<PAGE> 1
- - --------------------------------------------------------------------------------
- - --------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
<TABLE>
<S> <C>
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
</TABLE>
COMMISSION FILE NUMBER: 0-27470
---------------------------
CYBERCASH, INC.
(Exact name of registrant as specified in its charter)
<TABLE>
<S> <C>
DELAWARE 54-1725021
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
</TABLE>
2100 RESTON PARKWAY, RESTON, VA 22091
(Address of principal executive offices, including zip code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (703) 620-4200
Indicate by check mark whether the registrant (1) has filed all reports required
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 ____ No X
Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of the latest practicable date.
<TABLE>
<S> <C>
COMMON STOCK, $0.001 PAR VALUE 10,633,569 SHARES
------------------------------ -----------------
(CLASS) (OUTSTANDING AT MARCH 31, 1996)
</TABLE>
- - --------------------------------------------------------------------------------
- - --------------------------------------------------------------------------------
<PAGE> 2
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE NO.
--------
<S> <C> <C>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements.................................................... 2
Consolidated Statements of Operations for the three months ended March
31, 1995 and 1996 and for the period from August 29, 1994 (inception)
to March 31, 1996..................................................... 2
Consolidated Balance Sheets at December 31, 1995 and March 31, 1996..... 3
Consolidated Statements of Cash Flows for the three months ended March
31, 1995 and 1996 and for the period from August 29, 1994 (inception)
to March 31, 1996..................................................... 4
Notes to Consolidated Financial Statements.............................. 5
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations......................................................... 7
PART II. OTHER INFORMATION
Item 1. Legal Proceedings....................................................... 9
Item 2. Changes in Securities................................................... 9
Item 3. Defaults Upon Senior Securities......................................... 9
Item 4. Submission of Matters to a Vote of Security-Holders..................... 9
Item 5. Other Information....................................................... 9
Item 6. Exhibits and Reports on Form 8-K........................................ 10
Signatures.............................................................. 11
Exhibit Index...................................................................... 12
</TABLE>
<PAGE> 3
PART 1 -- FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
CYBERCASH, INC.
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
PERIOD FROM
THREE MONTHS ENDED AUGUST 29, 1994
MARCH 31, (INCEPTION) TO
------------------------- MARCH 31,
1995 1996 1996
----------- ----------- ----------------
<S> <C> <C> <C>
Revenues.............................................. $ -- $ 21,619 $ 21,619
Costs and expenses:
Research and development............................ 905,792 2,846,464 9,415,467
Sales and marketing................................. 137,479 1,146,439 2,975,004
General and administrative.......................... 758,202 1,015,671 3,934,971
----------- ----------- ----------------
Loss from operations.................................. (1,801,473) (4,986,955) (16,303,823)
Interest and other income............................. 11,636 372,086 529,265
----------- ----------- ----------------
Net loss.............................................. $(1,789,837) $(4,614,869) $(15,774,558)
========== ========== ============
Net loss per share.................................... $ (0.45) $ (0.72)
========== ==========
Weighted average shares outstanding................... 4,002,074 6,443,475
========== ==========
</TABLE>
See accompanying notes.
2
<PAGE> 4
CYBERCASH, INC.
