of Stockholders.
- Evaluate the applicability of the DOJ Bulk Data Rule to operations and monitor regulatory developments in this area.
Key Dates
| Date | Description |
|---|---|
| 2013-12-16 | Company formed as Aeglea BioTherapeutics Holdings, LLC in Delaware. |
| 2015-03-10 | Company converted from a Delaware LLC to a Delaware corporation. |
| 2021-03-21 | Entered into an exclusive license and supply agreement with Immedica Pharma AB for pegzilarginase. |
| 2022-05 | Issued pre-funded warrants to purchase common stock in public offerings. |
| 2023-04-12 | Announced initiation of a restructuring plan and exploration of strategic alternatives due to inconclusive pegtarviliase trial results. |
| 2023-06-22 | Acquired Pre-Merger Spyre (Asset Acquisition) and entered into the Paragon Agreement. |
| 2023-06-26 | Completed a private placement of Series A Preferred Stock (June 2023 PIPE) for $197.3 million net proceeds. |
| 2023-06-30 | Implemented an approximate 83% reduction of existing headcount as part of restructuring; abandoned leased office space in Austin, Texas. |
| 2023-07-03 | Contingent Value Rights (CVRs) distributed to Legacy Stockholders. |
| 2023-07-07 | Common stock and Series A Preferred Stock issued to former Pre-Merger Spyre stockholders; forward contract liability settled. |
| 2023-07-12 | Exercised option under Paragon Agreement for SPY001 research program. |
| 2023-07-27 | Sold global rights to pegzilarginase to Immedica for $15.0 million upfront and up to $100.0 million in contingent milestones. |
| 2023-08-07 | Terminated Austin, Texas building lease with a $2.0 million termination fee. |
| 2023-09-08 | Effected a 1-for-25 reverse stock split of common stock. |
| 2023-09-19 | Novation Agreement with Paragon and WuXi Biologics for Biologics Master Services Agreement and Cell Line License Agreement. |
| 2023-09-29 | Amended and restated Paragon Agreement. |
| 2023-11-21 | Stockholders approved conversion of Series A non-voting convertible preferred stock to common stock. |
| 2023-11-27 | Company changed name from Aeglea BioTherapeutics, Inc. to Spyre Therapeutics, Inc. |
| 2023-11 | Interim SPY001 Phase 1 trial results presented. |
| 2023-12-11 | Completed a private placement of common stock and Series B Preferred Stock (December 2023 PIPE) for $169.1 million net proceeds. |
| 2023-12-14 | Exercised option under Paragon Agreement for SPY002 research program. |
| 2024-02-01 | Mark McKenna appointed as a Class I director. |
| 2024-03-18 | Filed certificate of amendment to Series B Certificate of Designation, increasing authorized shares. |
| 2024-03-20 | Completed a private placement of Series B Preferred Stock (March 2024 PIPE) for $168.9 million net proceeds. |
| 2024-04-23 | Entered into an exchange agreement for Series A Preferred Stock for common stock (April 2024 Exchange). |
| 2024-05-14 | Stockholders approved conversion of Series B Preferred Stock to common stock; entered into SPY001 and SPY002 License Agreements with Paragon; second amended and restated antibody discovery and option agreement with Paragon and Parapyre. |
| 2024-06-05 | Exercised option under Paragon Agreement for SPY003 research program. |
| 2024-06 | SPY002 and SPY072 Phase 1 data presented. |
| 2024-09-06 | Filed new shelf registration statement on Form S-3 for up to $500.0 million of securities; entered into at-the-market (ATM) offering program for up to $200.0 million. |
| 2024-10 | Preclinical data for SPY130 and SPY230 combinations presented; SPY002 and SPY072 Phase 1 data presented; entered into SPY003 License Agreement with Paragon; WuXi Biologics MSA and Cell Line License Agreement amended and restated. |
| 2024-11-18 | Entered into underwriting agreement for November 2024 Underwritten Offering. |
| 2024-11-20 | November 2024 Underwritten Offering closed, raising $215.9 million net proceeds. |
| 2024-11 | Interim SPY003 Phase 1 data disclosed. |
| 2024-12-31 | Ceased to be a smaller reporting company and non-accelerated filer, became a large accelerated filer. |
