<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
- -------------------------------------------------------------------------------
FORM 10-QSB
(Mark One)
/X/ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 1998
OR
/ / TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ________ to _________
Commission file number 33-96882-LA
CARING PRODUCTS INTERNATIONAL, INC.
(Name of small business issuer in its charter)
--------------------
DELAWARE 98-0134875
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
--------------------
200 FIRST AVENUE WEST, SUITE 200, SEATTLE, WASHINGTON 98119
(Address of principal executive offices)
(206) 282-6040
(Issuer's telephone number, including area code)
--------------------
Securities registered under Section 12(b) of the Exchange Act: None.
Securities registered under Section 12(g) of the Exchange Act:
Common Stock, $.01 par value
Warrants to purchase common stock.
Check whether the issuer: (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act 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
---
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PRECEDING FIVE YEARS
Not applicable.
APPLICABLE ONLY TO CORPORATE REGISTRANTS
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: As of February 22, 1999, the
Registrant had 3,056,343 shares of Common Stock outstanding.
Transitional Small Business Disclosure Format (check one):
Yes No X
---
1
<PAGE>
CARING PRODUCTS INTERNATIONAL, INC.
AND SUBSIDIARIES
FORM 10-QSB
FOR THE QUARTER ENDED DECEMBER 31, 1998
<TABLE>
<CAPTION>
PAGE
INDEX NUMBER
<S> <C> <C>
PART I FINANCIAL INFORMATION
Item 1 Consolidated Balance Sheets at March 31, 1998 and December 31, 1998. 3
Consolidated Statements of Operations for the three and nine month
periods ended December 31, 1997 and 1998. 4
Consolidated Statements of Cash Flows for the three and nine month periods
ended December 31, 1997 and 1998 5
Notes to Unaudited Consolidated Financial Statements 6
Item 2 Management's Discussion and Analysis or Plan of Operation 8
PART II OTHER INFORMATION
Item 1 Legal Proceedings. 12
Item 2 Changes in Securities. 12
Item 3 Defaults Upon Senior Securities 12
Item 4 Submission of Matters to a Vote of Security Holders 12
Item 5 Other Information 12
Item 6 Exhibits and Reports on Form 8-K 12
</TABLE>
<PAGE>
PART I
FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
CARING PRODUCTS INTERNATIONAL, INC.
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
December 31, March 31,
- -------------------------------------------------------------------------------------------
1998 1998
- -------------------------------------------------------------------------------------------
(Unaudited)
ASSETS
-------------------------------------
<S> <C> <C>
Current assets:
Cash $ 809,728 $ 3,415,569
Accounts receivable, less allowance for doubtful
accounts of $23,279 at March 31, 1998 and $92,867
at December 31, 1998 1,077,107 600,795
Inventories 1,636,926 2,263,333
Prepaid expenses 10,000 15,782
------------ ------------
Total current assets 3,533,761 6,295,479
Equipment, net 211,862 221,245
Intangible assets, net 197,786 204,205
Other assets 18,041 18,041
------------ ------------
$ 3,961,450 $ 6,738,970
------------ ------------
------------ ------------
LIABILITIES AND STOCKHOLDERS' EQUITY
--------------------------------------
Current liabilities:
Accounts payable $ 524,431 $ 1,040,096
Accrued liabilities 21,987 49,600
Reserve for chain allowances 150,000 --
Current portion of lease obligations 8,770 8,770
------------ ------------
Total current liabilities 705,188 1,098,466
Commitments, contingencies and subsequent events -- --
Lease obligations, less current portion 5,746 10,418
------------ ------------
Total liabilities 710,934 1,108,884
Stockholders' equity:
Preferred stock, no shares outstanding -- --
Common stock, 2,781,343 shares outstanding at March 31, 1998
and December 31, 1998 27,814 27,814
Additional paid-in capital 19,681,685 19,686,115
Accumulated deficit (16,458,983) (14,083,843)
------------ ------------
Total stockholders' equity 3,250,516 5,630,086
------------ ------------
$ 3,961,450 $ 6,738,970
------------ ------------
------------ ------------
</TABLE>
See accompanying notes to consolidated financial statements.