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
DECEMBER 31, MARCH 31,
1995 1996
------------ ------------
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents....................................... $ 5,294,622 $ 1,696,051
Short-term investments.......................................... -- 57,388,419
Accounts receivable............................................. -- 17,587
Prepaid expenses................................................ 399,515 720,216
------------ ------------
Total current assets.................................... 5,694,137 59,822,273
Property and equipment, net....................................... 1,566,918 2,684,090
Other assets...................................................... 125,169 52,888
------------ ------------
Total assets............................................ $ 7,386,224 $ 62,559,251
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current liabilities:
Accounts payable and accrued expenses........................... $ 2,273,022 $ 3,771,346
------------ ------------
Total current liabilities............................... 2,273,022 3,771,346
Commitments
Redeemable convertible Preferred Stock, $.001 par value; 9,763,637
shares authorized:
Series A Preferred Stock, 2,500,000 shares designated, issued
and outstanding at December 31, 1995......................... 5,000,000 --
Series B Preferred Stock, 2,381,819 shares designated; 2,200,000
shares issued and outstanding at December 31, 1995........... 11,003,783 --
Series B Preferred Stock warrants............................... 90,909 --
------------ ------------
16,094,692 --
Stockholders' equity (deficit):
Common Stock, $.001 par value; 20,000,000 shares authorized,
2,062,500 and 10,633,569 shares issued and outstanding as of
December 31, 1995 and March 31, 1996, respectively........... 2,063 10,634
Additional paid-in capital...................................... 1,981,843 76,321,176
Deficit accumulated during the development stage................ (11,159,689) (15,774,558)
Receivable from sale of Common Stock............................ (1,156,908) (1,173,093)
Unearned compensatory stock options............................. (648,799) (596,254)
------------ ------------
Total stockholders' equity (deficit).................... (10,981,490) 58,787,905
------------ ------------
Total liabilities and stockholders' equity (deficit).... $ 7,386,224 $ 62,559,251
============ ============
</TABLE>
See accompanying notes.
3
<PAGE> 5
CYBERCASH, INC.
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
PERIOD FROM
THREE MONTHS ENDED AUGUST 29, 1994
MARCH 31, (INCEPTION) TO
-------------------------- MARCH 31,
1995 1996 1996
----------- ------------ ---------------
<S> <C> <C> <C>
OPERATING ACTIVITIES
Net loss............................................... $(1,789,837) $(4,614,869) $ (15,774,558)
Adjustments to reconcile net loss to net cash used in
operating activities:
Depreciation......................................... 32,924 208,840 565,641
Accrued interest on receivable from sale of common
stock............................................. -- (16,185) (28,393)
Issuance of common stock and warrants for services... -- -- 26,850
Issuance of compensatory stock options............... 15,537 52,545 155,902
Changes in operating assets and liabilities:
Prepaid expenses.................................. (16,751) (338,288) (737,803)
Deposits and other assets......................... (77,406) 72,281 (52,888)
Accounts payable and accrued expenses............. 653,284 1,498,324 3,771,346
Due to related parties............................ 8,353 -- --
----------- ------------ ---------------
Net cash used in operating activities.................. (1,173,896) (3,137,352) (12,073,903)
INVESTING ACTIVITIES
Purchases of property and equipment.................... (393,872) (1,326,012) (3,249,731)
----------- ------------ ---------------
Net cash used in investing activities.................. (393,872) (1,326,012) (3,249,731)
FINANCING ACTIVITIES
Proceeds from issuance of common stock................. -- 58,253,212 58,379,162
Proceeds from issuance of preferred stock.............. 500,000 -- 15,938,033
Proceeds from issuance of preferred stock warrants..... -- -- 90,909
----------- ------------ ---------------
Net cash provided by financing activities.............. 500,000 58,253,212 74,408,104
----------- ------------ ---------------
Net increase (decrease) in cash and cash equivalents... (1,067,768) 53,789,848 59,084,470
Cash and cash equivalents at beginning of period....... 1,473,345 5,294,622 --
----------- ------------ ---------------
Cash and cash equivalents at end of period............. $ 405,577 $59,084,470 $ 59,084,470
========== ========== ===========
</TABLE>
See accompanying notes.
4
<PAGE> 6
CYBERCASH, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. ORGANIZATION AND NATURE OF OPERATIONS
CyberCash, Inc. (the "Company" or "CyberCash") was incorporated on August
29, 1994 in the State of Delaware and has been in the development stage since
its formation. The Company is a leading developer of software and service
solutions for secure, cost-effective, convenient and rapid payments over the
Internet. The Company's system is designed to facilitate Internet commerce by
enabling financial transactions between individuals, businesses and financial
institutions.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-Q and Article
10 of Regulation S-X, which does not include all of the information and
footnotes required by generally accepted accounting principles considered
necessary for a fair presentation. Operating results for the three month period
ended March 31, 1996 are not necessarily indicative of the results that may be
expected for the year ended December 31, 1996. The financial information set
forth herein should be read in conjunction with the Company's audited
consolidated financial statements included in the Company's Prospectus, dated
February 15, 1996, relating to the Company's initial public offering and filed
with the Securities and Exchange Commission.
