<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 September 30, 1999
/ / Transition report under Section 13 or 15 (d) of the Exchange Act
For the transition period from ________ to ________
Commission file number: 000-24167
EBS Building, L.L.C.
- --------------------------------------------------------------------------------
(Exact Name of Small Business Issuer as Specified in Its Charter)
Delaware 43-1794872
------------------------------- -----------------------
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
c/o PricewaterhouseCoopers, LLP, 800 Market Street
St. Louis, Missouri 63101-2695
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices)
(314)206-8500
- --------------------------------------------------------------------------------
(Issuer's Telephone Number, Including Area Code)
N/A
- --------------------------------------------------------------------------------
(Former Name, Former Address and Former Fiscal Year, if Changed
Since Last Report)
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
Check whether the registrants filed all documents and reports required
to be filed by Section 12, 13 or 15 (d) of the Exchange Act after the
distribution of securities under a plan confirmed by a court.
Yes X No
------ ------
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date: As of March 31, 1999, there
were 10,000,000 Class A Membership Units outstanding.
Transitional Small Business Disclosure Format (check one):
Yes No X
------ ------
<PAGE> 2
PART I
FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
<TABLE>
<CAPTION>
EBS BUILDING, L.L.C.
BALANCE SHEET
SEPTEMBER 30, 1999
- ------------------------------------------------------------------------------------------------------------------
SEPTEMBER 30, 1999 DECEMBER 31, 1998
(UNAUDITED)
<S> <C> <C>
ASSETS
Rental property $ 22,496,295 $ 19,683,977
Cash 570,885 512
Rents receivable 364,783 18,209
Prepaid expenses 33,426 19,931
Lease Commissions (net) 1,049,235 884,766
Lease Restructuring Costs (net) 438,121 766,703
Other assets 202 202
-------------- ---------------
Total assets $ 24,952,947 $ 21,374,300
-------------- ---------------
LIABILITIES
Accounts payable $ 570,928 $ 180,061
Accrued professional fees 66,633 73,636
Accrued utilities 23,540 78,695
Accrued salaries 19,726 34,131
Accrued property taxes 365,636 -
Accrued payable - other 51,616 451,845
Note payable 6,010,017 2,000,000
Other liabilities 243,214 11,262
-------------- ---------------
Total liabilities 7,351,310 2,829,630
-------------- ---------------
MEMBERS' EQUITY:
Membership Units (Class A - 10,000,000 authorized, issued
and outstanding at September 30, 1999 and
December 31, 1998) - -
Paid-in capital 19,810,522 19,810,522
Retained earnings (2,208,885) (1,265,852)
-------------- ---------------
Total members' equity 17,601,637 18,544,670
-------------- ---------------
Total liabilities and members' equity $ 24,952,947 $ 21,374,300
-------------- ---------------
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE> 3
<TABLE>
<CAPTION>
EBS BUILDING, L.L.C.
STATEMENT OF OPERATIONS
FOR THE PERIOD ENDED SEPTEMBER 30, 1999
- -------------------------------------------------------------------------------------------------------------------
FOR THE 3 MONTHS ENDED FOR THE 9 MONTHS ENDED
------------------------------------- ------------------------------------
SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30,
1999 1998 1999 1998
(UNAUDITED) (UNAUDITED) (UNAUDITED) (UNAUDITED)
<S> <C> <C> <C> <C>
Income:
Rent $ 1,429,489 $ 873,340 $ 3,276,027 $ 2,566,738
Other 32,807 27,003 86,450 85,303
------------------ ----------------- ------------------ -----------------
Total income 1,462,296 900,343 3,362,477 2,652,041
------------------ ----------------- ------------------ -----------------
Expenses:
Maintenance 200,540 264,384 653,076 903,591
Professional fees 136,731 161,897 470,305 614,218
Utilities 228,002 218,315 595,169 569,570
General and administrative 293,218 130,303 1,170,838 339,215
Depreciation 393,889 165,599 905,066 411,928
Taxes (including real estate taxes) 121,879 104,031 365,636 312,296
Other operating expenses 49,251 44,879 145,420 128,583
------------------ ----------------- ------------------ -----------------
Total expenses 1,423,510 1,089,408 4,305,510 3,279,401
------------------ ----------------- ------------------ -----------------
Net income/(loss) $ 38,786 $ (189,065) $ (943,033) $ (627,360)
------------------ ----------------- ------------------ -----------------
Net income/(loss) per Class A Unit -
primary $ 0.004 $ (0.02) $ (0.09) $ (0.07)
Net income/(loss) per Class A Unit -
fully diluted $ 0.004 $ (0.02) $ (0.09) $ (0.06)
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE> 4
<TABLE>
<CAPTION>
EBS BUILDING, L.L.C.