3
<PAGE>
CARING PRODUCTS INTERNATIONAL, INC.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
Three And Nine Month Periods Ended December 31, 1997 and 1998
(Unaudited)
<TABLE>
<CAPTION>
Nine-month periods Three-month periods
ended December 31, ended December 31,
------------------- ------------------
1998 1997 1998 1997
- --------------------------------------------------------------------------- ------------------------------
<S> <C> <C> <C> <C>
Revenues $ 1,222,004 $ 1,442,929 $ 277,462 $ 245,976
Cost of sales 930,756 804,083 365,292 151,921
------------------------------- -------------------------------
Gross profit 291,248 638,846 (87,830) 94,055
Operating expenses:
Selling 1,535,371 1,546,564 323,078 434,680
General and administrative 1,016,173 868,416 375,542 369,045
Amortization and depreciation 50,303 47,556 17,170 15,814
------------------------------- -------------------------------
Total operating expenses 2,601,847 2,462,536 715,790 819,539
------------------------------- -------------------------------
Loss from operations (2,310,599) (1,823,690) (803,620) (725,484)
Other income (expense):
Interest income 64,472 54,569 10,595 7,921
Interest expense (1,894) (386,210) (1,747) (164,834)
Other, net (127,119) 162,307 (51,918) 233,218
------------------------------- -------------------------------
(64,541) (169,334) (43,070) 76,305
------------------------------- -------------------------------
Net loss $(2,375,140) $(1,993,024) $ (846,690) $ (649,179)
------------------------------- -------------------------------
------------------------------- -------------------------------
Net loss per common share $ (0.85) $ (1.49) $ (0.30) $ (0.49)
------------------------------- -------------------------------
------------------------------- -------------------------------
Weighted average common shares 2,781,343 1,335,691 2,781,343 1,335,691
------------------------------- -------------------------------
------------------------------- -------------------------------
</TABLE>
See accompanying notes to consolidated financial statements.
4
<PAGE>
<TABLE>
<CAPTION>
CARING PRODUCTS INTERNATIONAL, INC.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
Nine-Month Periods ended December 31, 1997 and 1998
- ---------------------------------------------------------------------------------------------------
(Unaudited)
1998 1997
---- ----
<S> <C> <C>
- ---------------------------------------------------------------------------------------------------
Cash flows from operating activities:
Net loss $(2,375,140) $(1,993,024)
Adjustments to reconcile net loss to net cash
used in operating activities:
Amortization and depreciation 54,108 77,459
Deemed interest -- 163,592
Gain on sale of fixed asset -- (1,311)
Change in operating assets and liabilities:
Decrease (increase) in accounts receivable (476,312) 408,460
Decrease (increase) in inventories 626,407 (373,870)
Decrease in prepaid expenses 5,782 10,474
Increase in other assets -- (14,860)
Decrease in accounts payable (515,665) (999,249)
Decrease in accrued liabilities (27,613) (54,586)
Increase in reserve for chain allowances --
March 31, 1998 150,000 --
----------- -----------
Net cash used in operating activities (2,558,433) (2,776,915)
Cash flows from investing activities:
Capital expenditures (15,512) (20,782)
Intangible expenditures (22,793) --
Proceeds from sale of fixed asset -- 1,311
----------- -----------
Net cash used in investing activities (38,305) (19,471)
Cash flows from financing activities:
Decrease in restricted cash, net -- 2,694,671
Proceeds from issuance of common stock and capital
contributions 7,822,051
Proceeds from lines of credit, net -- (2,500,000)
Repayment of long-term debt -- (17,611)
Proceeds from notes payable to related parties -- 1,994,650
Repayment of notes payable to related parties -- (2,565,950)
Repayment of lease obligations (4,672) (17,028)
Increase in deferred financing costs (4,431) (556,562)
----------- -----------
Net cash provided by (used in) financing activities (9,103) 6,854,221
----------- -----------
Increase (decrease) in cash (2,605,841) 4,057,835
Cash at beginning of period 3,415,569 118,573
----------- -----------
Cash at end of period $ 809,728 $ 4,176,408
----------- -----------
----------- -----------
Supplemental disclosure of cash flow information --
cash paid during the period for interest $ 1,384 $ 401,085
Supplemental schedule of noncash investing and financing activities:
Deferred offering costs included in accounts payable at
end of period 424,543
</TABLE>
See accompanying notes to consolidated financial statements.
