UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the Quarterly period ended September 30, 1997
OR
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 1-7865
HMG/COURTLAND PROPERTIES, INC.
(Exact name of small business issuer as specified in its charter)
Delaware 59-1914299
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2701 S. Bayshore Drive, Coconut Grove, Florida 33133
(Address of principal executive offices) (Zip Code)
305-854-6803
(Registrant's telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year,
if changed since last report)
Check whether the issuer (1) has filed all reports required to be filed
by Sections 13 or 15 (d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days. Yes x No
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Check whether the registrant filed all documents and reports required
to be filed by Sections 12, 13, or 15 (d) of the Exchange Act after the
distribution of securities under a plan confirmed by court. Yes ___ 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.
1,166,835 Common shares were outstanding as of October 31, 1997.
<PAGE>
HMG/COURTLAND PROPERTIES, INC.
Index
PAGE
NUMBER
PART I. Financial Information
Item 1. Financial Statements
Condensed Consolidated Balance Sheets
September 30, 1997 (Unaudited) and December 31, 1996 1
Condensed Consolidated Statements of Operations
Three and Nine Months Ended September 30, 1997 and 1996 (Unaudited) 2
Condensed Consolidated Statements of Cash Flows
Nine Months Ended September 30, 1997 and 1996 (Unaudited) 3
Notes to Condensed Consolidated Financial Statements (Unaudited) 4
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 5
PART II. Other Information
Item 1. Legal Proceedings 7
Item 2. Reports on Form 8-K 8
<PAGE>
<TABLE>
<CAPTION>
HMG/COURTLAND PROPERTIES, INC. AND SUBSIDIARIES Part I Financial Information
Item I Financial Statements
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
September 30, December 31,
1997 1996
------------ ------------
ASSETS
Investment Properties, net of accumulated depreciation:
<S> <C> <C>
Commercial and Industrial $3,311,939 $3,044,789
Hotel and Club Facility 7,425,873 8,086,619
Yacht Slips 1,557,675 1,708,307
Land Held for Development 5,157,172 6,712,173
------------ ------------
Total investment properties, net 17,452,659 19,551,888
Investments In and Receivables From Unconsolidated Entities 4,268,320 3,088,925
Notes and Advances Due From Related Parties 1,427,528 1,396,068
Mortgage Loans, Notes and Other Receivables 1,816,658 193,523
Cash and Cash Equivalents 216,562 1,389,546
Cash Restricted 331,631 1,000,000
Other Assets 1,107,921 849,765
============ ============
TOTAL ASSETS $26,621,279 $27,469,715
============ ============
LIABILITIES & STOCKHOLDERS' EQUITY
Accounts Payable and Accrued Expenses 886,539 1,621,924
Mortgages and Notes payable 10,180,359 10,084,395
Other Liabilities 2,070,036 2,072,319
------------ ------------
TOTAL LIABILITIES 13,136,934 13,778,638
Minority interests 121,778
------------ ------------
STOCKHOLDERS' EQUITY
Preferred Stock, no par value; 2,000,000 shares
authorized; none issued
Common Stock, $1 par value; 1,500,000 shares authorized;
1,245,635 shares issued and outstanding 1,245,635 1,245,635
Additional Paid-in Capital 26,283,222 26,283,222
Undistributed Gains From Sales of Real Estate, net of losses 33,861,891 33,288,537
Undistributed Losses From Operations (46,909,941) (46,251,633)
------------ ------------
14,480,807 14,565,761
Less: Treasury Stock, at cost (78,800 shares) (996,462) (996,462)
------------ ------------
TOTAL STOCKHOLDERS' EQUITY 13,484,345 13,569,299
============ ============
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $26,621,279 $27,469,715
============ ============
</TABLE>
See notes to condensed consolidated financial statements
1
<PAGE>
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
(UNAUDITED) Three months ended Nine months ended
September 30, September 30,
1997 1996 1997 1996
----------- ----------- ----------- -----------
REVENUES
<S> <C> <C> <C> <C>
Rentals and related revenue $438,414 $353,218 $1,343,389 $991,155
Hotel, club and marina revenues 118,202 1,359,139 411,075 4,977,892
Gain (loss) from sale of marketable securities 55,057 (26,548) 63,927 252,908
Gain from unconsolidated entities 16,565 7,303 620,328 96,322
Interest from invested cash and other 264,310 38,576 572,111 146,696
