<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1996.
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 for the transition period from to .
----- -----
COMMISSION FILE NUMBER: 0-26748
CARDIOMETRICS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 77-0095687
(State of Incorporation) (I.R.S. Employer Identification No.)
645 CLYDE AVENUE, MOUNTAIN VIEW, CALIFORNIA 94043
(Address of principal executive offices)
Registrant's telephone number, including area code: (415) 961-6993
Indicate by check whether the Registrant (1) has filed all reports to be filed
by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days.
YES X NO
--- ---
As of July 31, 1996, there were 6,876,978 shares of the issuer's Common Stock,
$0.01 par value, outstanding.
1
<PAGE> 2
CARDIOMETRICS, INC.
INDEX
<TABLE>
<CAPTION>
PART I. FINANCIAL INFORMATION
<S> <C>
Item 1. Financial Statements and Notes
Balance Sheets as of June 30, 1996 and December 31, 1995 ............................................. 3
Statements of Operations for the three months and the six months ended
June 30, 1996 and 1995 ................................................................................ 4
Statements of Cash Flows for the six months
ended June 30, 1996 and 1995 .......................................................................... 5
Notes to Financial Statements ......................................................................... 6
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations ........ 8
PART II. OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders ........................................... 10
Item 6. Exhibits and Reports on Form 8-K .............................................................. 10
SIGNATURE ............................................................................................. 11
</TABLE>
2
<PAGE> 3
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements and Notes
CARDIOMETRICS, INC.
BALANCE SHEETS
(In thousands)
<TABLE>
<CAPTION>
June 30, 1996 December 31, 1995
(Unaudited) (Note 1)
<S> <C> <C>
ASSETS
Current assets:
Cash, cash equivalents & short term investments $ 19,127 $ 20,725
Accounts receivable, net 1,640 1,771
Accounts receivable, related party 1,648 1,342
Inventories 2,155 1,758
Other current assets 392 225
-------- --------
Total current assets 24,962 25,821
Property and equipment, net 880 878
Other assets 31 31
-------- --------
Total assets $ 25,873 $ 26,730
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 882 $ 921
Accrued employee compensation 438 470
Accrued clinical trial expenses 266 282
Deferred revenue and other current liabilities 101 140
-------- --------
Total current liabilities 1,687 1,813
Notes payable, less current portion 145 223
Stockholders' equity:
Preferred stock $0.01 par value;
5,000 shares authorized, none
issued and outstanding -- --
Common stock, $0.01 par value; 15,000 shares authorized, 6,869 and 6,689
shares issued and outstanding as of June 30, 1996 and December 31, 1995,
respectively 69 67
Additional paid-in capital 57,248 57,241
Deferred compensation (655) (761)
Accumulated deficit (32,621) (31,853)
-------- --------
Total stockholders' equity 24,041 24,694
-------- --------
$ 25,873 $ 26,730
Total liabilities and stockholders' equity ======== ========
</TABLE>
See accompanying notes.
3
<PAGE> 4
CARDIOMETRICS, INC.
STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
1996 1995 1996 1995
--------------- -------------- ----------------- -------------
(Unaudited) (Unaudited) Audited
<S> <C> <C> <C> <C>
Sales $ 3,537 $ 2,587 $ 6,703 $ 4,825
Costs and expenses:
Cost of sales 1,334 1,027 2,666 2,045
Research and development 711 550 1,420 1,162
Selling, general and administration 2,097 1,485 3,889 2,846
------- ------- ------- -------
Total costs and expenses 4,142 3,062 7,975 6,053
Loss from operations (605) (475) (1,272) (1,228)
Interest and other income 262 34 533 77
Interest expenses (13) (30) (29) (64)
------- ------- ------- -------
Net loss $ (356) $ (471) $ (768) $(1,215)
======= ======= ======= =======
Net loss per share $ (0.05) $ (0.11)(1) $ (0.11) $ (0.27)(1)
======= ======= ======= =======
Shares used in computing net loss per share 6,819 4,435 (1) 6,718 4,427(1)
======= ======= ======= =======
</TABLE>
(1) See Note 2 for methodology used to compute pro forma net loss per share, as
shown above.
See accompanying notes.
4
<PAGE> 5
CARDIOMETRICS, INC.