5
<PAGE>
CARING PRODUCTS INTERNATIONAL, INC.
AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
THREE AND NINE MONTH PERIODS ENDED DECEMBER 31, 1997 AND 1998
(1) PRESENTATION OF INTERIM INFORMATION
The unaudited consolidated financial statements and related notes are
presented as permitted by Form 10-QSB, and do not contain certain
information included in the Company's audited consolidated financial
statements and notes for the fiscal year ended March 31, 1998. The
information furnished reflects, in the opinion of management, all
adjustments, consisting of normal recurring accruals, necessary for a
fair presentation of the results of the interim periods presented.
The results of operations for interim periods are not necessarily
indicative of the results to be expected for the entire fiscal year
ending March 31, 1999. The accompanying unaudited consolidated
financial statements and related notes should be read in conjunction
with the audited consolidated financial statements and the Form
10-KSB of Caring Products International, Inc. and its subsidiaries
(the "Company") and notes thereto, for its fiscal year ended March
31, 1998.
(2) INVENTORIES
Inventories consisted of the following:
<TABLE>
<CAPTION>
December 31, 1998 March 31, 1998
(Unaudited)
<S> <C> <C>
Finished goods $ 1,492,055 $ 2,154,395
Work in process 86,228 86,228
Raw materials 51,342 15,409
Packaging 7,301 7,301
----------- -----------
$ 1,636,926 $ 2,263,333
----------- -----------
</TABLE>
<PAGE>
(3) LOSS PER SHARE
In accordance with SFAS No. 128, Earnings Per Share, the computation
of diluted EPS shall not assume conversion, exercise, or contingent
issuance of securities that would have an antidilutive effect on
earnings per share. SFAS No. 128 also states that although including
those potential common shares in the other diluted per-share
computations may be dilutive to their comparable basic per-share
amounts, no potential common shares shall be included in the
computation of any diluted per-share amount when a loss from
continuing operations exists, even if the entity reports net income.
Due to the net loss position of the Company, only the net loss per
common share is presented on the face of the unaudited consolidated
statements of operations for the three and nine month periods ended
December 31, 1997 and 1998.
(4) OTHER
The Company sells its products to various customers located primarily
in the U.S. The Company performs ongoing credit evaluations of its
customer's financial condition and generally requires no collateral
as security against accounts receivable. The Company maintains cash
equivalents with various financial institutions located in the U.S.
and Canada. The Company's policy has been and continues to be to
invest solely in highly liquid investments that are readily
convertible to cash. In November 1998, the Company was advised by one
of its depositories that it had blocked withdrawal pending a review
of documentation of an unauthorized pledge of Company funds to secure
a personal guarantee. The deposit balances held at this institution
at December 31, 1998 were US $364,053 and CDN $77,767.
During the period ending December 31, 1998, 519,750 stock options
were forfeited associated with the termination for cause, or
resignation, in the normal course of business, of certain former
employees.
(5) REVERSE STOCK SPLITS
In October 1997, the Company completed a reverse one for four stock
split of its issued and outstanding common stock.
(6) POST PERIOD EVENTS
On February 1, 1999, the Company's Board of Directors approved the
1999 Restricted Stock Plan which provides for the issuance of up to
275,000 shares of the Company's common stock under certain conditions
to the Company's management. Under the plan, the Company issued
220,000
<PAGE>
restricted shares including 90,000 to an officer and director
of the Company.
