<PAGE> 1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
LACLEDE STEEL COMPANY
For the Quarter Ended DECEMBER 31, 1999 Commission File Number 0-3855
------------------ ------
DELAWARE 43-0368310
- -------------------------------------- -------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
440 NORTH 4TH STREET
SUITE 300
ST. LOUIS, MISSOURI 63102
- -------------------------------------- -------------------------------
(Address of principal executive office) (Zip Code)
(314) 425-1400
-----------------------------
(Registrant's Telephone Number)
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 [ ]
Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of the latest practicable date:
At December 31, 1999, the number of shares outstanding of the registrant's
only class of common stock was 4,056,140 shares with a par value of $.01.
<PAGE> 2
PART 1 - FINANCIAL INFORMATION
Item 1: Financial Statements
LACLEDE STEEL COMPANY
AND SUBSIDIARIES
(DEBTORS-IN-POSSESSION)
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(In Thousands Except Per Share Data)
<TABLE>
<CAPTION>
Three Months Ended
December 31,
------------------
1999 1998
----- -----
<S> <C> <C>
Net sales $ 59,409 $ 68,108
-------- --------
Costs and expenses:
Cost of products sold 56,553 62,953
Selling, general and administrative expenses 2,930 3,217
Depreciation 1,505 1,643
Interest expense (Contractual interest - 1,569 2,452
$2,113 in 1999 and $2,506 in 1998)
Other charges (credits) (373) 9,907
-------- --------
Total 62,184 80,172
-------- --------
Reorganization costs 1,466 910
-------- --------
Loss before income taxes (4,241) (12,974)
Credit for income taxes (25) (18)
-------- --------
Net loss (4,216) (12,956)
Preferred stock dividend requirement -- (94)
(Contractual dividends - $94 in 1999) -------- --------
Net loss available to common stockholders $ (4,216) $(13,050)
======== ========
Basic and diluted net loss per common share $ (1.04) $ (3.22)
======== ========
</TABLE>
See notes to the Consolidated Financial Statements
-2-
<PAGE> 3
LACLEDE STEEL COMPANY
AND SUBSIDIARIES
(DEBTORS-IN-POSSESSION)
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In Thousands)
<TABLE>
<CAPTION>
December 31, September 30,
1999 1999
----------- ------------
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash $ 205 $ 205
Accounts receivable, less allowances 33,211 37,956
Prepaid expenses 2,699 4,130
Inventories:
Finished 34,038 34,298
Semi-finished 8,493 7,082
Raw materials 7,258 4,627
Supplies 10,336 11,593
-------- --------
Total inventories 60,125 57,600
-------- --------
Total current assets 96,240 99,891
-------- --------
NON-CURRENT ASSETS 6,644 6,353
-------- --------
PLANT AND EQUIPMENT, At cost 217,635 218,327
Less - accumulated depreciation 134,563 134,500
-------- --------
Net plant and equipment 83,072 83,827
-------- --------
TOTAL $185,956 $190,071
======== ========
</TABLE>
See notes to the Consolidated Financial Statements
-3-
<PAGE> 4
LACLEDE STEEL COMPANY
AND SUBSIDIARIES
(DEBTORS-IN-POSSESSION)
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In Thousands Except Per Share Data)
<TABLE>
<CAPTION>
December 31, September 30,
1999 1999
----------- ------------
<S> <C> <C>
LIABILITIES AND STOCKHOLDERS' DEFICIT
LIABILITIES NOT SUBJECT TO COMPROMISE:
CURRENT LIABILITIES
Accounts payable and accrued expenses $ 14,100 $ 10,421
Accrued compensation 3,560 4,162
Current portion of long-term debt 57,127 61,877
Other 3,201 2,955
--------- ---------
Total current liabilities 77,988 79,415
--------- ---------
NON-CURRENT LIABILITIES 6,453 6,392
--------- ---------
LIABILITIES SUBJECT TO COMPROMISE:
Accounts payable & accrued expenses 50,323 50,294
Accrued postretirement medical benefits 70,259 70,626