STATEMENT OF CHANGES IN MEMBERS' EQUITY
FOR THE PERIOD ENDED SEPTEMBER 30, 1999
- -------------------------------------------------------------------------------------------------------------------
CLASS A CLASS B
MEMBERSHIP MEMBERSHIP PAID IN RETAINED
UNITS UNITS CAPITAL EARNINGS TOTAL
<S> <C> <C> <C> <C> <C>
Balance, December 31, 1998 10,000,000 - $19,810,522 $(1,265,852) $18,544,670
Units transferred (unaudited) - - - - -
Year to date loss (unaudited) - - - (943,033) (943,033)
---------------- -------------- -------------- --------------- ---------------
Balance, September 30, 1999
(unaudited) 10,000,000 - $19,810,522 $ (2,208,885) $17,601,637
================ ============== ============== =============== ===============
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE> 5
<TABLE>
<CAPTION>
EBS BUILDING, L.L.C.
STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED SEPTEMBER 30, 1999
- -------------------------------------------------------------------------------------------------------------------
FOR THE 9 MONTHS FOR THE 9 MONTHS
ENDED ENDED
SEPTEMBER 30, 1999 SEPTEMBER 30, 1998
(UNAUDITED) (UNAUDITED)
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (943,033) $ (627,360)
Reconciliation of net loss to cash flows
provided by operating activities:
Depreciation expense 905,066 411,928
Changes in operating assets and liabilities:
Increase in rents receivable, prepaid expenses
and other assets (360,069) (70,232)
Increase in liabilities, excluding note payable 511,663 981,395
------------------- -----------------
Cash flows provided by operating activities 113,627 695,731
------------------- -----------------
Cash flows from investing activities:
Additions to rental property (3,332,122) (474,639)
Payments for lease restructuring costs (912,742)
Payments for lease commissions (221,149) (879,328)
------------------- -----------------
Cash flows provided by investing activities (3,553,271) (2,266,709)
------------------- -----------------
Cash flows from financing activities:
Proceeds from note payable 4,010,017 1,172,000
------------------- -----------------
Cash flows provided by investing activities 4,010,017 1,172,000
------------------- -----------------
Net increase/(decrease) in cash 570,373 (398,978)
Cash, beginning of period 512 403,919
------------------- -----------------
Cash, end of period $ 570,885 $ 4,941
------------------- -----------------
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE> 6
EBS BUILDING, L.L.C.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
SEPTEMBER 30, 1999
- --------------------------------------------------------------------------------
1. The accompanying unaudited financial statements, in the opinion of the
Manager, include all adjustments necessary for a fair presentation of the
results for the interim periods presented. These adjustments consist of
normal recurring accruals. The financial statements are presented in
accordance with the requirements of Form 10-QSB and consequently do not
include all the disclosures required by generally accepted accounting
principles. For further information, refer to the financial statements and
notes thereto for the period ended December 31, 1998 included in the
Company's Annual Report on Form 10-KSB filed on March 31, 1999.