STATEMENTS OF CASH FLOW
(In thousands)
<TABLE>
<CAPTION>
Six months
ended June 30,
---------------------------
1996 1995
------------ -----------
(Unaudited) (Note 1)
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (768) $ (1,215)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization 208 212
Amortization of deferred compensation 106 --
Changes in assets and liabilities:
Accounts receivable 131 (340)
Accounts receivable, related parties (306) 111
Inventories (397) 3
Other assets (167) (12)
Accounts payable (15) 99
Accrued employee compensation (32) (71)
Accrued clinical trial expenses (16) (230)
Deferred revenue and other current liabilities (39) (8)
-------- --------
Net cash used in operating activities (1,295) (1,451)
Cash flows from investing activities:
Purchases of available-for-sale securities (20,857) (4,431)
Proceeds from sales of available-for-sale securities 10,821 3,463
Purchase of equipment and leasehold improvements (209) (96)
-------- --------
Net cash used in investing activities $(10,245) $ (1,064)
Cash flows from financing activities:
Proceeds from sale of common stock, net of stock repurchases 9 7
Proceeds from sale of preferred stock -- 2,500
Principal payments on notes payable (103) (206)
Principal payments on capital leases -- (2)
-------- --------
Net cash (used in), provided by financing activities $ (94) $ 2,299
-------- --------
Net decrease in cash and cash equivalents (11,634) (216)
Cash and cash equivalents at beginning of period 11,898 1,322
======== ========
Cash and cash equivalents at end of period $ 264 $ 1,106
======== ========
Supplemental disclosure of cash flow information
Cash paid for interest $ 29 $ 64
======== ========
</TABLE>
See accompanying notes.
5
<PAGE> 6
CARDIOMETRICS, INC.
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 1996
(UNAUDITED)
1. Basis of Presentation
The accompanying unaudited financial statements for the
three-month periods ended June 30, 1996 and June 30, 1995 and the
six-month period ended June 30, 1996, along with the accompanying
audited financial statements for the six-month period ended June 30,
1995 include all adjustments (consisting of normal recurring
adjustments) which the Company considers necessary for a fair
presentation of the operating results and cash flows for those periods.
Certain information and footnote disclosures required by generally
accepted accounting principles for complete financial statements have
been omitted pursuant to the rules and regulations of the Securities
and Exchange Commission ("SEC"), although the Company believes that the
disclosures included are adequate to make the information presented not
misleading. These financial statements should be read in conjunction
with the audited financial statements and footnotes included in the
Company's 1995 Annual Report on Form 10-K.
Results for the interim periods ended June 30, 1996 are not
necessarily indicative of the results expected for future interim
periods or for the entire year ending December 31, 1996.
2. Net Loss Per Share
Except as noted below, historical net loss per share for the
three-month and six-month periods ended June 30, 1996 and 1995 is
computed using the weighted average number of shares of common stock
outstanding. Common equivalent shares from stock options and warrants
are excluded from the computation as their effect is antidilutive,
except that, pursuant to the Securities and Exchange Commission Staff
Accounting Bulletins, common and common equivalent shares issued at
prices substantially below the public offering price during the
12-month period prior to the initial public offering have been included
in the calculation as if they were outstanding for all periods through
November 3, 1995 (using the treasury stock method). The historical net
loss per share for the three-month and six-month periods ended June 30,
1995 is calculated below.
<TABLE>
<CAPTION>
Three Months Ended Six Months
June 30, 1995 Ended June 30, 1995
------------------ -------------------
<S> <C> <C>
Net loss per share $ (1.54) $ (4.03)
======== ========
Shares used in computing
net loss per share 306,000 301,000
======== ========
</TABLE>
Pro forma net loss per share, as presented in the statement of
operations for the three-month and six-month periods ended June 30,
1995, has been computed as described above and also gives effect to the
conversion of convertible preferred shares, not included above, from
the original date of issuance (using the as-if-converted method).
6
<PAGE> 7
3. Balance Sheet Information
<TABLE>
<CAPTION>
(In thousands) June 30, 1996 December 31, 1995
------------- -----------------
<S> <C> <C>
Cash, cash equivalents and short term investments:
Cash and cash equivalents $ 264 $11, 898
Short term investments 18,863 8,827
------- --------
$19,127 $ 20,725
======= ========
Accounts receivable:
Accounts receivable $ 1,755 $ 1,877
Allowance for doubtful accounts (115) (106)
------- --------
$ 1,640 $ 1,771
======= ========
Inventories:
Raw materials $ 723 $ 417
Work-in-process 425 400
Finished goods 1,007 941
------- --------
$ 2,155 $ 1,758
======= ========
</TABLE>
7
<PAGE> 8
CARDIOMETRICS, INC.
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
The discussion in this Form 10Q contains forward looking statements that
involve risks and uncertainties. The Company's actual results could differ
materially from those discussed herein. Factors that could cause or contribute
to such differences include, but are not limited to, clinical and payor
acceptance of the Company's products, the impact of competitive products and
other risks detailed from time to time in the Company's SEC reports, including
the Company's Annual Report on Form 10-K for the year ended December 31, 1995
and the Company's Registration Statement on Form S-1 as declared effective by
the Securities and Exchange Commission on November 1, 1995 (Reg. No. 33-96690).