Accrued costs of pension plans 42,241 40,341
Long-term debt 25,990 25,990
Other 2,904 2,999
--------- ---------
Total liabilities subject to compromise 191,717 190,250
--------- ---------
STOCKHOLDERS' DEFICIT:
Preferred stock, no par value, authorized 2,000,000
shares; issued and outstanding 416,667 shares 83 83
Common stock, $0.01 par value, authorized 25,000,000
shares; issued and outstanding 4,056,140 shares 41 41
Capital in excess of par value 59,420 59,420
Accumulated deficit (124,688) (120,472)
Minimum pension liability adjustment (25,058) (25,058)
--------- ---------
Total stockholders' deficit (90,202) (85,986)
--------- ---------
TOTAL $ 185,956 $ 190,071
========= =========
</TABLE>
See notes to the Consolidated Financial Statements
-4-
<PAGE> 5
LACLEDE STEEL COMPANY
AND SUBSIDIARIES
(DEBTORS-IN-POSSESSION)
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(In Thousands)
<TABLE>
<CAPTION>
Three Months Ended
December 31,
--------------------
1999 1998
--------- --------
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (4,216) $(12,956)
Adjustments to reconcile net loss to
net cash provided by operating activities:
Depreciation 1,505 1,643
Reorganization items 1,466 910
Other charges (credits) (373) 11,738
Changes in assets and liabilities that provided (used) cash:
Accounts receivable 4,745 3,447
Inventories (2,525) 11,084
Accounts payable and accrued expenses 2,214 564
Accrued pension cost 1,919 2,041
Pension cash funding -- (604)
Accrued postretirement medical benefits (367) (798)
Other assets and liabilities 1,334 3,242
--------- --------
Net cash provided by operating activities
before Reorganization Items 5,702 20,311
Operating Cash Flow from Reorganization Items -
Bankruptcy related professional fees paid (377) (510)
--------- --------
Net cash provided by operating activities 5,325 19,801
--------- --------
Cash flows provided by investing activities:
Capital expenditures (1,196) (232)
Proceeds from sale of assets 621 789
--------- --------
Net cash provided by (used in) investing activities (575) 557
--------- --------
Cash flows from financing activities:
Net repayments under bank facility (4,750) (20,171)
Payment of financing costs -- (100)
--------- --------
Net cash used in financing activities (4,750) (20,271)
--------- --------
Cash:
Net increase during the period -- 87
At beginning of year 205 192
--------- --------
At end of period $ 205 $ 279
========= ========
</TABLE>
See notes to the Consolidated Financial Statements
-5-
<PAGE> 6
LACLEDE STEEL COMPANY AND SUBSIDIARIES
(DEBTORS-IN-POSSESSION)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS FOR THE
THREE MONTHS ENDED DECEMBER 31, 1999 AND 1998
- --------------------------------------------------------------------------------
1. GENERAL
The accompanying unaudited consolidated financial statements include the
accounts of Laclede Steel Company and its subsidiaries (the "Company"). All
intercompany accounts and transactions have been eliminated. The
consolidated financial statements reflect all adjustments (such adjustments
are of a normal recurring nature unless otherwise disclosed in these
interim financial statements) which are in the opinion of management
necessary for a fair statement of the results for the interim periods.
The results of operations for the three months ended December 31, 1999 are
not necessarily indicative of the results to be expected for the full
fiscal year ending September 30, 2000. The financial results for the fiscal
year ending September 30, 2000 are subject to annual audit. The Quarterly
Report on Form 10-Q should be read in conjunction with the Company's Annual
Report on Form 10-K for the fiscal year ended September 30, 1999.