----------- ----------- ----------- -----------
Total revenues 892,548 1,731,688 3,010,830 6,464,973
----------- ----------- ----------- -----------
EXPENSES
Operating expenses:
Rental Properties and other 215,953 410,046 651,965 1,014,286
Hotel, club and marina expenses:
Payroll and related expenses 49,878 746,074 164,568 2,316,259
Cost of food and beverage 285,681 960,178
Administrative and general expenses 78,888 684,439 401,140 2,297,352
Advisor's fee 218,751 218,751 656,253 656,253
General and administrative 125,157 89,566 414,000 333,839
Directors' fees and expenses 17,545 19,583 54,492 48,913
Depreciation and amortization 268,438 290,063 815,878 861,289
----------- ----------- ----------- -----------
Total operating expenses 974,610 2,744,203 3,158,296 8,488,369
Interest expense 240,590 237,735 695,554 687,870
Minority partners' interests in operating
losses of consolidated entities (77,527) (3,345) (184,712) (88,808)
----------- ----------- ----------- -----------
Total expenses 1,137,673 2,978,593 3,669,138 9,087,431
----------- ----------- ----------- -----------
Loss before sales of real estate (245,125) (1,246,905) (658,308) (2,622,458)
Gain on sales of real estate, net 270,830 813,377 573,354 763,168
----------- ----------- ----------- -----------
Net Income (loss) $25,705 ($433,528) ($84,954) ($1,859,290)
=========== =========== =========== ===========
Net Income (loss) Per Common Share
(Based on 1,166,835 weighted average shares outstanding)
$0.02 ($0.37) ($0.07) ($1.59)
=========== =========== =========== ===========
</TABLE>
See notes to condensed consolidated financial statements
2
<PAGE>
HMG/COURTLAND PROPERTIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
(UNAUDITED) Nine months ended
September 30,
1997 1996
----------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S> <C> <C>
Net loss ($84,954) ($1,859,290)
Adjustments to reconcile net loss to net cash used in
operating activities:
Depreciation and amortization 815,878 861,289
Gain from unconsolidated entities (620,328) (96,322)
Gain on sales of real estate, net (573,354) (763,168)
Gain from sales of marketable securities, net (63,927) (252,908)
Minority partners' interest in operating losses (184,712) (88,808)
Changes in assets and liabilities:
(Increase) decrease in other assets (334,709) 25,898
Increase in due from affiliates (31,460) (88,989)
(Decrease) increase in accounts payable and accrued expenses (735,386) 156,699
Increase in other liabilities 666,086 111,837
----------- -----------
Total adjustments (1,061,912) (134,472)
----------- -----------
Net cash used in operating activities (1,146,866) (1,993,762)
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Aquisitions and improvements of properties (624,740) (235,441)
Net proceeds from disposals of properties 2,590,142 1,953,110
Increase in mortgage loans, notes and other loans receivable (1,377,006) 20,134
Net contributions to unconsolidated entities (559,067) (276,798)
Net proceeds from sales and redemptions of securities 78,129 344,330
Increase in investments in securities (13,891) (91,760)
----------- -----------
Net cash provided by investing activities 93,567 1,713,575
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayment of mortgages and notes payables (1,151,646) (338,918)
Additions to mortgages and notes payables 1,247,610 1,834,514
Net distributions to minority partners (215,649) (770,576)
----------- -----------
Net cash (used in) provided by financing activities (119,685) 725,020
----------- -----------
Net (decrease) increase in cash and cash equivalents (1,172,984) 444,833
Cash and cash equivalents at beginning of the period 1,389,546 1,094,999
----------- -----------
Cash and cash equivalents at end of the period $216,562 $1,539,832
=========== ===========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for interest $696,000 $688,000
=========== ===========
</TABLE>
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING ACTIVITIES:
The Company leased its Grove Isle Facility in November 1996 and received an
initial payment (as defined) of $1,000,000. The use of these funds is restricted
per agreement and accordingly this amount has been recorded as restricted cash
and included in other liabilities. As of September 30, 1997 the remaining
balance of this amount is approximately $332,000.