CASH AND CASH EQUIVALENTS
The Company considers all highly liquid instruments purchased with a
maturity of less than three months to be cash equivalents. The Company's
short-term investments consist of certificates of deposit, banker's acceptances
and repurchase agreements of major banks and institutions, obligations of the
Treasury and U.S Government agencies, and commercial paper having maturities of
less than three months. These securities are recorded at cost, which
approximates fair value.
NET LOSS PER SHARE
The Company's net loss per share calculations are based on the weighted
average number of shares of Common Stock outstanding. Pursuant to the
requirements of the Securities and Exchange Commission staff accounting bulletin
No. 83, the Company included the effect of the redeemable convertible Preferred
Stock, redeemable convertible Preferred Stock warrants, Common Stock, and
options to purchase Common Stock in the weighted average shares outstanding for
the quarter ended March 31, 1995. However, for the quarter ended March 31, 1996,
the Company is required to calculate the weighted average shares outstanding
pursuant to APB 15. Therefore, the net loss per share for the two periods is not
comparable. APB 15 requires that shares of Common Stock issuable upon the
exercise of stock options and warrants or conversion of redeemable convertible
Preferred Stock are included in the weighted average shares outstanding only if
the effect of their inclusion is dilutive. The Company has not included such
shares of Common Stock in its weighted average shares outstanding at March 31,
1996, since the effect is anti-dilutive. Subsequent to the Company's initial
public offering in February 1996, the Company has included Common Stock issued
upon conversion of Preferred Stock, Common Stock issued upon the exercise of the
Series B Preferred Stock warrants and conversion thereof, and Common Stock
issued upon the Company's initial public offering and private placement (See
Note 4), in the weighted average shares outstanding. If the Company had
calculated the weighted average shares outstanding for the three months ended
March 31, 1995 in accordance with APB 15, the net loss per share and the
weighted average shares outstanding would have been $1.23 per share and
1,450,000, respectively.
5
<PAGE> 7
CYBERCASH, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
PRODUCT DEVELOPMENT COSTS
Through March 31, 1996, the Company expensed its product development costs
as research and development costs. The Company will continue to expense such
costs until such time as the realizability of the Company's software is
established.
3. REDEEMABLE CONVERTIBLE PREFERRED STOCK
Upon the closing of the Company's initial public offering in February 1996,
all outstanding shares of Series A and Series B Preferred Stock converted into
4,700,000 shares of Common Stock on a one-for-one basis. Additionally, the
holder of the Series B Preferred Stock warrants elected to exercise the warrants
net of the number of shares required, based on the initial public offering price
to satisfy the $5.00 exercise price. As such, the holder received 128,342 shares
of Series B Preferred Stock, which was immediately converted into 128,342 shares
of Common Stock on a one for one basis.
4. STOCKHOLDERS' EQUITY (DEFICIT)
COMMON STOCK
In February 1996, the Company issued 2,760,000 shares of Common Stock in an
initial public offering, which generated net proceeds of approximately $42.8
million. Concurrent with the initial public offering, the Company issued 976,540
shares of Common Stock in a private placement, which generated net proceeds of
approximately $15.4 million.
6
<PAGE> 8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
This Report contains, in addition to historical information,
forward-looking statements that involve risks and uncertainties. The Company's
actual results could differ significantly from the results discussed in the
forward-looking statements. Factors that could cause or contribute to such
differences include those discussed under the caption, "Risk Factors," in the
Prospectus, dated February 15, 1996, issued in connection with the Company's
registration statement on Form S-1, on file with the Securities and Exchange
Commission (the "Prospectus").
