================================================================================
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 March 31, 2000
/ / 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 0-28362
ClearComm, L.P.
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(Exact name of registrant as specified in its charter)
Delaware 66-0514434
------------------------------- ----------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
221 Ponce de Leon Avenue Suite 1407 00917-1814
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San Juan, Puerto Rico (Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code: (787) 756-0840
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
and (2) has been subject to such filing requirements for the past
90 days.
Yes___X___ No_____
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<PAGE>
ClearComm, L.P.
INDEX
<TABLE>
<CAPTION>
Page No.
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<S> <C>
PART I FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Statements of Assets, Liabilities and Partners' Capital as
of March 31, 2000 (unaudited) and December 31, 1999.............................................. 3
Consolidated Statements of Revenues and Expenses for the three month period ended
March 31, 2000 and 1999 (unaudited).............................................................. 4
Consolidated Statements of Cash Flows for the three month period
Ended March 31, 2000 and 1999.................................................................... 5
Consolidated Statements of Changes in Partners' Capital Accounts for
the three month period ended March 31, 2000 (unaudited).......................................... 6
Notes to the Interim Consolidated Financial Statements.......................................... 7
Item 2.
Management's Discussion and Analysis of Financial Condition and Results of Operations............ 9
Item 3
Quantitative Disclosure About Market Risk........................................................ 10
PART II OTHER INFORMATION
Item 1. Legal Proceedings...............................................................................................12
Item 6. Exhibits and Reports on Form 8-K................................................................................12
Signatures...............................................................................................................13
Exhibit Index............................................................................................................14
</TABLE>
2
<PAGE>
PART I Financial Information
Item 1. Financial Statements
ClearComm, L.P.
CONSOLIDATED STATEMENTS OF ASSETS, LIABILITIES
AND PARTNERS' CAPITAL
<TABLE>
<CAPTION>
March 31, December 31,
2000 1999
------------ ------------
(Unaudited)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 8,706,323 $ 6,546,305
Accounts receivable, net of allowance
for doubtful accounts of $1,070,774 and $625,000 10,263,092 3,244,067
Subscription receivable from limited partners 981,000
Inventories 13,662,489 9,201,823
Prepaid expenses 569,939 425,684
------------ ------------
Total current assets 33,201,843 20,398,879
Licenses, including capitalized interest of
$12,174,000, net 66,884,615 67,543,320
Property and equipment, net 91,193,950 89,200,611
------------ ------------
Total assets $191,280,408 $177,142,810
============ ============
LIABILITIES AND PARTNERS' CAPITAL
Current liabilities:
Accounts payable and accrued liabilities $103,558,093 $102,735,841
Line of credit 18,000,000 -
Accounts payable to related parties 5,539,026 2,815,302
Accrued interest 1,041,059 2,381,545
Deferred Income 1,628,661 443,000
------------ ------------
Total current liabilities 129,766,839 108,375,688
------------ ------------
Long term liabilities:
Notes payable 58,844,186 57,984,462
------------ ------------
Partners' Capital:
Limited partners' capital 2,903.1 units, issued and outstanding 73,039,616 73,039,616
General partner's capital 100,000 100,000
Undistributed losses
Accumulated during development stage (48,704,525) (48,704,525)
Operations (21,765,708) (13,652,431)
------------ ------------
Total partners' capital 2,669,383 10,782,660
------------ ------------
Total liabilities and partners' capital $191,280,408 $177,142,810
============ ============
The accompanying notes are integral part of these consolidated statements.
3
<PAGE>
ClearComm, L.P.