See notes to condensed consolidated financial statements
3
<PAGE>
HMG/COURTLAND PROPERTIES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
In the opinion of the Company, the accompanying unaudited condensed
consolidated financial statements include all adjustments (consisting only of
normal recurring accruals) which are necessary for a fair presentation of the
results for the periods presented. Certain information and footnote disclosures
normally included in the financial statements prepared in accordance with
generally accepted accounting principles have been condensed or omitted. It is
suggested that these condensed consolidated financial statements be read in
conjunction with the Company's Annual Report for the year ended December 31,
1996. The results of operations for the three and nine months ended September
30, 1997 are not necessarily indicative of the results to be expected for the
full year.
2. GAIN ON SALES OF REAL ESTATE, NET
In January 1997, The Grove Towne Center-Texas, Ltd. sold approximately
three (3) acres of vacant land located in Houston, Texas for approximately
$823,000. The Company recognized a net gain of approximately $146,000.
In January 1997, HMG-Fieber Associates sold its property located in
Springfield, Massachusetts for $937,000. The sales proceeds included a purchase
money mortgage note of $865,000. This mortgage matures in January 1998 and bears
interest at prime plus 2%. As required under the installment method of
accounting for sales of real estate the venture recognized a gain of
approximately $60,000. The Company recognized a net gain of approximately
$35,000.
In February 1997, The Grove Towne Center-Texas, Ltd. sold
approximately one (1) acre of vacant land located in Houston, Texas for
approximately $244,000. The Company recognized a net gain of approximately
$68,000.
In March 1997, HMG-Fieber Associates sold its property located in
Vestal, New York for $350,000 and recognized a gain of approximately $226,000.
The Company recognized a net gain of approximately $132,000.
In March 1997, the Company sold approximately seven (7) acres of
vacant land located in Houston, Texas for $352,000 and recognized a net gain on
the sale of approximately $37,000.
In July 1997, the Company sold approximately two (2) acres of vacant
land located in Houston, Texas for $645,000 and recognized a net gain on the
sale of approximately $94,000.
In August 1997, HMG-Fieber Associates sold its property located in
Presque Isle, Maine for $150,000 and recognized a gain of approximately
$103,000. The Company recognized a net gain of approximately $60,000.
(4)
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
Total revenues for the three and nine months ended September 30, 1997,
as compared to that of the same periods in 1996, decreased approximately
$839,000 (48%) and $3.5 million (53%), respectively. Total expenses for the same
comparable periods decreased by approximately $1.8 million (62%) and $5.4
million (60%), respectively.
REVENUES
Rentals and related revenue for the three and nine months ended
September 30, 1997, as compared to that of the same periods in 1996, increased
by approximately $85,000 (24%) and $352,000 (36%), respectively. This increase
was primarily attributable to increased rental income from the Grove Isle
property which was leased to an unaffiliated tenant commencing in November 1996.
Hotel, club and marina revenues consisted of hotel rooms revenue, food
and beverage revenue, club membership dues and revenues from marina operations.
As previously reported, the Grove Isle property has been operated by an
unaffiliated tenant since November 1996. The marina at Grove Isle continues to
be operated by a consolidated affiliate of the Company.