OVERVIEW
The Company is a development stage company and presently has only a limited
number of individuals, businesses and financial institutions utilizing its
services. The Company commercially released its credit card services in the
first quarter of 1996. It does not expect to commercially release its Electronic
Check and Electronic Coin services until the second half of 1996. On February
21, 1996, the Company completed an initial public offering of its Common Stock,
the proceeds of which, after expenses, were approximately $42,802,000.
Simultaneously, the Company raised an additional $15,439,000 in a private
placement of its common stock to SOFTBANK Holdings, Inc.
The financial results for the period from August 29, 1994 (inception) to
December 31, 1994 relate to the Company's initial organization, licensing and
software development activities. The Company does not believe that the operating
results from this period provide meaningful comparisons to subsequent periods.
RESULTS OF OPERATIONS
REVENUES
The Company earned its first operating revenues of $21,619 in the three
months ended March 31, 1996. These revenues consisted primarily of income from
consulting services (approximately $12,500) and service revenues from the
Company's credit card services (approximately $9,000), which commenced
commercial operations in January 1996. The Company anticipates realizing only
limited revenue during the remainder of 1996, and the Company's ability to
generate significant revenue thereafter is uncertain.
OPERATING EXPENSES
The Company's operating expenses have increased in each quarter since the
Company's inception. The Company believes that operating expenses will continue
to increase in the future as the Company continues the development and release
of its services and expands its operations.
Research and Development. Research and development expenses consist
primarily of compensation expenses and consulting fees to support the
development of the Company's software, services and technologies. Research and
development expenses were $2,846,464 for the three months ended March 31, 1996,
as compared to $2,237,468 for the three months ended December 31, 1995, and
$905,792 for the three months ended March 31, 1995. To date, all of the
Company's software development costs have been expensed as incurred. It will
continue to expense such costs until such time as the realizability of the
Company's software is established. The Company anticipates that its research and
development expenses will continue to increase.
Sales and Marketing. Sales and marketing expenses consist primarily of
salaries, commissions, consulting fees, trade show expenses, and advertising and
marketing costs. Sales and marketing expenses were $1,146,439 for the three
months ended March 31, 1996, as compared to $783,796 for the three months ended
December 31, 1995, and $137,479 for the three months ended March 31, 1995. The
Company anticipates that its sales and marketing expenses will increase
substantially as it introduces its Electronic Check and Electronic Coin services
and continues to promote its Electronic Credit Card service.
General and Administrative. General and administrative expenses consist
primarily of compensation expenses and fees for professional services. General
and administrative expenses were $1,015,671 for the three months ended March 31,
1996, as compared to $839,526 for the three months ended December 31, 1995, and
$758,202 for the three months ended March 31, 1995. The Company anticipates a
substantial increase in its
7
<PAGE> 9
general and administrative expenses in the future. It is possible that future
general and administrative expenses could increase as a result of a dispute with
one of the Company's licensors. See Item 5. Other Information.
LIQUIDITY AND CAPITAL RESOURCES
Prior to its initial public offering, the Company financed its operations
primarily through private placements of Preferred Stock in October 1994 and
August and September 1995, which provided net proceeds to the Company of
approximately $16 million. The public offering and the private placement to
SOFTBANK Holdings, Inc., together yielded net proceeds of approximately
$58,253,000. At March 31, 1996, the Company had approximately $59 million in
cash and cash equivalents and short-term investments. The Company has no debt
facilities.
The Company has no material commitments other than its facility and
equipment leases. The Company anticipates a substantial increase in its capital
expenditures in 1996.
The Company currently anticipates that its available cash resources
combined with anticipated funds from operations will be sufficient to meet its
presently anticipated working capital and capital expenditure requirements for
at least the next 15 to 18 months. Thereafter, the Company may need to raise
additional funds. The Company may need to raise additional funds sooner in order
to fund more rapid expansion, to develop new or enhanced services, to respond to
competitive pressures or to acquire complementary businesses or technologies. If
additional funds are raised through the issuance of equity securities, the
percentage ownership of the stockholders of the Company will be reduced,
stockholders may experience additional dilution, or such equity securities may
have rights, preferences or privileges senior to those of the holders of the
Company's Common Stock. There can be no assurance that additional financing will
be available when needed on terms favorable to the Company or at all. If
adequate funds are not available or are not available on acceptable terms, the
Company may be unable to develop or enhance products or services, take advantage
of future opportunities, or respond to competitive pressures, which could have a
material adverse effect on the Company's business, financial condition or
operating results. See "Risk Factors -- Dependence on Intellectual Property
Rights; Risk of Infringement; Possible Litigation," and "-- Dilution; Possible
Right to Purchase Additional Shares," in the Registration Statement.
