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, 1996
------------------------
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 2-5061
AMPAL-AMERICAN ISRAEL CORPORATION
(Exact name of registrant as specified in its charter)
New York 13-0435685
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1177 Avenue of the Americas, New York, New York 10036
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 782-2100
Former name, former address and former fiscal year, if changed since last
report.
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
The number of shares outstanding of each of the issuer's classes of common
stock is Common - 3,000,000; Class A - 20,521,539 (as of April 30, 1996).
<PAGE>
AMPAL-AMERICAN ISRAEL CORPORATION
Index to Form 10-Q
Page
----
Part I Financial Information
Consolidated Statements of Income...................... 1
Consolidated Balance Sheets............................ 2
Consolidated Statements of Cash Flows.................. 4
Consolidated Statements of Changes in Shareholders'
Equity................................................ 6
Notes to the Consolidated Financial Statements......... 7
Management's Discussion and Analysis of
Financial Condition and Results of Operations......... 8
Part II Other Information...................................... 10
<PAGE>
AMPAL-AMERICAN ISRAEL CORPORATION AND SUBSIDIARIES
- --------------------------------------------------
CONSOLIDATED STATEMENTS OF INCOME
THREE MONTHS ENDED MARCH 31, 1996 1995
- ------------------------------------------------------------------------------
(Dollars in thousands, except per share data) (Unaudited) (Unaudited)
(Note 2)
REVENUES
Equity in (losses) earnings of affiliates
(Note 3)......................................... $ (1,080) $ 2,723
Food processing and manufacturing................. 9,715 11,282
Interest:
Related parties.................................. 2,938 2,211
Others........................................... 555 1,259
Rental income..................................... 3,053 969
Realized and unrealized (losses) gains on
investments...................................... (314) 722
Other............................................. 477 443
-------- --------
Total revenues............................... 15,344 19,609
-------- --------
EXPENSES
Food processing and manufacturing................. 11,517 10,536
Interest:
Related parties.................................. 1,330 786
Others........................................... 3,278 2,937
Rental property operating expenses................ 1,527 110
Minority interests................................ (1,165) (167)
Other............................................. 1,900 1,801
-------- --------
Total expenses............................... 18,387 16,003
-------- --------
(Loss) income before income taxes................. (3,043) 3,606
Income tax (benefit) provision.................... (141) 2,020
-------- --------
NET (LOSS) INCOME............................ $ (2,902) $ 1,586
======== ========
(Loss) earnings per Class A share................. $(.11) $ .06
===== =====
Weighted average number of Class A and
equivalent shares outstanding (in thousands)..... 24,613 25,218
The accompanying notes are an integral part of the consolidated financial
statements.
1
<PAGE>
AMPAL-AMERICAN ISRAEL CORPORATION AND SUBSIDIARIES
- --------------------------------------------------
CONSOLIDATED BALANCE SHEETS
MARCH 31, DECEMBER 31,
ASSETS AS AT 1996 1995
- --------------------------------------------------------------------------------
(Dollars in thousands) (Unaudited) (Note 2)
Cash and cash equivalents......................... $ 12,869 $ 16,694
Deposits, notes and loans receivable:
Related parties................................. 65,487 71,484
Others.......................................... 1,265 1,489
Investments (Note 3).............................. 143,152 142,291
Real estate rental property, less accumulated
depreciation of $5,313 and $4,994................ 57,147 57,289
Property and equipment, less accumulated
depreciation of $9,377 and $8,876................ 18,892 17,920
Other assets...................................... 38,394 42,158
-------- --------
TOTAL ASSETS...................................... $337,206 $349,325
======== ========
The accompanying notes are an integral part of the consolidated financial
statements.