CONSOLIDATED STATEMENTS OF REVENUES AND EXPENSES
(UNAUDITED)
Three Month Period Ended
March 31, March 31,
2000 1999
----------- ---------
<S> <C> <C>
Revenues:
Service revenue $10,821,271 $ -
Handset and accessories sales 2,110,855 -
Interest income 207,647 127,579
----------- ---------
Total revenues 13,139,773 127,579
Operating cost and expenses:
Cost of handset and accessories 1,879,632 -
Interconnection expense 1,238,871 -
Sales and dealers commissions 1,246,141 -
Salaries and benefits 2,582,140 -
Advertising expense 1,827,052 -
Legal and professional services 2,049,239 195,585
Depreciation and amortization 4,165,289 18,584
Interest expenses 1,762,116 104,790
Rent expense 645,924 -
Other expenses 2,978,570 183,627
Management fee to General Partner 274,303 71,500
Consulting and legal services rendered by related parties,
including management fee to TLD 603,773 184,429
----------- ---------
Total expenses 21,253,050 758,515
----------- ---------
Net loss $(8,113,277) $(630,936)
=========== =========
Net loss attributable to general partner $(2,028,319) $(157,734)
----------- ---------
Net loss attributable to limited partners $(6,084,958) $(473,202)
=========== =========
</TABLE>
The accompanying notes are integral part of these consolidated financial
statements.
4
<PAGE>
ClearComm, L.P.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Month Period Ended
March 31, March 31,
----------- -----------
2000 1999
----------- -----------
<S> <C> <C>
Cash flows from operating activities
Net loss $(8,113,277) $ (630,936)
----------- -----------
Adjustments to reconcile net loss to net cash
(used in) provided by operating activities:
Depreciation and amortization 4,165,289 18,584
Bad debt expense 445,774 -
Changes in operating assets and liabilities:
(Increase) decrease in accounts receivable (6,483,799) 1,531,889
(Increase) decrease in prepaid expenses (144,255) 56,660
Increase in inventory (4,460,666) -
Increase (decrease) in accounts payable and accrued liabilities,
accounts payable to related parties and accrued interest 3,065,214 (1,167,937)
Increase in deferred income 1,185,661 443,000
----------- -----------
Total adjustments (2,226,782) 882,196
----------- -----------
Net cash (used in) provided by operating activities (10,340,059) 251,260
----------- -----------
Cash flows from investing activities:
Acquisition of property and equipment (5,499,923) (3,967)
----------- -----------
Cash flows from financing activities:
Proceeds from secured convertible promissory note - 19,960,000
Proceeds from line of credit 18,000,000 -
----------- -----------
Net cash provided by financing activities 18,000,000 19,960,000
----------- -----------
Net increase in cash and cash equivalents $ 2,160,018 $20,207,293
Cash and cash equivalents at:
Beginning of period 6,546,305 4,246,412
----------- -----------
End of period $ 8,706,323 $24,453,705
=========== ===========
Supplemental cash flow disclosure:
Capitalization of interest not paid $ - $ 297,300
=========== ===========
</TABLE>
The accompanying notes are integral part of these consolidated financial
statements.
5
<PAGE>
ClearComm, L.P.
CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL ACCOUNTS
(Unaudited)
-----------
FOR THE THREE MONTH PERIOD ENDED March 31, 2000
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Limited Partners General
Units Amount Partner Total
----- ------ -------- -----
<S> <C> <C> <C> <C>
Capital account balance (deficit) at
December 31, 1999 2,903.1 $26,271,899 ($15,489,239) $10,782,660
Three month period ended March 31, 2000
Share of undistributed losses ($6,084,958) ($ 2,028,319) ($8,113,277)
------- ----------- ------------ -----------
Capital account balance (deficit) at
March 31, 2000 2,903.1 $20,186,941 ($17,517,558) $2,669,383
======= =========== ============ ===========
</TABLE>
The accompanying notes are integral part of these consolidated financial
statements.
6
<PAGE>
CLEARCOMM, L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
1. BASIS OF PRESENTATION AND INTRODUCTION
The unaudited interim consolidated financial statements presented
herein have been prepared in accordance with generally accepted accounting
principles for interim financial statements and with the instructions to Form
10-Q and Regulation S-X pertaining to interim financial statements. Accordingly,
they do not include all information and footnotes required by generally accepted
accounting principles for complete financial statements. The consolidated
financial statements reflect all adjustments, consisting of normal recurring
adjustments and accruals which, in the opinion of management, are considered
necessary for a fair presentation of the Partnership's financial position at
March 31, 2000 and 1999 and results of operations and cash flows for the three
month period ended March 31, 2000 and 1999. The consolidated financial
statements should be read in conjunction with the summary of significant
accounting policies and notes to consolidated financial statements included in
the Partnership's Annual Report on Form 10-K for the year ended December 31,
1999. Results of operations for interim periods are not necessarily indicative
of the results that may be expected for the full year.