CERTAIN BUSINESS RISKS
There can be no assurance that the Company's services and software will be
developed successfully and on a timely basis or that the Company will be
successful in obtaining market acceptance of its services. There can be no
assurance that the Company will be able to achieve or sustain operating
profitability. The market for the Company's Internet payment services is at a
very early stage of development, is rapidly evolving, and is characterized by an
increasing number of market entrants who have introduced or are developing
competing products and services. Virtually all of the Company's current and
potential competitors have longer operating histories, greater name recognition,
larger installed customer bases, significant distribution channels and
significantly greater financial, technical and marketing resources. There can be
no assurance that the Company will be able to compete effectively with current
or future competitors. The Company expects to experience significant
fluctuations in future quarterly operating results, and it is likely that such
quarterly results from time to time will not meet the expectations of market
analysts or investors. The Company is aware of a Benelux trademark registration
for the mark CyberCash, the application for which was filed by a licensor of the
Company in the Benelux countries in advance of the Company's application to
register the mark in the United States. The licensor also has filed an
application, based on the Benelux registration, to register the mark in the
United States. No assurance can be given as to the ability of the Company to
secure registration or use of the CyberCash name. The Company is and may become
subject to Federal, state and foreign government regulation, which is evolving.
If additional regulation were enacted or if existing regulation were deemed
applicable to the Company, such regulation may render the Company's business
more costly, burdensome, less efficient or impossible.
A description of these and other risks relating to the Company's business
is set forth under the caption "Risk Factors" in the Prospectus.
8
<PAGE> 10
PART II -- OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None.
ITEM 2. CHANGES IN SECURITIES
Immediately prior to the Company's initial public offering, there were
designated, issued and outstanding 2,500,000 shares of Series A Redeemable
Convertible Preferred Stock and there were designated 2,381,819 shares of Series
B Redeemable Convertible Preferred Stock, of which 2,200,000 shares were issued
and outstanding. There were also outstanding warrants for 181,818 shares of
Series B Redeemable Convertible Preferred Stock. Upon the closing of the initial
public offering, the outstanding shares of Preferred Stock converted into
4,700,000 shares of Common Stock. The holder of the warrants elected to exercise
them net of the number of shares required, based on the initial public offering
price, to satisfy the $5.00 per share exercise price. The Series B Preferred
stock issued upon the exercise was immediately converted into 128,342 shares of
Common Stock.
Immediately prior to the Company's initial public offering, the Company
filed an Amended and Restated Certificate of Incorporation which authorizes the
Board of Directors to issue up to 5,000,000 shares of Preferred Stock in one or
more series and to fix the rights, preferences and privileges thereof, including
dividend rights, conversion rights, voting rights, terms of redemption,
liquidation preferences, sinking fund terms and the number of shares
constituting any series or the designation of such series, without any further
vote or action by stockholders.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY-HOLDERS
In January 1996, prior to completion of the Company's initial public
offering, stockholders of the Company approved the following items: (i) the
amendment of the Company's Restated Certificate of Incorporation, (ii) amendment
of the Company's Bylaws, (iii) election of the directors to staggered terms,
(iv) approval of the Company's Stock Option Plan, Employee Stock Purchase Plan,
and Non-Employee Directors' Stock Option Plan; (v) approval of a form of
Indemnity Agreement, and (vi) waiver of certain registration rights and consent
to certain stock transfers. The action was effected by stockholder consent in
January 1996. All or substantially all of the stockholders voted in favor of
each proposal. William Melton and Hatim Tyabji were elected to the class of
1997; Daniel Lynch and Edward Kozel were elected to the class of 1998; and
Michael Rothschild was elected to the class of 1998. The amended documents are
more fully described in the Company's Prospectus.