2
<PAGE>
AMPAL-AMERICAN ISRAEL CORPORATION AND SUBSIDIARIES
- --------------------------------------------------
CONSOLIDATED BALANCE SHEETS
LIABILITIES AND MARCH 31, DECEMBER 31,
SHAREHOLDERS' EQUITY AS AT 1996 1995
- --------------------------------------------------------------------------------
(Dollars in thousands) (Unaudited) (Note 2)
LIABILITIES
Notes and loans payable:
Related parties................................. $ 49,488 $ 51,041
Others.......................................... 18,274 17,086
Debentures........................................ 73,467 78,889
Accounts and income taxes payable, accrued
expenses and minority interests.................. 33,741 37,894
-------- --------
Total liabilities......................... 174,970 184,910
-------- --------
SHAREHOLDERS' EQUITY (Note 4)
4% Cumulative, Participating, Convertible
Preferred Stock, $5 par value; authorized
650,000 shares; issued and outstanding
197,438 and 199,030 shares ...................... 987 995
6-1/2% Cumulative, Convertible Preferred
Stock, $5 par value; authorized
4,282,850 shares; issued and
outstanding 1,041,935 and 1,052,599 shares ...... 5,210 5,263
Class A Stock, $1 par value; authorized
60,000,000 shares; issued 21,104,885 and
21,065,392 shares; outstanding 20,499,485
and 20,459,992 shares ........................... 21,105 21,066
Common Stock, $1 par value; authorized, issued
and outstanding 3,000,000 shares ................ 3,000 3,000
Additional paid-in capital ....................... 57,332 57,310
Retained earnings ................................ 82,657 85,559
Treasury Stock, 605,400 shares of Class A Stock,
at cost ......................................... (3,829) (3,829)
Cumulative translation adjustments ............... (4,061) (4,354)
Unrealized loss on marketable securities ......... (165) (595)
-------- --------
Total shareholders' equity ............... 162,236 164,415
-------- --------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY ....... $337,206 $349,325
======== ========
The accompanying notes are an integral part of the consolidated financial
statements.
3
<PAGE>
AMPAL-AMERICAN ISRAEL CORPORATION AND SUBSIDIARIES
- --------------------------------------------------
CONSOLIDATED STATEMENTS OF CASH FLOWS
THREE MONTHS ENDED MARCH 31, 1996 1995
- -------------------------------------------------------------------------------
(Dollars in thousands) (Unaudited) (Unaudited)
Cash flows from operating activities:
Net (loss) income................................ $ (2,902) $ 1,586
Adjustments to reconcile net (loss) income to
net cash provided by operating activities:
Equity in losses (earnings) of affiliates....... 1,080 (2,723)
Realized and unrealized losses (gains) on
investments.................................... 314 (722)
Translation loss................................ 42 62
Depreciation expense............................ 797 587
Amortization expense............................ 1,049 1,184
Minority interests.............................. (1,165) (167)
Decrease (increase) in other assets.............. 2,034 (2,172)
(Decrease) increase in accounts and income
taxes payable, accrued expenses and minority
interests....................................... (2,571) 140
Investments made in trading securities........... (446) (1,419)
Proceeds from sale of trading securities......... 221 3,787
Dividends received from affiliates............... - 3,029
-------- --------
Net cash (used in) provided by operating
activities..................................... (1,547) 3,172
-------- --------
Cash flows from investing activities:
Deposits, notes and loans receivable collected:
Related parties................................. 8,663 13,702
Others.......................................... 285 192
Deposits, notes and loans receivable granted:
Related parties................................. (657) (505)
Others.......................................... (16) (20)
Investments made in:
Available-for-sale securities................... (265) (1,128)
Affiliates and others........................... (2,052) (4,012)
Proceeds from sale of investments:
Others.......................................... 710 5,678
Purchase of property and equipment............... (287) (484)
Purchase of real estate rental property.......... (47) -
-------- --------
Net cash provided by investing activities....... 6,334 13,423
-------- --------
The accompanying notes are an integral part of the consolidated financial
statements.