2. The following table sets forth the computation of primary and fully diluted
earnings (loss) per unit for the periods ended:
<TABLE>
<CAPTION>
For the 3 Months Ended For the 9 Months Ended
----------------------- ------------------------
September 30, September 30, September 30, September 30,
1999 1998 1999 1998
(unaudited) (unaudited) (unaudited) (unaudited)
<S> <C> <C> <C> <C>
Numerator:
Net Earnings/(Loss) - Primary and Diluted $ 38,786 $ (189,065) $ (943,033) $ (627,360)
============ ============= ============= ============
Denominator:
Weighted Average Units Outstanding - Primary 10,000,000 9,467,126 10,000,000 9,359,050
Effect of Potentially Dilutive Units - 532,874 - 640,950
------------ ------------- ------------- ------------
Units Outstanding - Diluted 10,000,000 10,000,000 10,000,000 10,000,000
============ ============= ============= ============
Primary Earnings/(Loss) per Unit $ 0.004 $ (0.02) $ (0.09) $ (0.07)
============ ============= ============= ============
Diluted Earnings/(Loss) per Unit $ 0.004 $ (0.02) $ (0.09) $ (0.06)
============ ============= ============= ============
</TABLE>
The weighted average units outstanding - basic was calculated on a daily
outstanding unit basis. The outstanding units - diluted for the three month
and nine month periods ended September 30, 1998 were calculated assuming
that all of the Class B Units currently issued and outstanding will
eventually be converted into an equal number of Class A Units. All Class B
Units had been converted into an equal number of Class A Units as of
December 31, 1998.
3. Rents receivable include an accrual for the straight-line recognition of
escalating tenant rental rates in accordance with Financial Accounting
Standards Board Statement of Financial Accounting Standards No. 13,
Accounting for Leases. Such tenant rents are recognized on a straight-line
basis over the term of the lease.
<PAGE> 7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.
During the forthcoming twelve months of operations, the Company intends to
continue owning, managing, maintaining, repairing, leasing, selling,
hypothecating, mortgaging or otherwise dealing with the building located at 501
North Broadway, St. Louis, Missouri (the "Building"). Further, the Company
intends to actively market the Building for sale during the forthcoming twelve
months as well as to continue to secure additional tenant leasing agreements.
On March 9, 1999, Edison Brothers Stores, Inc. ("Edison"), the Building's
largest tenant, filed, together with seven of its affiliates, for Chapter 11
bankruptcy in the U.S. Bankruptcy court in Delaware. On October 8, 1999, Edison
filed a motion to extended the period within which they may assume or reject
their lease with the Company to February 29, 2000. The Company is currently
negotiating a consensual reduction of space under Edison's lease and an
accelerated termination date for the remaining space. The ultimate effect of the
bankruptcy filing of Edison on the operating results of the Company and its
ability to sell the Building is not known at this time.
During June 1999, the Company entered into a $12,000,000 revolving line of
credit with FinPro, L.L.C. to cover any shortfalls in cash flows (the "Line of
Credit"). The Company had not drawn upon its line of credit during the current
fiscal quarter. The balance outstanding under the Line of Credit as of September
30, 1999 was $6,010,017. Subsequent to the end of the quarter, the Company drew
an additional $833,512 on the Line of Credit to fund tenant improvements and
real estate taxes. Future advances under the Line of Credit are available to pay
future tenant improvement costs, operating deficits and accrued interest on the
Line of Credit. Management believes that funds from operations and the Company's
present availability under its revolving line of credit provide sufficient
resources to meet the Company's present and anticipated financing needs.
During the nine months ended September 30, 1999, the Company experienced an
increase in cash of $570,373. This increase resulted from the initial advance
under the Line of Credit offset by tenant improvement and commission costs
incurred with various new lease agreements. The Company earned net income of
$38,786 during the third quarter of fiscal 1999 as compared to a net loss of
$189,065 during the same period in the prior year. Current revenues during the
third quarter of the current fiscal year increased 64% over the prior year due
to the commencement of certain new leases including a lease with Stifel
Nicolaus & Company, Incorporated and Baird, Kurtz & Dobson. The Company
incurred depreciation costs of $393,889 during the quarter ended September 30,
1999 as compared to $165,599 incurred during the same period in the prior year.