ITEM 5. OTHER INFORMATION
The Company currently holds a license to certain patents, patent
applications, and other technology related to electronic payment methods. On
January 29, 1996, the Company received notification from the licensor of its
intent to file suit and to demand arbitration in the event that the Company did
not immediately enter into negotiations to resolve certain claims raised by the
licensor. See "Risk Factors -- Dependence on Intellectual Property Rights; Risk
of Infringement; Possible Litigation" and "Business -- Proprietary Rights" in
the Prospectus. The negotiations that followed this notification were
inconclusive. The licensor has not filed a suit or taken steps to commence an
arbitration proceeding. On April 29, 1996, the Company received notice from the
licensor that it had terminated the license for alleged breach of certain of its
terms. The Company has responded that it does not believe that there are grounds
for termination.
9
<PAGE> 11
The Company believes that it is not currently using any of the licensed
technology for any of its services and that it can continue to develop its
services as currently contemplated without the license. Nevertheless, there is a
possibility that the licensor may succeed in terminating the license and that it
will also claim that the Company is making use of technology covered by the
license. This could result in a costly and protracted dispute that could have a
material adverse effect on the Company's business and financial position and
results of operations.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
See Exhibit 11.1.
10
<PAGE> 12
SIGNATURES
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.
CyberCash, Inc.
--------------------------------------
(Registrant)
<TABLE>
<S> <C>
Date: May 14, 1996 /s/ WILLIAM N. MELTON
---------------------------------------------
William N. Melton
Director, President and Chief Executive
Officer
(Principal Executive Officer)
Date: May 14, 1996 /s/ GENE RIECHERS
---------------------------------------------
Gene Riechers
Chief Financial Officer
(Principal Accounting Officer)
</TABLE>
11
<PAGE> 13
EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT PAGE NO.
- - ------- --------
<C> <C> <S> <C>
11.1 -- Exhibit regarding calculation of net loss per share........................ 13
</TABLE>
12
<PAGE> 1
EXHIBIT 11.1
CYBERCASH, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT RE: COMPUTATION OF PER SHARE LOSS
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31,
--------------------------
1995 1996
------------ ------------
<S> <C> <C>
Net loss per share:
Weighted average number of common shares outstanding................ 1,450,000 6,443,475
Shares of Series B Preferred Stock and warrants issued during the
twelve month period prior to the initial filing of the
Registration Statement (using the treasury stock method).......... 1,679,581 --
Shares of Common Stock issued during the twelve month period prior
to the initial filing of the Registration Statement (using the
treasury stock method)............................................ 111,838 --
Common equivalent shares from options issued during the twelve month
period prior to the initial filing of the Registration Statement
(using the treasury stock method)................................. 760,655 --
------------ ------------
Total..................................................... 4,002,074 6,443,475
------------ ------------
Loss for the period................................................. $(1,789,837) $(4,614,869)
------------ ------------
Net loss per share.................................................. $(0.45) $(0.72)
========== ==========
</TABLE>
13
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
QUARTERLY PERIOD ENDED MARCH 31, 1996 AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FORM 10-Q FILED WITH THE SECURITIES AND EXCHANGE COMMISSION.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 1,696,051
<SECURITIES> 57,388,419
<RECEIVABLES> 17,587
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 59,822,273
<PP&E> 3,241,229
<DEPRECIATION> 557,139
<TOTAL-ASSETS> 62,559,251
<CURRENT-LIABILITIES> 3,771,346
<BONDS> 0
0
0
<COMMON> 10,634
<OTHER-SE> 58,777,271
<TOTAL-LIABILITY-AND-EQUITY> 62,559,251
<SALES> 0
<TOTAL-REVENUES> 21,619
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 5,008,574
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (4,614,869)
<INCOME-TAX> 0
<INCOME-CONTINUING> (4,614,869)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (4,614,869)
<EPS-PRIMARY> (0.72)
<EPS-DILUTED> 0
</TABLE>