On February 9, 1999, the Company settled its litigation with one of
its depositories for the release of its funds which had been held
pending a review of documentation related to an unauthorized pledge
of the Company's assets. [See Management's Discussion and Analysis]
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
THE FOLLOWING ANALYSIS OF THE RESULTS OF OPERATIONS AND FINANCIAL CONDITION OF
THE COMPANY SHOULD BE READ IN CONJUNCTION WITH THE CONSOLIDATED FINANCIAL
STATEMENTS, INCLUDING THE NOTES THERETO, OF THE COMPANY CONTAINED ELSEWHERE IN
THIS FORM 10-QSB.
OVERVIEW
Caring Products International, Inc. (the "Company") has designed and markets a
line of proprietary urinary incontinence products that are sold under the
Rejoice brand name. Historically, the Company's customer base has consisted
primarily of drug store chains, retail stores, hospital supply companies and
other distributor relationships. The Company has also designed, utilizing
similar technology to its adult incontinence products, a complete line of
children's toilet training products.
Quarter to quarter, the Company's sales can fluctuate with the introduction of a
large retail or drugstore chain, which requires higher initial product
requirements to stock store shelves. Additionally, gross margins can fluctuate
based on the mix of sales to healthcare and retail customers, as well as the
type of products sold. Gross profit margins are also affected by the type of
product sold as the Company sells down higher costed inventory that had been
produced in Canada. All of the Company's pants are now being produced in Mexico
at significant savings compared to pants which had been produced in Canada.
RESULTS OF OPERATIONS
<PAGE>
Total gross revenues, less certain allowances, were $277,462 for the three-month
period ended December 31, 1998 (the "1998 Period") and $245,946 for the
three-month period ended December 31, 1997 (the "1997 Period"), an increase of
13%. During the 1997 and 1998 Periods, the Company shipped primarily reorders.
Total net revenues for the ninemonth periods ended December 31, 1998 and 1997,
respectively, were $1,442,929 and $1,222,004, a 15% decrease. The decrease in
nine month results reflected the timing and inclusion of certain first chain
orders which affect the consistency of quarter to quarter sales results.
Cost of sales increased from $804,083 for the nine months ended December 31,
1997 to $930,756 for the nine months ended December 31, 1998, an increase of
16%. Cost of sales increased from $151,921 for the 1997 Period to $365,292 for
the 1998 Period. Cost of sales was adversely affected by a one time provision
for chain allowances of $150,000. Other factors affecting the Company's reported
gross profit margins include year-end promotional pricing and the mix of product
sold during the period under review.
Selling expenses decreased 26% from $434,680 for the 1997 Period to $323,079 for
the 1998 Period. Selling costs decreased from $1,546,564 for the nine months
ended December 31, 1997 to $1,535,371 for the nine months ended December 31,
1998, a decrease of 1%. Reduction in selling costs reflect the timing of
certain in-store advertising programs, product sampling, trade shows and other
promotional programs.
General and administrative expenses increased 1% from $369,045 for the 1997
Period to $375,542 for the 1998 Period, and 17% from $868,416 for the nine month
period ended December 31, 1997 to $1,016,173 for the nine month period ended
December 31, 1998. Despite a general reduction in office expenses during the
1998 Period, overall general and administrative expenses included unbudgeted
legal expenses associated with the investigation of certain activities of the
Company's former CEO. In addition, the Company incurred research and development
costs of approximately $94,000, primarily as part of vendor sourcing and testing
of certain new children's products in preparation for commercialization.
Amortization and depreciation expense for the 1998 period was $17,170 as
compared to $15,814 for the prior period. Amortization and depreciation expense
for the nine month period ending 1998 was $50,303 as compared to $47,556 for the
prior nine month period.