Such increase in cost is related to the additional tenant improvements and
commission costs associated with new tenant leases. Further the Company
incurred greater financing costs during
<PAGE> 8
the current fiscal quarter than in the prior year in order to finance such
tenant improvements and lease commissions.
Year 2000 Compliance
The Company, through its Property Manager, utilizes computer software for
its corporate and real property accounting records and to prepare its financial
statements, as well as for internal accounting purposes. The principal
accounting system software was not Year 2000 compliant. The Property Manager has
informed the Company that it has installed an update to its software and such
software is now Year 2000 compliant. The cost of such updates and testing was
borne by the Property Manager. In the event that such systems should fail, as a
contingency plan, the Company could prepare all required accounting entries
manually, without incurring material additional operating expenses.
The Property Manager has also informed the Company that it has completed a
review of the major date-sensitive non-information technology systems in the
Building and determined that the operating system for the Building Management
System ("BMS") was not Year 2000 compliant. This system controls the fire
system, security, HVAC and lighting for the Building. A new operating system was
installed in late August at a cost of $51,441. The Property Manager has also
implemented a contingency plan for the property should the operating system
fail. Such contingency plan was used in a mock drill performed to test the
property on September 9, 1999. Such drill was performed without any operating
system failures. In addition, the Property Manager and staff will be on-site on
December 31, 1999 to insure the Building is operating properly at 12:01 a.m. In
the most reasonably likely worst case scenario, the failure of the
non-information technology systems in the Building could lead tenants to
withhold their rent payments, which could have a material adverse effect on the
Company's business, results of operations and financial condition. However, the
Company does not believe that the Year 2000 issue will pose significant problems
to the Company's information technology and non-information technology systems,
or that resolution of any potential problems with respect to such systems will
have a material adverse effect on the Company's financial condition or results
of operations.
The Company has not endeavored to determine whether or not its tenants are
Year 2000 compliant. The most reasonably likely worst case scenario facing the
Company as a result of a failure of its tenant's (or their financial service
providers') computer systems would be such tenant's inability to pay rent on
time. Such delays in payment could have a material adverse effect on the
Company's financial condition or results of operations.
PART II
OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits (listed by numbers corresponding to the Exhibit Table of Item
601 of Regulation S-B)
<PAGE> 9
3.1: Articles of Organization of the Issuer filed with the
Delaware Secretary of State on September 24, 1997
incorporated by reference to the Issuer's Registration
Statement on Form 10-SB filed on April 30, 1998,
Exhibit 2.1.
3.2: Members Agreement of EBS Building, L.L.C. a Limited
Liability Company, dated as of September 26, 1997
incorporated by reference to the Issuer's
Registration Statement on Form 10-SB filed on April
30, 1998, Exhibit 2.2.
4: See the Members Agreement, referenced as Exhibit 3.2.
10.6: Lease by and among EBS Building, L.L.C., Stifel
Financial Corp. and Stifel, Nicolaus & Company,
Incorporated, dated September 30, 1998 incorporated
by reference to the Issuer's Registration Statement
on Form 10-QSB filed on November 13, 1998, Exhibit
10.6.
10.7: Lease by and between EBS Building, L.L.C. and Edison
Brothers Stores, Inc., dated September 30, 1998
incorporated by reference to the Issuer's
Registration Statement on Form 10-QSB filed on
November 13, 1998, Exhibit 10.7.
10.8: Assignment of Lease by and between EBS Building,
L.L.C. and Edison Brothers Stores, Inc., dated
September 30, 1998 incorporated by reference to the
Issuer's Registration Statement on Form 10-QSB filed
on November 13, 1998, Exhibit 10.8.
10.9: First Amendment to Lease by and among EBS Building,
L.L.C., Stifel Financial Corp. and Stifel, Nicolaus &
Company, Incorporated, dated December 1, 1998,
incorporated by reference to the Issuer's Annual
Report on Form 10-KSB, filed March 31, 1999.