4
<PAGE>
AMPAL-AMERICAN ISRAEL CORPORATION AND SUBSIDIARIES
- --------------------------------------------------
CONSOLIDATED STATEMENTS OF CASH FLOWS
THREE MONTHS ENDED MARCH 31, 1996 1995
- ------------------------------------------------------------------------------
(Dollars in thousands) (Unaudited) (Unaudited)
Cash flows from financing activities:
Notes and loans payable received:
Related parties................................ $ 200 $ -
Others......................................... 2,888 4,041
Notes and loans payable repaid:
Related parties................................ (1,891) (3,258)
Others......................................... (1,736) (3,725)
Debentures repaid............................... (7,854) (6,449)
-------- --------
Net cash (used in) financing activities........ (8,393) (9,391)
Effect of exchange rate changes on cash
and cash equivalents............................ (219) 321
-------- --------
Net (decrease) increase in cash and cash
equivalents..................................... (3,825) 7,525
Cash and cash equivalents at beginning of period. 16,694 42,104
-------- --------
Cash and cash equivalents at end of period....... $ 12,869 $ 49,629
======== ========
Supplemental Disclosure of Cash Flow Information
Cash paid during the period:
Interest:
Related parties................................ $ 968 $ 425
Others......................................... 2,096 2,227
-------- --------
Total interest paid.......................... $ 3,064 $ 2,652
======== ========
Income taxes paid............................... $ 872 $ 1,055
======== ========
The accompanying notes are an integral part of the consolidated financial
statements.
5
<PAGE>
AMPAL-AMERICAN ISRAEL CORPORATION AND SUBSIDIARIES
- --------------------------------------------------
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
THREE MONTHS ENDED MARCH 31, 1996 1995
- ------------------------------------------------------------------------------
(Dollars in thousands) (Unaudited) (Unaudited)
4% PREFERRED STOCK
Balance, beginning of year....................... $ 995 $ 1,033
Conversion of 1,592 and 823 shares into
Class A Stock................................... (8) (4)
-------- --------
Balance, end of period........................... $ 987 $ 1,029
======== ========
6-1/2% PREFERRED STOCK
Balance, beginning of year....................... $ 5,263 $ 5,575
Conversion of 10,511 and 5,685 shares into
Class A Stock................................... (53) (29)
-------- --------
Balance, end of period........................... $ 5,210 $ 5,546
======== ========
CLASS A STOCK
Balance, beginning of year....................... $ 21,066 $ 20,841
Issuance of shares upon conversion of
Preferred Stock................................. 39 21
-------- --------
Balance, end of period........................... $ 21,105 $ 20,862
======== ========
ADDITIONAL PAID-IN CAPITAL
Balance, beginning of year....................... $ 57,310 $ 57,185
Conversion of Preferred Stock.................... 22 12
-------- --------
Balance, end of period........................... $ 57,332 $ 57,197
======== ========
RETAINED EARNINGS
Balance, beginning of year....................... $ 85,559 $ 89,007
Net (loss) income................................ (2,902) 1,586
-------- --------
Balance, end of period........................... $ 82,657 $ 90,593
======== ========
CUMULATIVE TRANSLATION ADJUSTMENTS
Balance, beginning of year....................... $ (4,354) $ (2,636)
Foreign currency translation adjustment.......... 293 637
-------- --------
Balance, end of period........................... $ (4,061) $ (1,999)
======== ========
UNREALIZED (LOSS) ON MARKETABLE SECURITIES
Balance, beginning of year....................... $ (595) $ (511)
Unrealized gain (loss), net...................... 430 (39)
-------- --------
Balance, end of period........................... $ (165) $ (550)
======== ========
The accompanying notes are an integral part of the consolidated financial
statements.
6
<PAGE>
AMPAL-AMERICAN ISRAEL CORPORATION AND SUBSIDIARIES
--------------------------------------------------
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. As used in these financial statements, the term the "Company" refers to
Ampal-American Israel Corporation ("Ampal") and its consolidated
subsidiaries.
2. The December 31, 1995 consolidated balance sheet presented herein was
derived from the audited December 31, 1995 consolidated financial
statements of the Company.
Reference should be made to the Company's consolidated financial
statements for the year ended December 31, 1995 for a description of the
accounting policies which have been continued without change. Also,
reference should be made to the notes to the Company's December 31, 1995
consolidated financial statements for additional details of the Company's
consolidated financial condition, results of operations and cash flows.