| 2025-01-01 | Additional 3,814,905 shares became available for issuance under the 2016 Plan due to Evergreen Provision. |
| 2025-02-24 | SPY003 License Agreement amended and restated. |
| 2025-02 | Additional SPY003 Phase 1 data presented. |
| 2025-03 | Additional preclinical data for SPY130 and SPY230 combinations presented. |
| 2025-05 | Additional SPY001 Phase 1 data presented; initiated SKYLINE Phase 2 platform trial for UC. |
| 2025-09 | Initiated SKYWAY Phase 2 basket trial for RA, PsA, or axSpA. |
| 2025-10-13 | Entered into underwriting agreement for October 2025 Underwritten Offering. |
| 2025-10-15 | October 2025 Underwritten Offering closed, raising $296.4 million net proceeds. |
| 2025-12 | European Commission reached political agreement on EU Pharma Package; European Commission proposed Biotech Act. |
| 2025-12-18 | President Trump signed the Fiscal Year 2026 National Defense Authorization Act, including the BIOSECURE Act. |
| 2025-12-27 | EU adequacy decisions for UK data protection extended until this date. |
| 2026-01 | Hired first Chief Commercial Officer. |
| 2026-01-01 | AR 2016 ESPP amended and restated, removing Evergreen Provision and extending term indefinitely. |
| 2026-02-12 | Latest practicable date for common stock outstanding (78,540,164 shares). |
| 2026-02-19 | Date of this Annual Report on Form 10-K. |
| 2026-Q2 | Expected timing for SKYLINE Phase 2 Part A induction data readouts. |
| 2026-Q4 | Expected timing for topline proof-of-concept data for all three SKYWAY indications. |
| 2027 | Expected timing for SKYLINE Phase 2 Part B induction data. |
| 2027-12-15 | Effective date for ASU 2024-03 for interim periods. |
| 2027-12-15 | Effective date for ASU 2025-11 for interim reporting periods. |
| 2028-02-03 | End date of Scott Burrows' new Rule 10b5-1 trading plan. |
| 2029-10-14 | Termination date for WuXi Biologics MSA, unless extended by work orders. |
| 2031-12-27 | EU adequacy decisions for UK data protection valid until this date. |
| 2032 | Budget Control Act of 2011 Medicare payment reductions remain in effect into this year. |
| 2033 | Net operating loss and tax credit carryforwards begin to expire. |
| 2034 | Net operating loss and tax credit carryforwards begin to expire. |
| 2044 | Expected patent expiration for first and fourth anti-α4β7 patent families and first anti-TL1A patent family. |
| 2045 | Expected patent expiration for second and third anti-α4β7 patent families, first anti-IL-23 patent family, and first combination program patent family. |
| 2046 | Expected patent expiration for six anti-TL1A patent families, two anti-TL1A provisional patent families, second anti-IL-23 patent family, second combination program provisional patent family, and two SPY230 combination provisional patent families. |
Recommendation
holdSpyre Therapeutics is making significant clinical progress with multiple candidates advancing into Phase 2 trials and has a strong cash position from recent capital raises. This indicates a robust development pipeline and investor confidence. However, the company remains in a clinical stage with no revenue from product sales, incurring substantial operating losses, and faces inherent high risks associated with drug development, regulatory approvals, and intense competition. The stock price has been volatile, and future success is highly dependent on uncertain clinical outcomes and market acceptance. A 'hold' recommendation reflects the promising pipeline and strong financial backing, balanced against the long development timelines, significant execution risks, and the speculative nature of early-stage biotechnology investments.
Keywords
Biotechnology, Inflammatory Bowel Disease, IBD, Rheumatic Diseases, RA, PsA, axSpA, Antibodies, Monoclonal Antibodies, Clinical Stage, Drug Development, Phase 2 Trials, SPY001, SPY002, SPY003, SPY072, TL1A, IL-23, α4β7 integrin, Extended Half-Life, Subcutaneous Dosing, Biologics, SEC Filing, 10-K, Biopharmaceutical
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