For the three and nine months ended September 30, 1997, hotel, club
and marina revenues decreased by approximately $1.2 million (91%) and $4.6
million (92%), respectively, as compared to that of the same periods in 1996.
This was attributable to the aforementioned lease in November 1996.
For the three and nine months ended September 30, 1997, gain from
sales of marketable securities increased by approximately $82,000 and decreased
by approximately $189,000, respectively, as compared to that of the same periods
in 1996. The Company sells marketable securities in the ordinary course of
business and these fluctuations are not unusual.
For the three and nine months ended September 30, 1997, gain from
unconsolidated entities increased by approximately $9,000 and $524,000,
respectively, as compared to that of the same periods in 1996. The increase for
the nine months periods is attributable to increased gains of T.G.I.F. Texas,
Inc., a 49% owned investment of Courtland Investments, Inc.
For the three and nine months ended September 30, 1997, interest from
invested cash, dividends and other increased by approximately $226,000 and
$425,000, respectively, as compared to that of the same periods in 1996. This
increase is primarily attributable to the gain on sale of a boat slip of
approximately $108,000 in February 1997 and a net gain of approximately $203,000
from the forfeiture of a non-refundable deposit in July 1997.
EXPENSES
Operating expenses of rental properties and other for the three and
nine months ended September 30, 1997, as compared to that of same periods in
1996, decreased by approximately $194,000 (47%) and $362,000 (36%),
respectively. This decrease was primarily attributable to decreased real estate
taxes of HMG-Fieber Associates as the result of sales of properties, and also
due to decreased insurance costs at the Grove Isle property.
(5)
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(continued)
Hotel, club and marina payroll and related expenses for the three and
nine months ended September 30, 1997 decreased by approximately $696,000 (93%)
and $2.2 million (93%), respectively, as compared to that of the same periods in
1996. Also, cost of food and beverage decreased to zero after November 1996.
These decreases were attributable to the aforementioned lease of the Grove Isle
property.
Hotel, club and marina administrative and general expenses for the
three and nine months ended September 30, 1997, decreased by approximately
$606,000 (88%) and $ 1.9 million (83%), respectively, as compared to that of the
same period in 1996. This was also attributable to the aforementioned lease of
the Grove Isle property.
For the three and nine months ended September 30, 1997, general and
administrative expenses increased by approximately $36,000 (40%) and $80,000
(24%), respectively, as compared to that of the same periods in 1996. These
increases are primarily the result of increased other taxes and shareholder
relations costs.
For the three and nine months ended September 30, 1997, minority
partners' interest in losses of consolidated entities increased by approximately
$74,000 and $96,000, respectively, as compared to that of the same periods in
1996. These increases are primarily due to decreased gains from HMG-Fieber, and
increased operating losses from The Grove Towne Center Partnership.
All other expenses for the three and nine months ended September 30,
1997, as compared to that of the same periods in 1996 remained consistent.
LIQUIDITY AND CAPITAL RESOURCES
The Company's material commitments primarily consist of maturities of
debt obligations. The funds necessary to meet these obligations are expected
from the proceeds of sales of properties, refinancing, distributions from
investments and available cash. In addition, the Company intends to continue to
seek opportunities for investment in income producing properties.
MATERIAL COMPONENTS OF CASH FLOWS
For the nine months ended September 30, 1997, net cash provided by
investing activities was approximately $94,000. This consisted primarily of net
proceeds from disposals of properties of approximately $2.6 million partially
offset by increased mortgage loans and notes receivable of approximately $1.4
million, net contributions to unconsolidated entities of approximately $559,000
and acquisitions/improvements of properties of approximately $625,000.
For the nine months ended September 30, 1997, net cash used in
financing activities was approximately $120,000. This consisted primarily of
repayment of mortgages payable of approximately $1.2 million and distributions
to minority partners of approximately $216,000. These uses of cash were
partially offset by additions to mortgages and notes payable of approximately
$1.3 million.