The details in those notes have not changed except as a result of normal
transactions in the interim. Certain amounts in the 1995 statement of
income have been reclassified to conform with the current period's
presentation. All adjustments (of a normal recurring nature) which are, in
the opinion of management, necessary to a fair presentation of the results
of the interim period have been included.
3. In May 1996, a wholly-owned subsidiary of Coral World International
Limited ("CWI"), the Company's 50%-owned affiliate, entered into a
contract to sell its marine park in Nassau (Bahamas) to an unrelated
party for $3.75 million and recorded a loss on sale of approximately
$4 million (the Company's share is $2 million, $1.3 million net of taxes).
In addition, in May 1996, CWI's management made a decision to sell its
marine park in St. Thomas (U.S. Virgin Islands), and CWI recorded a loss
of approximately $2 million (the Company's share is $1 million, $.7
million net of taxes) to adjust the carrying value of its investment
to net realizable value. In recognition of these events the Company
reflected these losses in the March 31, 1996 financial statements.
4. Bank Hapoalim B.M. ("Hapoalim") advised Ampal that an agreement between
Hapoalim and the Steinmetz family had been signed on May 12, 1996.
According to the announcement which Hapoalim published in Israel, within
the framework of the transaction the Steinmetz family agreed to purchase
29.6% of the capital of Ampal, for which Hapoalim will receive proceeds of
approximately $57 million at a price of $7.84 per share. Hapoalim's
announcement also stated that the sale of the shares was made within the
framework of the reduction of the non-banking holdings of Hapoalim
according to the Banking (Licensing) Law in effect in Israel, which
requires Hapoalim to sell non-banking holdings in excess of 25% by the end
of 1996. Upon completion of the sale, Hapoalim will hold the percentage
required by Israel law.
In a separate report filed with the Israel Securities Authority, the Tel
Aviv Stock Exchange and the Israeli Registrar of Companies, Hapoalim
advised that it has reserved the right to act to change the rights of the
voting shares of Ampal or to sell Common Stock, which has superior voting
rights, to the purchasers. Hapoalim also advised that the agreement is
subject to receipt of regulatory approvals in Israel. Ampal previously
announced that Hapoalim has advised Ampal of its desire to enter into a
transaction with Ampal to equalize the rights of Ampal's Common Stock
(100% owned by Hapoalim) to those of its publicly owned Class A Stock.
7
<PAGE>
AMPAL-AMERICAN ISRAEL CORPORATION AND SUBSIDIARIES
--------------------------------------------------
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Results of Operations
- ---------------------
Consolidated net income decreased from $1.6 million for the three-month period
ended March 31, 1995 to a loss of $2.9 million for the same period in 1996. The
decrease in net income in 1996 resulted primarily from equity in losses of
affiliates recorded in 1996, losses incurred by the Company's 58.4%-owned food
processing subsidiary, Pri Ha'emek (Canned and Frozen Food) 88 Ltd. ("Pri
Ha'emek"), unrealized losses on investments recorded in 1996 as compared to
gains in 1995, and higher net interest expense. These decreases were partially
offset by an increase in net rental income.
Equity in earnings of affiliates decreased from $2.7 million for the three
months ended March 31, 1995 to an equity in losses of $1.1 million for the same
period in 1996. The decrease is primarily attributable to losses recorded by the
Company's 50%-owned affiliate, Coral World International Limited ("CWI"), which
operates marine parks in Eilat (Israel), Perth and Manly (Australia), St. Thomas
(U.S. Virgin Islands) and Nassau (Bahamas). In May 1996, CWI's wholly-owned
subsidiary in Nassau (Bahamas) entered into a contract to sell its marine park
to an unrelated party for $3.75 million and recorded a loss on sale of
approximately $4 million (the Company's share is $2 million, $1.3 million net of
taxes). CWI's management also made a decision to sell its marine park in St.
Thomas, and CWI recorded a loss of approximately $2 million (the Company's share
is $1 million, $.7 million net of taxes) to adjust the carrying value of its
investment to net realizable value. In recognition of these events the Company
reflected these losses in the March 31, 1996 financial statements. Moriah Hotels
Ltd., the Company's 46%-owned affiliate, which is one of the largest hotel
chains in Israel, recorded higher losses in 1996 primarily because its Tel Aviv
hotel has been closed for renovations since November 1995. The Tel Aviv hotel,
which is undergoing a $13 million renovation, partially reopened in May 1996.