2. BANKRUPTCY PROCEEDINGS
On November 30, 1998, as a result of deterioration in steel demand and
selling prices, recurring losses, capital deficiency and funding
requirements of its defined benefit pension plans, Laclede Steel Company
and subsidiaries filed voluntary petitions for reorganization under Chapter
11 of the United States Bankruptcy Code (the "Code"). The Company is
operating as debtors-in-possession under the Code, which protects it from
its creditors pending reorganization under the jurisdiction of the
Bankruptcy Court. As a debtors-in-possession, the Company is authorized to
operate its business but may not engage in transactions outside the
ordinary course of business without approval of the Bankruptcy Court. A
statutory creditors committee has been appointed in this Chapter 11 case.
As part of the Chapter 11 reorganization process, the Company has attempted
to notify all known or potential creditors of the Chapter 11 filing for the
purpose of identifying all prepetition claims against the Company.
In the Chapter 11 case, substantially all of the liabilities as of the
filing date are subject to settlement under a plan of reorganization.
Generally, actions to enforce or otherwise effect repayment of all
prepetition liabilities as well as all pending litigation against the
Company are stayed while the Company continues its business operations as
debtors-in-possession. Schedules have been filed by the Company with the
Bankruptcy Court setting forth the assets and liabilities of the debtors as
of the filing date as reflected in the Company's accounting records.
Differences between amounts reflected in such schedules and claims filed by
creditors will be investigated and amicably resolved or adjudicated before
the Bankruptcy Court. The ultimate amount and settlement terms for such
liabilities are subject to a plan of reorganization, and accordingly, are
not presently determinable.
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<PAGE> 7
Under the Bankruptcy Code, the Company may elect to assume or reject real
estate leases, employment contracts, personal property leases, service
contracts and other executory pre-petition contracts, subject to Bankruptcy
Court review. The Company cannot presently determine or reasonably estimate
the ultimate liability that may result from rejecting leases or from filing
of claims for any rejected contracts, and no provisions have been made for
these items.
The Company expects the Pension Benefit Guaranty Corporation ("PBGC") to
assume its obligations under its defined benefit pension plans for its
salaried and hourly employees, which would result in the PBGC becoming one
of its largest unsecured creditors. The termination of these plans will be
an integral part of the plan of reorganization. As of November 30, 1998,
the Company had a significant unfunded obligation related to these pension
plans. The Company has made no contributions to the pension plans since
filing Chapter 11 on the basis that the Company believes prepetition
pension obligations can only be paid with Bankruptcy Court approval or as
part of a plan of reorganization. The disposition of the Company's
postretirement medical obligations has not as yet been determined and these
obligations have been included as liabilities subject to compromise.
Pursuant to the provisions of the Bankruptcy Code, the Company continues to
incur the cost of the postretirement medical plans. The Bankruptcy Court
has approved the payment of certain prepetition liabilities such as
employee wages and benefits. The Bankruptcy Court has also allowed for the
retention of legal and financial professionals. These professional fees
represent the majority of reorganization items recorded in the consolidated
statements of operations and, to the extent unpaid, are liabilities not
subject to compromise.
At the time of filing Chapter 11, the Company's receivables, inventory, and
certain plant and equipment were pledged as collateral under a Loan and
Security Agreement with a bank group. Subsequent to the filing, with the
approval of the Bankruptcy Court, the Company entered into an amended Loan
And Security Agreement with BankAmerica (the "DIP Facility"), which
provides for borrowing up to $85 million. The DIP Facility provides for
revolving credit based on eligible receivables and inventory similar to the
previous Loan and Security Agreement. In addition, virtually all assets of
the Company have been granted as collateral to the Loan and Security
Agreement, except for certain assets of Laclede Chain Manufacturing
Company. As of December 31, 1999 the Company had unused availability under
the DIP Facility of approximately $7.2 million.
The Company's consolidated financial statements have been prepared in
accordance with the American Institute of Certified Public Accountants
(AICPA) Statement of Position 90-7, "Financial Reporting by Entities in
Reorganization Under the Bankruptcy Code". In addition the consolidated
financial statements have been prepared using accounting principles
applicable to a going concern, which contemplates the realization of assets
and the payment of liabilities in the ordinary course of business. As a
result of the Chapter 11 filing, such realization of assets and liquidation
of liabilities is subject to uncertainty. The financial statements include
reclassifications made to reflect the liabilities which have been deferred
under the Chapter 11 proceedings as "Liabilities Subject to Compromise".