(6)
<PAGE>
PART II. OTHER INFORMATION
Item I. Legal Proceedings
As previously disclosed in the Company's Annual Report on Form 10-KSB
for the fiscal year ended December 31, 1996 on April 4, 1997, and in Form 10-QSB
for the period ended June 30, 1997 on August 13, 1997, the Company made certain
claims and took certain other actions against Lee Gray, a former officer and
Director of the Company, Norman A. Fieber, a former Director of the Company, and
certain related parties. The Company's claims and actions arose from the failure
of Messrs. Gray and Fieber to disclose Mr. Gray's interest in the Company's
HMG-Fieber Wallingford Associates and HMG-Fieber Associates joint ventures (the
"Joint Ventures") and the inquiry into Messrs. Gray's and Fieber's failure to
disclose Mr. Gray's interest in HMG- Fieber Associates by a Special Committee
appointed by the Board of Directors (the "Inquiry"). The Company is currently
party, as both plaintiff and defendant, to litigation in three jurisdictions
stemming from the Inquiry and the actions taken by the Company and Courtland
Group, Inc., a Delaware corporation ("CGI"), subsequent to the Inquiry.
HMG Courtland Properties, Inc. v. Lee Gray et al.
On July 2, 1997, the Company filed suit in the Court of Chancery of
the State of Delaware in and for New Castle County against Lee Gray
(individually and as a partner in Martine Avenue Associates), Norman A. Fieber
(individually and as a partner in NAF Associates), Betsy Gray Saffell (Lee
Gray's sister) (individually and as a partner in Martine Avenue Associates),
Martine Avenue Associates, (a New York general partnership in which Mr. Gray and
Mrs. Saffell are the general partners) ("Martine"), NAF Associates (a
Connecticut general partnership in which Mr. Fieber and Martine are general
partners, and the Company's joint venture partner in HMG-Fieber Associates
("NAF"), and The Jim Fieber Trust ( a trust for beneficiaries including Mr.
Fieber and Martine, and the Company's joint venture partner in HMG-Fieber
Wallingford Associates, which has James A Fieber, son of Norman A. Fieber, as
trustee) (the "Trust").
The Company's lawsuit is based on the facts underlying the Board of
Directors' conclusion , based upon the report of the Special Committee following
the Inquiry and in consultation with counsel, that Mr. Gray breached his
fiduciary duties to the Company and CGI by failing to disclose his interest in
the Joint Ventures, and that Mr. Fieber breached his fiduciary duty to the
Company and assisted Mr. Gray by failing to disclose Mr. Gray's interest in the
Joint Ventures. The Company's suit makes the following claims: (i) breach of
fiduciary duty against Mr. Gray; (ii) breach of fiduciary duty against Mr.
Fieber; (iii) aiding and abetting against Mr. Fieber, Mrs. Saffell, Martine, NAF
and the Trust; (iv) usurpation of a corporate opportunity against all
defendants; (v) common law fraud against Messrs. Gray and Fieber; and (vi)
conspiracy against all defendants. Relief being sought by the Company includes:
(i) damages; (ii) imposition of constructive trust for the benefit of the
Company over, and an accounting of, the defendants' interests in the Joint
Ventures; (iii) a recision of the transactions which created the Joint Ventures;
and (iv) a disgorgement of all interests and profits derived by all the
defendants from the Joint Ventures. The Company believes strongly that its
claims are meritorious and intends to vigorously pursue all legal remedies
against all defendants.
Lee Gray v. Maurice Wiener et al.