The Company generated $10,595 in interest income during the 1998 Period as
compared to $7,921 during the 1997 Period. The Company generated $64,472 in
interest income during the nine months ended December 31, 1998 compared to
$54,569 during the nine months ended December 31, 1997. The increase in interest
income is attributable to higher average deposit balances. Interest expense
decreased from $164,834 during the 1997 Period to $1,747 during the 1998 Period,
and from $386,210 for the nine month period ended December 31, 1997 to $1,894
during the nine month period ended December 31, 1998. The decrease in interest
expense related to the decrease in short-term and long-term borrowing. Other
income (expense) during the three and nine month periods ended December 31, 1998
was also impacted by the continued deterioration of the Canadian dollar against
the U.S. dollar, resulting in unrealized exchange losses associated with the
translation of the Company's Canadian assets to U.S. dollars for financial
statement presentation purposes.
<PAGE>
As a result of the foregoing, the Company reported a loss per share of $.85 for
the nine month period ending December 31, 1998 as compared to $1.49 per share
for the nine month period ending December 31, 1997. The total net loss for the
1998 nine month period was $2.3 million as compared to $1.9 million during the
comparable prior period. The Company reported a loss per share of $.30 for the
1998 Period as compared to $.49 per share for the 1997 Period. The Company
generated a net loss for the 1998 Period of $846,690 as compared to $649,179 for
the prior period.
LIQUIDITY AND CAPITAL RESOURCES
The Company has historically financed its operations through private placements
of its equity securities as well as various debt financing transactions. On
December 15, 1997, the Company completed a public offering ("the Offering") of
1,750,000 units at $5.00 per unit, each unit consisting of one share of the
Company's common stock and a five-year warrant to purchase one additional share
at a price equivalent to 150% of the unit price. Proceeds from the Offering were
$6,819,542, net of offering costs, of which $3,118,698 was used to pay
outstanding debt and accrued interest in December 1997.
The Company maintains cash equivalents with various financial institutions
located in the U.S. and Canada. The Company's policy has been and continues to
be to limit the exposure at any one financial institution and to invest solely
in highly liquid investments that are readily convertible to cash.
As of December 31, 1998, the Company's principal sources of liquidity included
cash of $809,728, net accounts receivable of $1,077,107, and inventories of
$1,636,926. The Company's operating activities used cash of $2,558,433 during
the nine-month period ended December 31, 1998. The Company anticipates that the
levels of inventories and accounts receivable will vary commensurate with the
Company's sales.
On December 14, 1997, US $350,160.05 was deposited into an account at the
direction of the Company's former Chief Executive Officer, Mr. William H.W.
Atkinson to secure an undisclosed personal commitment between the CEO and his
brother. On January 12, 1998, the former CEO signed a personal guarantee form
and designated Company funds as security for the personal guarantee. The
existence of the pledge was brought to the Company's attention by the depository
in late September. The Board of Directors immediately initiated an investigation
with respect to the pledge and related matters. On November 8, 1998, the Board
took action to prevent the application of the Company's funds to support the
personal guarantee, removed Mr. Atkinson as Chairman, and terminated his
employment contract with the Company, pursuant to its terms. Susan Schreter, the
Company's President, subsequently assumed the responsibilities of CEO. On
November 13, 1998 the depository notified the Company that it had placed a hold
on the Company's accounts pending an investigation of documentation. The Company
responded and filed a lawsuit against the depository demanding the release of
the Company's funds. On February 9, 1999, the Company settled its litigation
with the depository. A total of US $360,913.65, representing both US and
Canadian dollar accounts, was returned to the Company and the Company was
released by the depository from further potential liability under the
unauthorized guarantee signed by Mr. Atkinson. Both accounts at the depository
were subsequently closed. The loss,
<PAGE>
before legal expenses associated with the investigation of the pledge and
litigation with the depository and other matters of approximately $100,000,
was approximately US $57,000.