10.10: Second Amendment to Lease by and among EBS Building,
L.L.C., Stifel Financial Corp. and Stifel, Nicolaus &
Company, Incorporated, dated February 1, 1999
incorporated by reference to the Issuer's Annual
Report on Form 10-KSB, filed March 31, 1999.
10.11: First Extension and Modification Agreement by and
between EBS Building, L.L.C. and First Bank dated
March 15, 1999 incorporated by reference to the
Issuer's Annual Report on Form 10-KSB, filed March
31, 1999.
10.12: Second Extension and Modification Agreement by and
between EBS Building, L.L.C. and First Bank dated
March 15, 1999 incorporated by reference to the
Issuer's Annual Report on Form 10-KSB, filed March
31, 1999.
<PAGE> 10
10.13: Additional Promissory Note, by and between EBS
Building, L.L.C. and First Bank, dated March 23, 1999
incorporated by reference to the Issuer's Annual
Report on Form 10-KSB, filed March 31, 1999.
10.14: Amendment to Deed of Trust by and among EBS Building,
L.L.C., First Bank and First Land Trustee Corp.,
dated March 23, 1999 incorporated by reference to the
Issuer's Annual Report on Form 10-KSB, filed March
31, 1999.
10.15: Amendment to Assignment of Leases and Rents by and
between EBS Building, L.L.C. and First Bank, dated
March 23, 1999 incorporated by reference to the
Issuer's Annual Report on Form 10-KSB, filed March
31, 1999.
10.16 Credit Facility Agreement by and between EBS
Building, L.L.C. and FinPro, L.L.C., dated June 18,
1999, incorporated by reference to the Issuer's
Quarterly Report on Form 10-QSB, filed August 13,
1999.
10.17 Note by and between EBS Building, L.L.C. and FinPro,
L.L.C., dated June 18, 1999, incorporated by
reference to the Issuer's Quarterly Report on Form
10-QSB, filed August 13, 1999.
10.18 Deed of Trust, Security Agreement and Fixture Filing
by and between EBS Building, L.L.C. and FinPro,
L.L.C., dated June 18, 1999, incorporated by
reference to the Issuer's Quarterly Report on Form
10-QSB, filed August 13, 1999.
10.19 Environmental Indemnity Agreement by and between EBS
Building, L.L.C. and FinPro, L.L.C., dated June 18,
1999, incorporated by reference to the Issuer's
Quarterly Report on Form 10-QSB, filed August 13,
1999.
27: Financial Data Schedule.
(b) Reports on Form 8-K. The Issuer did not file any reports on
Form 8-K during the third fiscal quarter.
<PAGE> 11
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
REGISTRANT:
EBS Building, L.L.C.
By: PricewaterhouseCoopers LLP, as Manager
By: /s/ Keith F. Cooper
--------------------------------------
Keith F. Cooper, Partner
Date: November 12, 1999
<PAGE> 12
Exhibit Index
3.1: Articles of Organization of the Issuer filed with the
Delaware Secretary of State on September 24, 1997
incorporated by reference to the Issuer's
Registration Statement on Form 10-SB filed on April
30, 1998, Exhibit 2.1.
3.2: Members Agreement of EBS Building, L.L.C. a Limited
Liability Company, dated as of September 26, 1997
incorporated by reference to the Issuer's
Registration Statement on Form 10-SB filed on April
30, 1998, Exhibit 2.2.
4: See the Members Agreement, referenced as Exhibit 3.2.
10.6: Lease by and among EBS Building, L.L.C., Stifel
Financial Corp. and Stifel, Nicolaus & Company,
Incorporated, dated September 30, 1998 incorporated
by reference to the Issuer's Registration Statement
on Form 10-QSB filed on November 13, 1998, Exhibit
10.6.
10.7: Lease by and between EBS Building, L.L.C. and Edison
Brothers Stores, Inc., dated September 30, 1998
incorporated by reference to the Issuer's
Registration Statement on Form 10-QSB filed on
November 13, 1998, Exhibit 10.7.