The Partnership was formed in January 1995 and is managed by its
General Partner, SuperTel Communications Corp. The Partnership was organized to
acquire, own, consult and operate personal communication services PCS licenses
in the Block C band and to take advantage of the benefits that the FCC has set
aside for Entrepreneurs. The Partnership owns the Puerto Rico Licenses, which
consist of two 15 MHz PCS licenses covering Puerto Rico, and the California
Licenses, which consist of five 15 MHz PCS licenses covering the California
cities of Eureka, Redding, Modesto, Merced and Visalia.
The Partnership commenced commercial operations of its PCS network in
Puerto Rico on September 26, 1999, when it began offering wireless services in
Puerto Rico to the public. Prior to that date, its income had consisted of
interest earnings only. Since the Partnership has only recently commenced
commercial operations, the comparisons presented below may not be indicative of
future operations.
The Partnership established its Puerto Rico network by forming a wholly
owned subsidiary, NewComm Wireless Services, Inc. (NewComm) on January 29, 1999.
On February 4, 1999, the Partnership and NewComm entered into an agreement with
Telefonica Larga Distancia de Puerto Rico, Inc. (TLD), whereby the Partnership
contributed its two Puerto Rico Licenses to NewComm and TLD provided NewComm a
$19,960,000 loan to develop the Puerto Rico Licenses. TLD's loan is pursuant to
a secured convertible promissory note (the "Note") which is convertible into
49.9% of NewComm's common stock. The Note bears interest at the floating rate of
the 90 days London Interbank Offer Rate (LIBOR) plus 1 - 1/2%. The Note however,
cannot be converted until the FCC authorizes TLD to hold more than a 25% equity
interest in NewComm. TLD also received an option (the "Option") to buy an
additional 0.2%, which would bring its ownership to 50.1%, subject to a
third-party valuation and FCC approval.
7
<PAGE>
The Option cannot be exercised prior to January 22, 2002, unless the ownership
restrictions on the Puerto Rico licenses are eliminated by the FCC. NewComm,
however, has the option to buyout TLD in the last year before the restrictions
on the Puerto Rico licenses lapse.
With respect to its California Licenses, which cover approximately 1.6
million POPS in California, the Partnership anticipates establishing the
California Network. Although no assurances can be made, the Partnership
anticipates that it will negotiate acceptable agreements regarding these
licenses so that it will be able to offer wireless services in the regions
covered by these licenses.
2. NET LOSS PER LIMITED PARTNERSHIP UNIT
Net loss per limited partnership unit is computed by dividing net loss
for the period by the weighted-average number of limited partnership units
outstanding during the period.
3. LINE OF CREDIT PAYABLE TO TLD
During February 2000, NewComm obtained additional financing from TLD in
the form of a line of credit of $30 million. As of March 31, 2000, $18,000,000
were outstanding under this credit facility. The line of credit is due on June
30, 2000.
4. FINANCING REQUIREMENTS
The Partnership commenced operations in September 1999 and is likely to
incur operating losses until such time as its subscriber base generates revenue
in excess of the Partnership's expenses. Development of a significant subscriber
base is likely to take time, during which the Partnership must finance its
operations by other means than its revenues.
As part of the agreement with TLD, NewComm entered into contracts with
Lucent Technologies, Inc. ("Lucent") which requires them and other parties to
build a network that uses Code Division Multiple Access ("CDMA") protocol. It is
expected that the total cost will approximate $125 million.
Management has evaluated several alternatives for obtaining permanent
financing for paying the cost of the network and is considering accepting one of
the alternatives offered by two banks that provide for a bridge financing of
approximately $60 million and a permanent financing of approximately $150
million. (Refer to Item 2. MD & A section for additional explanation on
management plans).