YEAR 2000 COMPUTER SOFTWARE CONVERSION
The Company regularly updates its information systems capabilities, and has
evaluated all significant computer software applications for compatibility with
the year 2000. With the system changes implemented to date and other planned
changes, the Company anticipates that its computer software applications will be
compatible with the year 2000. Expenditures specifically related to software
modifications for year 2000 compatibility are not expected to have a material
effect on the Company's operations or financial position. However, the Company
is dependent on numerous vendors and customers which may incur disruptions as a
result of year 2000 software issues. Accordingly, no assurance can be given that
this will not impact the Company's results of operations.
<PAGE>
FORWARD LOOKING STATEMENTS
This Form 10-QSB and other reports and statements filed by the Company from time
to time with the Securities and Exchange Commission (collectively, the
"Filings") contain or may contain forward-looking statements and information
that are based upon beliefs of, and information currently available to, the
Company's management, as well as estimates and assumptions made by the Company's
management.
When used in the Filings, the words "anticipate", "believe", "estimate",
"expect", "future", "intend", "plan" and similar expressions, as they relate to
the Company or the Company's management, identify forward-looking statements.
Such statements reflect the current view of the Company with respect to future
events and are subject to risks, uncertainties and assumptions relating to the
Company's operations and results of operations, competitive factors and pricing
pressures, shifts in market demand, the performance and needs of the industries
which constitute the customers of the Company, the costs of product development
and other risks and uncertainties, including, in addition to any uncertainties
with respect to management of growth, increases in sales, the competitive
environment, hiring and retention of employees, pricing, new product
introductions, product productivity, distribution channels, enforcement of
intellectual property rights, possible volatility of stock price and general
industry growth and economic conditions. Should one or more of these risks or
uncertainties materialize, or should the underlying assumptions prove incorrect,
actual results may differ significantly from those anticipated, believed,
estimated, expected, intended or planned.
<PAGE>
PART II
OTHER INFORMATION
Item 1. Legal Proceedings.
None.
Item 2. Changes in Securities.
On February 1, 1999 the Company's Board of Directors
approved the 1999 Registered Stock Plan which provides for
the issuance of up to 275,000 shares of stock under certain
circumstances to the Company's management. Under the plan,
the Company issued 220,000 restricted shares including
90,000 to an officer and director of the Company.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Submission of Matters to a vote of Security Holders.
None.
Item 5. Other Information.
None.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits:
27.1 -- Financial Data Schedule
(b) Reports on Form 8-K:
None.
SIGNATURES
<PAGE>
In accordance with 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, hereunto duly authorized.
CARING PRODUCTS INTERNATIONAL, INC.
(Registrant)
Date: February 22, 1999 By: /s/ Susan A. Schreter
----------------------------------
Susan A. Schreter
President
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE FORM
10-QSB FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 1998 AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH CONSOLIDATED FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> MAR-31-1999
<PERIOD-START> APR-01-1998
<PERIOD-END> DEC-31-1998
<CASH> 809,728
<SECURITIES> 0
<RECEIVABLES> 1,169,974
<ALLOWANCES> 92,867
<INVENTORY> 1,636,926
<CURRENT-ASSETS> 3,533,761
<PP&E> 316,565
<DEPRECIATION> 104,703
<TOTAL-ASSETS> 3,961,450
<CURRENT-LIABILITIES> 705,188
<BONDS> 0
0
0
<COMMON> 27,814
<OTHER-SE> 3,222,702
<TOTAL-LIABILITY-AND-EQUITY> 3,961,450
<SALES> 1,222,004
<TOTAL-REVENUES> 1,286,476
<CGS> 930,756
<TOTAL-COSTS> 2,601,847
<OTHER-EXPENSES> 127,119
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (1,894)
<INCOME-PRETAX> (2,375,140)
<INCOME-TAX> 0
<INCOME-CONTINUING> (2,375,140)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2,375,140)
<EPS-PRIMARY> (0.85)
<EPS-DILUTED> 0
</TABLE>