Certain accounting and business practices have been adopted that are
applicable to companies that are operating under Chapter 11.
-7-
<PAGE> 8
The Company intends to present a plan of reorganization to the Bankruptcy
Court to reorganize the Company's businesses and to restructure the
Company's obligations. Under the provisions of the Bankruptcy Code, the
Company had the exclusive right to file such plan at any time during the
120-day period following November 30, 1998. The Company has sought an
extension which if approved by the Bankruptcy Court will extend the
exclusive right of the Company to file a plan of reorganization until March
31, 2000. While management believes the Company has made adequate provision
for the liabilities to be incurred in connection with Chapter 11 claims,
there can be no assurance as to the amount of the ultimate liabilities, the
impact of such liabilities on a plan of reorganization or how such
liabilities will be treated in a plan of reorganization. The Company's
continued existence is also dependent on its ability to achieve future
profitable operations, the assumption of the Company's obligations under
its defined benefit plans by the PBGC, and continued compliance with all
debt covenants under the DIP Facility.
3. OTHER CHARGES (CREDITS)
Unusual charges (credits) in the quarter included the following (thousands
of dollars):
<TABLE>
<CAPTION>
December 31,
--------------------------
1999 1998
------- ---------
<S> <C> <C>
Sale of Madison, IL Facility $ (373) $ -
Curtailment Loss on Pensions - 11,738
Lawsuit Settlement - Electrodes - (1,831)
------ --------
Total $ (373) $ 9,907
====== ========
</TABLE>
In December 1999, the Company sold property in Madison, Illinois for $621
thousand which resulted in a gain of $373 thousand.
Due to the probability that the hourly and salaried pension plans will be
terminated by the PBGC, the Company recorded an $11.7 million curtailment
loss in the quarter ended December 31, 1998. The Company recorded income of
$1.8 million in the December 31, 1998 quarter from settlements in
connection with class action lawsuits involving electrode manufacturers.
4. PER SHARE DATA
Per share amounts have been calculated based on weighted average shares
outstanding of 4,056,140. Prior to the bankruptcy filing, net loss per
share was computed by dividing the net loss after deducting preferred
dividend requirements by the weighted average shares of common stock
outstanding.
* * * * * *
-8-
<PAGE> 9
ITEM 2.
LACLEDE STEEL COMPANY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
- --------------------------------------------------------------------------------
The discussion and analysis below should be read in conjunction with the
unaudited consolidated financial statements of the Company and the notes to the
unaudited consolidated financial statements included elsewhere in the Form 10-Q.
As described in Note 2 to the unaudited consolidated financial statements, the
Company filed voluntary petitions for reorganization under Chapter 11 of the
United States Bankruptcy Code on November 30, 1998. For more information see
Note 2 as well as the Company's Annual Report on Form 10-K for the fiscal year
ended September 30, 1999.
Liquidity and Capital Resources
During the three months ended December 31, 1999, operating activities provided
$5.7 million in cash reflecting decreases in accounts receivable of $4.7
million, increases in accounts payable and accrued expenses of $2.2 million, and
increases in accrued pension cost of $1.9 million.
Cash flow used in financing activities consisted of a $4.8 million net reduction
in revolving credit borrowings under the Company's bank facility.
Under the terms of the Bankruptcy case, liabilities in the amount of $191.7
million are subject to compromise under a plan of reorganization. Pursuant to
the provisions of the Bankruptcy Code and during the pendency of the Bankruptcy
proceeding, the Company does not intend to make contributions to its pension
plans. Generally, actions to enforce or otherwise effect repayment of all
prepetition liabilities as well as all pending litigation against the Company
are stayed while the Company continues its business operations as
debtors-in-possession. The ultimate amount and settlement terms for such
liabilities are subject to a plan of reorganization, and accordingly, are not
presently determinable.