Management believes that the Partnership will comply with all the
requirements for obtaining the permanent financing and believes that cash and
cash equivalents on hand, anticipated growth in revenues, vendor financing and
the permanent financing will be adequate to fund its operations through the end
of 2000.
Each of the Partnership's C-Block licenses is subject to an FCC
requirement that the Partnership construct network facilities that offer
coverage to at least one-third of the population in the market covered by such
license within five years following the grant of the applicable license and to
at least two-third of the population within ten years following the grant.
Although
8
<PAGE>
the Partnership's buildout plan calls for to exceed these minimum requirements,
failure to comply with these requirements could result in the revocation of the
related licenses or the imposition of fines on the Partnership by the FCC.
Therefore, delays in constructing its PCS network for licenses granted for
markets outside Puerto Rico could have a material adverse effect on the
Partnership's financial conditions and results of operations.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
Introduction
The Partnership was formed in January 1995 and is managed by its
General Partner, SuperTel Communications Corp. The Partnership was organized to
acquire, own, consult and operate personal communication services PCS licenses
in the Block C band and to take advantage of the benefits that the FCC has set
aside for Entrepreneurs. The Partnership owns the Puerto Rico Licenses, which
consist of two 15 MHz PCS licenses covering Puerto Rico, and the California
Licenses, which consist of five 15 MHz PCS licenses covering the California
cities of Eureka, Redding, Modesto, Merced and Visalia.
The Partnership commenced commercial operations of its PCS network in
Puerto Rico on September 26, 1999 when it began offering wireless services in
Puerto Rico to the public. Prior to that date, its income had consisted of
interest earnings only. Since the Partnership has only recently commenced
commercial operations, the comparisons presented below may not be indicative of
future operations.
The Partnership established its Puerto Rico network by forming a wholly
owned subsidiary, NewComm on January 29, 1999. On February 4, 1999 the
Partnership and NewComm entered into an agreement with TLD, whereby the
Partnership contributed its two Puerto Rico Licenses to NewComm and TLD provided
NewComm a $19,960,000 loan to develop the Puerto Rico Licenses. TLD's loan is
pursuant to a secured convertible promissory note (the "Note") which is a
convertible into 49.9% of NewComm's equity. The Note however, cannot be
converted until the FCC authorizes TLD to hold more than a 25% equity interest
in NewComm. TLD also received an option (the "Option") to buy an additional
0.2%, which would bring its ownership to 50.1%, subject to a third-party
valuation and FCC approval. The Option cannot be exercised prior to January 22,
2002, unless the ownership restrictions on the Puerto Rico licenses are
eliminated by the FCC. NewComm, however, has the option to buyout TLD in the
last year before the restrictions on the Puerto Rico licenses lapse.
With respect to its California Licenses, which cover approximately 1.6
million POPS in California, the Partnership anticipates establishing the
California Network. Although no assurances can be made, the Partnership
anticipates that it will negotiate acceptable agreements regarding these
licenses so that it will be able to offer wireless services in the regions
covered by these licenses.
Forward-looking Statements
This Form 10-Q and future filings by the Partnership on Form 10-Q and
Form 8-K and future oral and written statements by the Partnership may include
certain forward-looking statements, including (without limitation) statements
with respect to anticipated future operating and financial performance, growth
opportunities and growth rates, acquisition and divestitive opportunities, and
other similar forecasts and statements of expectation. Words such as "expects,"
"anticipates," "intends," "plans," "believes," "seeks," "estimates," and
"should," and variations of these words and similar expressions, are intended to
identify these forward-looking statements. Forward-looking statements by the
Partnership are based on estimates, projections, beliefs and assumptions of
management and are not guarantees of future performance. The Partnership
disclaims any obligation to update or revise any forward-looking statement based
on the occurrence of future events, the receipt of new information, or
otherwise.