On May 22, 1997, Lee Gray, a former director and officer and a
shareholder of the Company and a former officer and director and a shareholder
of CGI, which currently serves as the Company's advisor pursuant to an advisory
agreement which expires December 31, 1997, filed suit in the Circuit Court of
the 11th Judicial Circuit in and for Dade County, Florida against the following
defendants: (i) the Company; (ii) all of the directors and certain of the
officers of the Company and of CGI; (iii) CGI; and (iv) HMG Advisory Corp., a
Delaware corporation that will serve as the Company's advisor commencing January
1, 1998 pursuant to the advisory agreement approved by the shareholders at the
Company's Annual Meeting held on June 27, 1997.
(7)
<PAGE>
PART II. OTHER INFORMATION
Item I. Legal Proceedings (continued)
In his lawsuit, Mr. Gray, individually and derivatively as a
shareholder of CGI, alleges, among other things, that his removal as an officer
of the Company, his failure to be nominated for reelection as Director of the
Company, his subsequent removal as an officer and director of CGI and the Board
of Directors' decision not to renew the Company's current advisory agreement
with CGI, were the product of a conspiracy involving certain officers and
Directors of the Company and of CGI who wanted to force Mr. Gray out of the
Company and CGI, and to terminate the Company's advisory agreement with CGI, for
their own financial gain. Mr. Gray has also alleged that he was libeled in the
discussion of the Inquiry and the results thereof in certain documents,
including documents filed with the Securities and Exchange Commission. Mr. Gray
is seeking money damages in excess of $15,000, punitive damages, and temporary
and permanent injunctive relief on the following grounds: (i) breach of
fiduciary duty against the directors and certain of the officers of the Company;
(ii) libel against the Company and the directors and certain of the officers of
the Company; (iii) breach of fiduciary duty against the officers and directors
of CGI; and (iv) tortious interference with an advantageous business
relationship against defendants HMG Advisory Corp. and the officers and
directors of CGI. The Company and its officers and directors believe strongly
that they have meritorious defenses to, and intend to vigorously defend against,
the claims made by Mr. Gray.
Norman A. Fieber v. HMG/Courtland Properties, Inc. et al.
On July 8, 1997, Norman A. Fieber, NAF Associates and James A. Fieber,
Trustee (collectively, the "Fieber Plaintiffs") filed a separate lawsuit against
the Company in the Superior Court of the State of Connecticut,
Fairfield/Bridgeport Judicial District. In their lawsuit, the Fieber Plaintiffs
are seeking a declaratory judgement absolving them of any liability to the
Company on essentially all of the issues and claims being considered in the
Company's lawsuit in Delaware discussed above. The Company intends to vigorously
oppose the Fieber Plaintiffs' declaratory judgment action.
Item II. Exhibits and Reports on Form 8-K
(a) There were no reports on Form 8-K filed for the quarter ended
September 30, 1997.
(8)
<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.
HMG/COURTLAND PROPERTIES, INC.
Dated: November 13, 1997
Lawrence Rothstein
Senior Vice President
Dated: November 13, 1997
Carlos Camarotti
Vice President - Finance
(9)
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000311817
<NAME> HMG/Courtland Properties, Inc.
<S> <C>
<PERIOD-TYPE> 9-mos
<FISCAL-YEAR-END> Dec-31-1996
<PERIOD-END> Sep-30-1997
<CASH> 216,562
<SECURITIES> 0
<RECEIVABLES> 3,244,186
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 21,872,807
<DEPRECIATION> 4,420,148
<TOTAL-ASSETS> 26,621,279
<CURRENT-LIABILITIES> 0
<BONDS> 0
<COMMON> 1,245,635
0
0
<OTHER-SE> 12,238,710
<TOTAL-LIABILITY-AND-EQUITY> 26,621,279
<SALES> 3,010,830
<TOTAL-REVENUES> 3,010,830
<CGS> 0
<TOTAL-COSTS> 3,158,296
<OTHER-EXPENSES> (184,712)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 695,554
<INCOME-PRETAX> (84,954)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (84,954)
<EPS-PRIMARY> (0.07)
<EPS-DILUTED> 0
</TABLE>