The Company's projections indicate that availability under the
debtor-in-possession facility should be adequate to finance its operations until
exit from bankruptcy, assuming no material reduction in the company's sales or
increase in overall costs of operations. In addition, the facility should be
adequate to finance all planned capital expenditures, which, under terms
of the DIP Facility, cannot exceed $3.9 million for the six months ending June
30, 2000.
Although the Company believes that anticipated cash flows from future operations
and borrowings under the DIP Facility should provide sufficient liquidity for
the Company to meet its debt service requirements, satisfy covenants under the
DIP Facility and fund ongoing operations, there can be no assurance these or
other possible sources will be adequate.
-9-
<PAGE> 10
Results of Operations
Net Sales:
Net sales decreased by $8.7 million or 12.8% in the quarter ended December 31,
1999 compared to the same period of the prior year. Steel shipments remained
relatively level for the 1999 and 1998 fiscal quarters ended December 31;
however, average sales prices for all steel products decreased 7.1% in the
quarter ended December 31, 1999. Chain product sales sustained a 34.8% decrease
compared to the same quarter of the prior year due to reduced sales of anti-skid
devices for trucks and automobiles, which were adversely affected by a mild
winter.
The cost of products sold decreased $6.4 million or 10.2% in the quarter ended
December 31, 1999 compared to the same period of the prior year. This reflects
slightly lower scrap cost and lower chain product sales discussed above.
Operating Expenses:
Selling, general and administrative expenses decreased from $3.2 million for the
quarter ended December 31, 1998 to $2.9 million for the quarter ended December
31, 1999, primarily as a result of reductions in the salaried workforce.
The decrease of $.9 million in interest expense is reflective of a decreased
average outstanding balance as well as the discontinuance on November 30, 1998
of recording interest expense on unsecured and undersecured prepetition debt
pursuant to SOP 90-7. Contractual interest was $2.1 million and $2.5 million for
the quarters ended December 31, 1999 and 1998, respectively.
As discussed in Note 3, the Company recorded other credits of $373 thousand in
the three months ended December 31, 1999 relating to the sale of a facility, and
received proceeds from the settlement of a lawsuit of $1.8 million in the
quarter ended December 31, 1998. Due to the probability that the hourly and
salaried pension plans will be terminated by the PBGC, the Company recorded an
$11.7 million curtailment loss in the quarter ended December 31, 1998. (See
Notes to the Unaudited Consolidated Financial Statements.)
Year 2000:
Y2K Subsequent Events - On December 31, 1999 the Company completed a systematic
shut down of its Alton Plant Operations and successfully completed a systematic
start-up on January 1, 2000 without any material effects to the Company or its
operations. As of the filing date of this form 10-Q for December 31, 1999, no
significant customer, vendor or operational issues relating to year 2000
readiness have arisen that would have a material effect on the Company, its
operations, financial position, or cash flow in future periods.
Based on the Company's current assessment, the costs of addressing potential
problems are not currently expected to have a material adverse impact on the
Company's financial position, results of operations or cash flows in future
periods. If the Company or its customers or vendors identify year 2000 issues in
the future, however, and are unable to resolve such issues in a timely manner,
it could result in a material financial risk. Accordingly, the Company plans to
devote the necessary resources to resolve any remaining significant year 2000
issues in a timely manner.
-10-
<PAGE> 11
CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE PRIVATE
SECURITIES LITIGATION REFORM ACT OF 1995
The foregoing Management's Discussion and Analysis and other portions of this
report on Form 10-Q and previous reports, contain various "forward-looking
statements" within the meaning of Section 27A of the Securities Act of 1933, as
amended, and Sections 21E of the Securities Exchange Act of 1934, as amended,
which represent the Company's expectations or beliefs concerning future events,
including the following: statements regarding the overall demand for steel;
statements regarding the ability to maintain sales prices; statements regarding
productivity improvement programs; statements regarding the Company's
profitability; statements regarding future borrowing capacity; statements
regarding Year 2000 compliance and statements regarding future pension funding
requirements. In addition, statements containing expressions such as "believes,"
"anticipates" or "expects" used in the Company's periodic reports on Forms 10-K,
10-Q and 8-K filed with the SEC are intended to identify forward-looking
statements.