GENERAL
Cardiometrics, Inc. develops, manufactures and markets intravascular
medical devices to measure blood flow impairment caused by coronary artery
disease. The Company's principal products, the FloWire(R) Doppler guide wire and
FloMap(R) ultrasound instrument, represent a significant advance in functional
testing of blood flow impairment, enabling cardiologists to evaluate the
appropriateness of angioplasty interventions and assess post-procedural results
directly in the cardiac catheterization laboratory. The Company has also
developed the SmartWire(R) Doppler guide wire and SmartMap(R) ultrasound
instrument, which assess blood flow abnormalities in the cerebrovasculature for
the interventional neuroradiology market. Additionally, based on its patented
FloWire and SmartWire technology, the Company has developed a primary
angioplasty guide wire under the AccuTrac(TM) name.
The Company has not been profitable since inception and, as of June 30,
1996, had an accumulated deficit of $32.6 million, $22.8 million of which has
been incurred since the Company restructured its operations under new management
in 1990 to focus on the development and commercialization of the FloWire/FloMap
system. Further growth in the sales volume of the Company's products and the
resulting gross profit will be needed to offset future investments in research
and development, clinical outcome studies and selling, general and
administrative expenses.
RESULTS OF OPERATIONS
The following table summarizes results of operations of the Company as a
percentage of sales for the periods indicated.
<TABLE>
<CAPTION>
Three months Six months
ended June 30, ended June 30,
-------------------------- -------------------------
1996 1995 1996 1995
------------ ---------- --------- -----------
<S> <C> <C> <C> <C>
Percentage of sales:
Sales 100% 100% 100% 100%
Cost of sales 38 40 40 42
---- ---- ---- ----
Gross margin 62 60 60 58
Operating expenses:
Research and development 20 21 21 24
Selling, general and administrative 59 58 58 59
---- ---- ---- ----
Total operating expenses 79 79 79 83
Interest income, net 7 -- 8 --
---- ---- ---- ----
Net loss (10)% (18)% (11)% (25)%
==== ==== ==== ====
</TABLE>
Sales. Sales increased 37% during the three months ended June 30, 1996 over
the three months ended June 30, 1995 to $3,537,000 from $2,587,000. Sales
increased 39% during the six months ended June 30, 1996 compared to the same six
month period of 1995 to $6,703,000 from $4,825,000. Sales for both the three
month and six month periods ended June 30, 1996 increased over the corresponding
periods of 1995 primarily as a result of an increase
8
<PAGE> 9
in sales volume of FloWire units, mainly concentrated in the Japanese market,
and to a lesser extent, an increase in the average realized selling price of the
FloWire units.
Cost of sales. Cost of sales increased 30% during the three months ended
June 30, 1996 compared to the three months ended June 30, 1995 to $1,334,000
from $1,027,000. Cost of sales also increased 30% for the six months ended June
30, 1996 compared to the same six month period of 1995 to $2,666,000 from
$2,045,000. As a percentage of sales, cost of sales decreased to 38% for the
three months ended June 30, 1996 compared to 40% in the same three month period
of 1995 and to 40% for the six month period ended June 30, 1996 compared to 42%
for the six month period ended June 30, 1995. The decrease for the second
quarter of 1996 was primarily the result of a greater portion of FloWire sales
as a percentage of total sales, while the decrease for the six month period
ended June 30, 1996 compared to the same period of 1995 was primarily due to
lower per unit FloWire manufacturing costs. These cost reductions were achieved
through lower manufacturing overhead cost per unit due to increased volumes and
manufacturing efficiencies.
Research and development. Research and development expenses increased 29%
during the three months ended June 30, 1996 over the three month period ended
June 30, 1995 to $711,000 from $550,000. Research and development expenses
increased 22% during the six month period ended June 30, 1996 over the similar
period of 1995 to $1,420,000 from $1,162,000. As a percentage of sales, research
and development expenses decreased to 20% in the second quarter of 1996 from 21%
in the same quarter of 1995. For the six months ended June 30, 1996, research
and development expenses as a percentage of sales decreased to 21% as compared
to 24% during the similar six month period of 1995. The dollar increases for
both the three month and six month periods ended June 30, 1996 over the similar
periods of 1995 were primarily due to spending on clinical studies, which the
Company includes in research and development expenses. The expenditures on
clinical studies included both on-going studies and studies initiated during the
first six months of 1996. The Company plans to continue its expenditures in
research and development, including additional clinical studies.