Actual future performance, outcomes and results may differ materially
from those expressed in forward-looking statements made by the Partnership as a
result of a number of important factors. Examples of these factors include,
without limitation, failure to develop the Partnership's PCS licenses in
California due to an inability to obtain satisfactory financing or partners;
rapid technological developments and changes in the telecommunications industry;
ongoing deregulation (and the resulting likelihood of significantly increased
price and product/service competition) in the telecommunications industry as a
result of the Telecommunications Act of 1996 and other similar federal and state
legislation and the federal and state rules and regulations enacted pursuant to
that legislation; regulatory limitations on the Partnership's ability to compete
in the telecommunications services industry; and continuing consolidation in the
telecommunications services industry. In addition to these factors, actual
future performance, outcomes and results may differ materially because of other,
more general, factors including, without limitation, general industry and market
conditions and growth rates, domestic and international economic conditions,
governmental and public policy changes and the continued availability of
financing in the amounts, at the terms and on the conditions necessary to
support the Partnership's future business.
Results of Operations
QUARTER ENDED MARCH 31, 2000 COMPARED WITH QUARTER ENDED MARCH 31, 1999
Revenues
The Partnership's revenues for the quarter ended March 31, 2000, which
amounted to $13,139,773 included $10,821,271 in airtime and $2,110,855 in
handset and accessories sales generated from NewComm's wireless operations,
which started in Puerto Rico in September 1999. In the first quarter of 1999,
the Partnership had interest earnings of $127,579 compared to $207,647 in the
same period for the year 2000. The increase in interest income during 2000 is
attributable to NewComm's investment of the funds loaned by TLD.
Expenses
Expenses for the quarter ended March 31, 2000 totaled $21,253,050
compared to $758,515 for the same period in 1999. The increase in expenses
during 2000 is attributable to the costs associated with NewComm's operations,
which started in September 1999. The Partnership's expenses in the first quarter
of 2000 included $1,879,632 in costs of handset and accessories, $2,582,140 for
salaries and benefits, $1,762,116 for interest expense due on notes payable,
$4,165,289 in depreciation and amortization, $8,679,185 in advertising, sales
and dealers commissions, interconnection, management fee to general partner,
rent and other expenses, $2,049,239 for legal and professional services and
$603,773 for consulting and legal services charged by related parties such as
TLD associated with the launching of NewComm. Expenses for the quarter ended
March 31, 1999 were mainly comprised of legal and professional fees of $195,585
and consulting and legal services referred by related parties, including the
management fee to TLD of $184,429.
Liquidity and Capital Resources
As of March 31, 2000, the Partnership had cash and cash equivalents
amounting to $8,706,323, which are mostly related to the loan proceeds NewComm
received from TLD and the net proceeds received from the capital call conducted
between September 15, 1999 and December 31, 1999. In the capital call, the
Partnership sold to its existing investors 385 one-fifth units, at a price of
$6,000 per one-fifth unit, and received net proceeds of approximately
$2,065,000.
During the quarter ended March 31, 2000, $10.3 million of cash was used
by operations. While the Company had a net loss of $8,113,277 for the quarter
ended March 31, 2000, $4.2 million
9
<PAGE>
of the loss represented non-cash depreciation and amortization expenses.
Accounts receivable increase of $6.5 million is directly related to the rapid
increase in NewComm's customer base. The increase in inventory as of March 31,
2000, is related to the build out of the PCS network, which requires NewComm to
keep an adequate quantity of inventory to supply the demand of its increasing
customer base.
In connection with the build out of the Partnership's Puerto Rico
Network, NewComm has incurred a liability with Lucent Technologies, Inc. (the
entity which is building out the network) for the PCS network under
construction. As of March 31, 2000, the Partnership owed $82,267,119 under this
contract. The total amount of this contract is approximately $125 million.
In addition, the Partnership owes the FCC $51,339,555 (undiscounted)
plus accrued interest at 6.5% of $1,041,059 in connection with the acquisition
of its PCS licenses. As of March 31, 2000, the notes payable to the FCC amount
to $38,395,538, net of the applicable discount.