The earnings of the Company's 42.5%-owned affiliate, Ophir Holdings Ltd.,
decreased in 1996 because of the decrease in realized and unrealized gains
recorded on its investments as well as increased interest expense on its
CPI-linked bank borrowings in 1996 due to the higher rate of increase in the
Consumer Price Index ("CPI") in Israel. These decreases were partially offset by
the increased earnings recorded by the Company's 50%-owned affiliate, Trinet
Venture Capital Ltd. ("Trinet"), a venture capital fund, which recorded an
unrealized gain on its investment in Logal Software and Educational Systems Ltd.
("Logal"). Logal, which markets computerized educational systems for learning
sciences in high schools and colleges, completed a public offering in March 1996
in the U.S. In addition, the earnings of the Company's affiliate, Teledata
Communication Ltd., greatly improved as a result of increased sales which almost
doubled for the three months ended March 31, 1996 as compared to the same period
in 1995, mainly because of its more successful marketing efforts.
Pri Ha'emek, which initiated a recovery plan at the end of 1995, recorded
further losses for the three months ended March 31, 1996. Its food processing
revenues decreased in 1996 as a result of decreased sales volume in the domestic
market. Food processing expenses increased in 1996 due to the increases in labor
costs and costs of raw materials, which are linked to the increases in the CPI,
decreased labor productivity and a reduction of discounts from suppliers.
Net interest expense increased in 1996 mainly because of the interest expense
incurred in connection with the purchase of an office building ("800 Second
Avenue") located at 800 Second Avenue, New York, New York, in June 1995.
The Company recorded $.3 million of unrealized losses for the three-month period
ended March 31, 1996 as compared to $.7 million of unrealized gains in the same
8
<PAGE>
period in 1995 mainly due to the changes in the fair market value of its
investment in Mercury Interactive Corporation. At March 31, 1996 the aggregate
fair value of trading securities amounted to approximately $3.2 million.
The increases in rental income and rental property operating expenses are
attributable to the operations of 800 Second Avenue.
The increase in the credit for minority interests in 1996 is mainly attributable
to the minority interests' share of losses of Pri Ha'emek.
The low effective income tax benefit rate in 1996 is mainly attributable to
losses reported by Pri Ha'emek from which no tax benefits are available.
Liquidity and Capital Resources
- -------------------------------
At March 31, 1996, cash and cash equivalents were $12.9 million as compared with
$16.7 million at December 31, 1995. In addition, Ampal had approximately $35
million of highly liquid interest-bearing securities included in the investments
caption at March 31, 1996 as compared with approximately $34 million at December
31, 1995.
Deposits, notes and loans receivable, notes and loans payable, and debentures
decreased as a result of scheduled repayments.
Other Events
- ------------
Bank Hapoalim B.M. ("Hapoalim") advised Ampal that an agreement between
Hapoalim and the Steinmetz family had been signed on May 12, 1996.
According to the announcement which Hapoalim published in Israel, within the
framework of the transaction the Steinmetz family agreed to purchase 29.6% of
the capital of Ampal, for which Hapoalim will receive proceeds of approximately
$57 million at a price of $7.84 per share. Hapoalim's announcement also stated
that the sale of the shares was made within the framework of the reduction of
the non-banking holdings of Hapoalim according to the Banking (Licensing) Law in
effect in Israel, which requires Hapoalim to sell non-banking holdings in excess
of 25% by the end of 1996. Upon completion of the sale, Hapoalim will hold the
percentage required by Israel law.
In a separate report filed with the Israel Securities Authority, the Tel Aviv
Stock Exchange and the Israeli Registrar of Companies, Hapoalim advised that it
has reserved the right to act to change the rights of the voting shares of Ampal
or to sell Common Stock, which has superior voting rights, to the purchasers.