Selling, general and administrative. Selling, general and administrative
expenses increased 41% during the three months ended June 30, 1996 over the
three months ended June 30 ,1995 to $2,097,000 from $1,485,000. Selling, general
and administrative expenses increased 37% during the six month period ended June
30, 1996 over the similar period of 1995 to $3,889,000 from $2,846,000. Selling,
general and administrative expenses as a percentage of sales increased during
the second quarter of 1996 to 59% as compared to 57% during the second quarter
of 1995. Selling, general and administrative expenses as a percentage of sales
decreased during the six month period ended June 30, 1996 to 58% as compared to
59% during the similar period of 1995. The dollar increases in selling, general
and administrative are primarily contributable to expenses associated with
increased sales volumes, additional sales and marketing programs and external
corporate reporting.
LIQUIDITY AND CAPITAL RESOURCES
At June 30, 1996, the Company had working capital of $23,275,000 and
its principal sources of liquidity consisted of $19,127,000 in cash, cash
equivalents and short term investments.
For the six months ended June 30, 1996, the Company's cash used in
operations was $1,295,000. Inventories increased to $2,155,000 at June 30, 1996
compared to $1,758,000 at December 31, 1995 primarily due to an increase in raw
materials. Accounts receivable increased to $3,288,000 at June 30, 1996 from
$3,113,000 at December 31, 1995 mainly due to increased sales to international
distributors. The Company expects to incur substantial additional costs,
including costs related to sales and marketing, research and development,
including additional clinical outcome studies, the purchase of capital equipment
and costs associated with the expansion of the Company's manufacturing capacity.
The Company believes it has sufficient funds for the Company's anticipated
funding requirements through at least 1997. However, there can be no assurance
that the Company will not require additional financing, or that if required,
such financing will be available on terms acceptable to the Company.
9
<PAGE> 10
CARDIOMETRICS, INC.
PART II. OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
The Annual Meeting of Stockholders of Cardiometrics, Inc. was held on
May 16, 1996, for the purpose of electing directors of the Company, approving
amendments to the Company's 1995 Stock Incentive Plan and ratifying the
selection of Ernst & Young LLP as the independent auditors of the Company for
the fiscal year ending December 31, 1996. The number of shares of the Company's
Common Stock which was represented in person or by proxy and constituted a
quorum at the Annual Meeting of Stockholders was 3,677,530. All nominees for
directors were elected and all proposals were approved. The voting on each
matter is set forth below:
Election of Directors:
<TABLE>
<CAPTION>
Nominee For Against Withheld
------- --- ------- --------
<S> <C> <C> <C>
Menahem Nassi, Ph.D. 3,673,436 0 4,094
Neal Dempsey 3,674,030 0 3,500
Brian D. Jacobs 3,674,030 0 3,500
Jeffrey M. Folick 3,674,030 0 3,500
Proposal to amend the Company's 1995 Stock Incentive Plan:
<CAPTION>
For Against Abstain
--- ------- -------
<S> <C> <C>
3,393,230 283,248 1,052
Proposal to ratify the selection of Ernst & Young LLP as the independent
auditors of the Company for the fiscal year ending December 31, 1996:
<CAPTION>
For Against Abstain
--- ------- -------
<S> <C> <C>
3,677,426 100 4
</TABLE>
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits required by Item 601 of Regulation S-K
Exhibit Description
Number
10.25* Addendum dated April 22, 1996 to the Exclusive
Distribution Agreement by and between Registrant and
Cordis Europa N.V., executed September 10, 1995 and
effective as of April 1, 1995
11.1 Statement of computation of net loss per share
27.1 Finanical Data Schedule
(b) Reports on Form 8-K
None.
* Confidential treatment requested as to certain portions of this exhibit
10
<PAGE> 11
CARDIOMETRICS, INC.
SIGNATURE
Pursuant to the requirements 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.
CARDIOMETRICS, INC.
Date: August 14, 1996
/s/ Robert Y. Newell, IV
--------------------------------------------------
Robert Y. Newell, IV
Vice President, Finance & Administration,
Chief Financial Officer and Secretary
(Principal Financial Officer and Duly
Authorized Officer)
11
<PAGE> 12
CARDIOMETRICS, INC.
EXHIBIT INDEX
Sequentially
Exhibit Numbered
Number Description Page
- --------------------------------------------------------------------------------
10.25* Addendum dated April 22, 1996 to the Exclusive
Distribution Agreement by and between Registrant
and Cordis Europa N.V., executed September 10,
1995 and effective as of April 1, 1995
11.1 Statement of computation of net loss per share
27.1 Finanical Data Schedule
* Confidential treatment requested as to certain portions of this exhibit
12
<PAGE> 1
EXHIBIT 10.25
[CARDIOMETRICS]
Letterhead
April 22, 1996
To: Philip Monks
Cordis International, S.A.