Forward-looking statements by the Company and its management are based on
estimates, projections, beliefs and assumptions of management and are not
guarantees of future performance. The Company 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. The Company cautions that
these and similar statements included in this report and in previously filed
periodic reports including reports filed on Forms 10-K, 10-Q and 8-K and further
qualified by important factors that could cause actual results to differ
materially from those in the forward-looking statement, including, without
limitation, the following: decline in sales prices for steel products; increases
in the cost of steel scrap; failure to obtain significant benefits from the
Company's cost reduction and productivity improvement programs; increased
domestic or foreign steel competition; decreases in the market value of the
Company's qualified pension plan assets; increases in financing costs, labor
relations, and adverse developments arising from the Chapter 11 proceedings and
adverse developments in the timing or results from the Company's current
business plan.
-11-
<PAGE> 12
PART II - OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits
(3)(a) Registrant's Certificate of Incorporation as restated October 28,
1996. (Incorporated by reference to Exhibit (3) in Registrant's
Quarterly Report on Form 10-Q for September 30, 1996.)
(3)(b) By-laws of Registrant amended October 21, 1998. (Incorporated by
reference to Exhibit (3)(b) in Registrant's Form 10-K for the
Transition Period January 1, 1998 to September 30, 1998.)
(4)(a) Registrant's Postpetition Loan and Security Agreement dated
December 1, 1998. (Incorporated by reference to Exhibit (4)(e) in
Registrant's Form 10-K for the Transition Period January 1, 1998
to September 30, 1998.)
(4)(b) First Amendment to Postpetition Loan and Security Agreement dated
December 23, 1998. (Incorporated by reference to Exhibit (4)(f)
in Registrant's Form 10-K for the Transition Period January 1,
1998 to September 30, 1998.)
(4)(c) Second Amendment to Postpetition Loan and Security Agreement
dated July 1, 1999. (Incorporated by reference to Exhibit (4) (e)
in Registrant's Quarterly Report on Form 10-Q for the period
ended June 30, 1999.)
(4)(d) Third Amendment to Postpetition Loan and Security Agreement dated
December 17, 1999. (Incorporated by reference to Exhibit (4) (d)
in Registrant's Form 10-K for the fiscal year ended September 30,
1999.)
(b) Reports on Form 8-K - None
-12-
<PAGE> 13
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
LACLEDE STEEL COMPANY
- --------------------------------------------------------------------------------
/s/ Michael H. Lane
--------------------------------------
Michael H. Lane
Executive Vice President
Chief Financial Officer
Duly Authorized Officer and
Principal Financial Officer
Date: February 11, 2000
------------------------
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-2000
<PERIOD-START> OCT-01-1999
<PERIOD-END> DEC-31-1999
<CASH> 205
<SECURITIES> 0
<RECEIVABLES> 36,109
<ALLOWANCES> 2,898
<INVENTORY> 60,125
<CURRENT-ASSETS> 96,240
<PP&E> 217,635
<DEPRECIATION> 134,563
<TOTAL-ASSETS> 185,956
<CURRENT-LIABILITIES> 77,988
<BONDS> 83,117
0
83
<COMMON> 41
<OTHER-SE> (90,326)
<TOTAL-LIABILITY-AND-EQUITY> 185,956
<SALES> 59,409
<TOTAL-REVENUES> 59,409
<CGS> 56,553
<TOTAL-COSTS> 59,151
<OTHER-EXPENSES> 2,930
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,569
<INCOME-PRETAX> (4,241)
<INCOME-TAX> (25)
<INCOME-CONTINUING> (4,216)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (4,216)
<EPS-BASIC> (1.04)
<EPS-DILUTED> (1.04)
</TABLE>