10.8: Assignment of Lease by and between EBS Building,
L.L.C. and Edison Brothers Stores, Inc., dated
September 30, 1998 incorporated by reference to the
Issuer's Registration Statement on Form 10-QSB filed
on November 13, 1998, Exhibit 10.8.
10.9: First Amendment to Lease by and among EBS Building,
L.L.C., Stifel Financial Corp. and Stifel, Nicolaus &
Company, Incorporated, dated December 1, 1998,
incorporated by reference to the Issuer's Annual
Report on Form 10-KSB, filed March 31, 1999.
10.10: Second Amendment to Lease by and among EBS Building,
L.L.C., Stifel Financial Corp. and Stifel, Nicolaus &
Company, Incorporated, dated February 1, 1999
incorporated by reference to the Issuer's Annual
Report on Form 10-KSB, filed March 31, 1999.
10.11: First Extension and Modification Agreement by and
between EBS Building, L.L.C. and First Bank dated
March 15, 1999 incorporated by reference to the
Issuer's Annual Report on Form 10-KSB, filed March
31, 1999.
10.12: Second Extension and Modification Agreement by and
between EBS Building, L.L.C. and First Bank dated
March 15, 1999 incorporated by
<PAGE> 13
reference to the Issuer's Annual Report on
Form 10-KSB, filed March 31, 1999.
10.13: Additional Promissory Note, by and between EBS
Building, L.L.C. and First Bank, dated March 23, 1999
incorporated by reference to the Issuer's Annual
Report on Form 10-KSB, filed March 31, 1999.
10.14: Amendment to Deed of Trust by and among EBS Building,
L.L.C., First Bank and First Land Trustee Corp.,
dated March 23, 1999 incorporated by reference to the
Issuer's Annual Report on Form 10-KSB, filed March
31, 1999.
10.15: Amendment to Assignment of Leases and Rents by and
between EBS Building, L.L.C. and First Bank, dated
March 23, 1999 incorporated by reference to the
Issuer's Annual Report on Form 10-KSB, filed March
31, 1999.
10.16 Credit Facility Agreement by and between EBS
Building, L.L.C. and FinPro, L.L.C., dated June 18,
1999, incorporated by reference to the Issuer's
Quarterly Report on Form 10-QSB, filed August 13,
1999.
10.17 Note by and between EBS Building, L.L.C. and FinPro,
L.L.C., dated June 18, 1999, incorporated by
reference to the Issuer's Quarterly Report on Form
10-QSB, filed August 13, 1999.
10.18 Deed of Trust, Security Agreement and Fixture Filing
by and between EBS Building, L.L.C. and FinPro,
L.L.C., dated June 18, 1999, incorporated by
reference to the Issuer's Quarterly Report on Form
10-QSB, filed August 13, 1999.
10.19 Environmental Indemnity Agreement by and between EBS
Building, L.L.C. and FinPro, L.L.C., dated June 18,
1999, incorporated by reference to the Issuer's
Quarterly Report on Form 10-QSB, filed August 13,
1999.
27: Financial Data Schedule.
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> SEP-30-1999
<CASH> 570,885
<SECURITIES> 0
<RECEIVABLES> 364,783
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 650,253
<PP&E> 23,947,063
<DEPRECIATION> (1,450,768)
<TOTAL-ASSETS> 24,952,947
<CURRENT-LIABILITIES> 1,341,293
<BONDS> 6,010,017
0
0
<COMMON> 0
<OTHER-SE> 17,601,637
<TOTAL-LIABILITY-AND-EQUITY> 24,952,947
<SALES> 0
<TOTAL-REVENUES> 3,362,477
<CGS> 0
<TOTAL-COSTS> 3,518,208
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 787,302
<INCOME-PRETAX> (943,033)
<INCOME-TAX> 0
<INCOME-CONTINUING> (943,033)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (943,033)
<EPS-BASIC> (0.09)
<EPS-DILUTED> (0.09)
</TABLE>