From: Mike Sorna
Cardiometrics, Inc.
Re: Extension of Contract
This document represents an addendum to the Cordis - Cardiometrics Distribution
Agreement signed April 1, 1995. This represents a distribution agreement that
will be in effect through December 31, 1996. By November, 1996, discussions
will have taken place regarding extension with a possibility of including
[ * * ] and [ * * ] effective January 1, 1997. Upon agreement of forecasts
for each area which includes a minimum monthly agreed to non-cancelable P.O.
for the following products and a minimum forecast to ensure exclusivity of
distribution for the "Products" in the countries as agreed to and included in
the distribution agreement. Following is the agreed to minimum purchase
commitment and forecast:
1. Monthly minimum non-cancelable P.O. requirements.
<TABLE>
<CAPTION>
May June July Aug Sept. Oct. Nov. Dec. Total
--- ---- ---- --- ----- ---- ---- ---- -----
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
FloWire
*FloMap
*FloMap II **
SmartWire
SmartMap
</TABLE>
*FloMap II purchase can be changed to FloMap as needed for equal dollar value.
2. Forecast to be attained to retain exclusive distribution.
<TABLE>
<CAPTION>
May June July Aug Sept. Oct. Nov. Dec. Total
--- ---- ---- --- ----- ---- ---- ---- -----
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
FloWire
*FloMap
*FloMap II **
SmartWire
SmartMap
</TABLE>
*FloMap II purchase can be changed to FloMap as needed for equal dollar value.
Any additional countries that may be requested to be added to contract will
have to include an additional approval and monthly non-cancelable P.O.'s and
minimum forecast will have to be agreed to and approved by both parties.
Therefore, any potential additional countries would be written up as an
addendum to the above.
Sincerely,
/s/ Michael J. Sorna /s/ Meno Nassi /s/ Philip Monks
Michael J. Sorna Meno Nassi Philip Monks
Vice President President and CEO Vice President
Cardiometrics, Inc. Cardiometrics, Inc. Cordis International S.A.
** Confidential treatment requested.
<PAGE> 1
Exhibit 11.1
CARDIOMETRICS, INC.
Statement of Computation of Net Loss Per Share (In thousands, except net loss
per share data)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
1996 1995 1996 1995
--------- ---------- ------------- ------------
<S> <C> <C> <C> <C>
Net loss $ (356) $ (471) $ (768) $(1,215)
Shares used in computation of net loss per share:
Weighted average of shares of common stock outstanding 6,819 122 6,718 117
Shares related to Staff Accounting Bulletin Nos. 55, 64 and 83 -- 184 -- 184
======= ======= =======
Shares used in net loss per share computation 6,819 306 6,718 301
======= ======= ======= =======
Net loss per share $ (0.05) $ (1.54) $ (0.11) $ (4.03)
======= ======= ======= =======
Calculation of shares outstanding for
computing pro forma net loss per share:
Adjusted to reflect the effect of assumed conversion of
convertible preferred stock from the date of issuance 4,129 4,126
------- -------
Shares used in computing pro forma net loss per share 4,435 4,427
------- -------
Pro forma net loss per share $ (0.11) $ (0.27)
======= =======
</TABLE>
Notes:
(1) The 1996 computation includes the conversion of preferred stock which
occurred upon consummation of the company's initial public offering on November
3, 1995.
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0001000369
<NAME> CARDIOMEETRICS, INC.
<MULTIPLIER> 1000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<EXCHANGE-RATE> 1
<CASH> 19127
<SECURITIES> 0
<RECEIVABLES> 3288
<ALLOWANCES> 115
<INVENTORY> 2155
<CURRENT-ASSETS> 24962
<PP&E> 3472
<DEPRECIATION> 2592
<TOTAL-ASSETS> 25873
<CURRENT-LIABILITIES> 1687
<BONDS> 0
0
0
<COMMON> 57317
<OTHER-SE> (33276)
<TOTAL-LIABILITY-AND-EQUITY> 25873
<SALES> 6703
<TOTAL-REVENUES> 6703
<CGS> 2666
<TOTAL-COSTS> 7975
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 29
<INCOME-PRETAX> (768)
<INCOME-TAX> 0
<INCOME-CONTINUING> (768)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (768)
<EPS-PRIMARY> (0.11)
<EPS-DILUTED> (0.11)
</TABLE>