Hapoalim also advised that the agreement is subject to receipt of regulatory
approvals in Israel. Ampal previously announced that Hapoalim has advised Ampal
of its desire to enter into a transaction with Ampal to equalize the rights of
Ampal's Common Stock (100% owned by Hapoalim) to those of its publicly owned
Class A Stock.
9
<PAGE>
AMPAL-AMERICAN ISRAEL CORPORATION AND SUBSIDIARIES
--------------------------------------------------
PART II - OTHER INFORMATION
Item 1. Legal Proceedings - None.
-----------------
Item 2. Changes in Securities - None.
---------------------
Item 3. Defaults upon Senior Securities - None.
-------------------------------
Item 4. Submission of Matters to a Vote of Security Holders - None.
---------------------------------------------------
Item 5. Other Information - None.
-----------------
Item 6. Exhibits and Reports on Form 8-K
--------------------------------
(a) Index to Exhibits:
Exhibit 11 - Schedule Setting Forth
Computation of Earnings Per Class
A Share....................................... Page 11
Exhibit 27 - Financial Data Schedule.
(b) Reports on Form 8-K - None.
10
Exhibit 11
AMPAL-AMERICAN ISRAEL CORPORATION AND SUBSIDIARIES
SCHEDULE SETTING FORTH COMPUTATION OF EARNINGS PER CLASS A SHARE
<TABLE>
<CAPTION>
THREE MONTHS ENDED MARCH 31, 1996 1995
- --------------------------------------------------------------------------------
(Amounts in thousands, except (Unaudited) (Unaudited)
per share data)
<S> <C> <C>
Weighted average number of shares outstanding:
4% Preferred...................... 198 206
6-1/2% Preferred.................. 1,047 1,112
Class A........................... 20,482 20,852
Common............................ 3,000 3,000
======= =======
Weighted average number of shares outstanding assuming conversion of preferred
stock into Class A shares:
Class A........................... 24,613 89.14% 25,218 89.37%
Common............................ 3,000 10.86 3,000 10.63
------- ------- ------- ------
27,613 100.00% 28,218 100.00%
======= ======= ======= =======
NET (LOSS) INCOME................ $(2,902) $ 1,586
======= =======
Allocation of net (loss) income on
the basis of the respective dividend
rights of the above classes of
stock, pro rata:
Class A........................... $(2,587) 89.14% $ 1,417 89.37%
Common............................ (315) 10.86 169 10.63
------- ------- ------- ------
$(2,902) 100.00% $ 1,586 100.00%
======= ======= ======= =======
(Loss) earnings per Class A share..... $(.11) $.06
===== ====
</TABLE>
11
<PAGE>
AMPAL-AMERICAN ISRAEL CORPORATION AND SUBSIDIARIES
--------------------------------------------------
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.
AMPAL-AMERICAN ISRAEL CORPORATION
By:/s/ Lawrence Lefkowitz
-------------------------
Lawrence Lefkowitz
President
(Principal Executive Officer)
By:/s/ Alan L. Schaffer
-----------------------
Alan L. Schaffer
Vice President - Finance
and Treasurer
(Principal Financial Officer)
By:/s/ Alla Kanter
------------------
Alla Kanter
Vice President - Accounting
and Controller
(Principal Accounting Officer)
Dated: May 15, 1996
12
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<CASH> 12,869
<SECURITIES> 143,152
<RECEIVABLES> 66,752
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 38,394
<PP&E> 90,729
<DEPRECIATION> 14,690
<TOTAL-ASSETS> 337,206
<CURRENT-LIABILITIES> 33,741
<BONDS> 141,229
0
6,197
<COMMON> 24,105
<OTHER-SE> 131,934
<TOTAL-LIABILITY-AND-EQUITY> 337,206
<SALES> 9,715
<TOTAL-REVENUES> 15,344
<CGS> 0
<TOTAL-COSTS> 11,517
<OTHER-EXPENSES> 2,262
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 4,608
<INCOME-PRETAX> (3,043)
<INCOME-TAX> (141)
<INCOME-CONTINUING> (2,902)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2,902)
<EPS-PRIMARY> (.11)
<EPS-DILUTED> (.11)
</TABLE>