The Partnership has a secured promissory note payable to TLD which
bears interest at the floating rate of 90 days LIBOR plus 1.5% and is due in
March 2004. In addition, in February 2000 the joint venture agreement with TLD
was amended to provide NewComm a revolving line of credit of approximately $30
million for working capital from TLD.
The Partnership expects that the total cost to implement NewComm's
business plan to be approximately $200 million. This consists of approximately
$125 million in costs associated with building out the Puerto Rico Network, and
approximately $75 million to fund NewComm's operations until it becomes
profitable. NewComm has been negotiating with two banks and the Partnership
believes that it can obtain short term financing of $60 million at a rate of
1.5% over 90 day LIBOR. In addition, the Partnership believes such banks will be
willing to provide long term financing of $150 million provided that the
Partnership and TLD contribute additional capital or convertible debt to
NewComm. The Partnership believes that the additional capital contribution or
convertible debt, along with the proposed long term financing, would fully fund
NewComm's operations.
The Partnership anticipates that earnings and cash distributions
derived from its Puerto Rico Network once it is fully operational, and, if
necessary, additional capital calls from its Investors or accessing the public
capital markets, should provide it with the liquidity to meet its obligations.
The Partnership also expects that once it is able to develop its California
Licenses, it will have additional sources of revenues and profits.
ITEM 3. QUANTITATIVE DISCLOSURE ABOUT MARKET RISK
The Partnership's exposure to market risk through derivative financial
instruments and other financial instruments is not material because the
Partnership does not use derivative financial instruments and does not have
foreign currency exchange risks. The Partnership invests cash balances in excess
of operating requirements in a short-term money market account. As of March 31,
2000, the Partnership had cash equivalents and short-term investments of
approximately $8,706,323 consisting of cash and highly liquid, short-term
investments in a money market account.
10
<PAGE>
The Partnership's cash and cash equivalents will increase or decrease
by an immaterial amount if market interest rates increase or decrease, and
therefore, its exposure to interest rate changes has been immaterial. The
Partnership's loans payable to the FCC have a fixed interest rate of 6.5% and
therefore are not exposed to interest rate risks. The TLD Note relating to
indebtedness of NewComm bears interest at the floating rate of the 90 days LIBOR
plus 1.5% (6.95% at March 31, 2000) and is due in March 2004. The amount owed to
Lucent in connection with its build out of the Puerto Rico Network consists of a
deferred price and therefore are not subject to interest rate risk.
11
<PAGE>
PART II: OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Partnership is subject to certain legal proceedings and an FCC
proceeding, which were described in the Partnership's Form 10-K for the year
ended December 31, 1999.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) List of Exhibits
27.0 Financial Data Schedule
(b) The Partnership filed a Form 8-K on May 1, 2000 with respect to Item 4:
Changes in Registrant's Certifying Accountant.
ITEMS 2, 3, 4 and 5 are not applicable have been omitted.
12
<PAGE>
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.
ClearComm, L.P.
By: SuperTel Communications Corp.
Date: May 15, 2000 By: /s/ Javier O. Lamoso
----------------------
Name: Javier O. Lamoso
Title: President
13
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 1013267
<NAME> ClearComm, L.P.
<MULTIPLIER> 1
<CURRENCY> U.S. Dollars
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<EXCHANGE-RATE> 1,000
<CASH> 8,706,323
<SECURITIES> 0
<RECEIVABLES> 10,263,092
<ALLOWANCES> 425,000
<INVENTORY> 13,662,489
<CURRENT-ASSETS> 33,201,843
<PP&E> 91,193,950
<DEPRECIATION> 2,957,683
<TOTAL-ASSETS> 191,280,408
<CURRENT-LIABILITIES> 129,766,839
<BONDS> 0
0
0
<COMMON> 73,139,616
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 191,280,408
<SALES> 12,932,126
<TOTAL-REVENUES> 13,139,773
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 21,253,050
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (8,113,277)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (8,113,277)
<EPS-BASIC> (2,795)
<EPS-DILUTED> (2,795)
</TABLE>
