SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the Quarterly Period Ended September 30, 1998
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 2-91941
ML TECHNOLOGY VENTURES, L.P.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 13-3213176
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(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
World Financial Center, North Tower
New York, New York 10281-1326
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 449-1000
Not applicable
- --------------------------------------------------------------------------------
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
<PAGE>
ML TECHNOLOGY VENTURES, L.P.
INDEX
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements.
Balance Sheets as of September 30, 1998 (Unaudited) and December 31, 1997
Statements of Operations for the Three and Nine Months Ended September 30, 1998
and 1997 (Unaudited)
Statements of Cash Flows for the Nine Months Ended September 30, 1998 and 1997
(Unaudited)
Statement of Changes in Partners' Capital for the Nine Months Ended September
30, 1998 (Unaudited)
Notes to Financial Statements (Unaudited)
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Item 3. Quantitative and Qualitative Disclosures about Market Risk
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.
Item 2. Changes in Securities.
Item 3. Defaults upon Senior Securities.
Item 4. Submission of Matters to a Vote of Security Holders.
Item 5. Other Information.
Item 6. Exhibits and Reports on Form 8-K.
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
ML TECHNOLOGY VENTURES, L.P.
BALANCE SHEETS
<TABLE>
September 30,
1998 December 31,
(Unaudited) 1997
ASSETS
<S> <C> <C>
Cash and cash equivalents $ 130,936 $ 343,250
Investments
U.S. Treasury bills, at amortized cost 595,360 498,981
Publicly traded securities, at market value (cost $1,125,000
as of September 30, 1998 and December 31, 1997) 694,443 892,856
Subordinated promissory note 110,000 110,000
Accounts receivable 32,555 34,507
Other assets - 4,576
---------------- ----------------
TOTAL ASSETS $ 1,563,294 $ 1,884,170
================ ================
LIABILITIES AND PARTNERS' CAPITAL
Liabilities:
Accounts payable $ 21,241 $ 19,372
Due to Management Company 50,000 50,000
---------------- ----------------
Total liabilities 71,241 69,372
---------------- ----------------
Partners' Capital:
General Partner 192,261 204,695
Limited Partners (69,094 Units) 1,730,349 1,842,247
Accumulated unallocated other comprehensive loss
- unrealized depreciation of investments (430,557) (232,144)
---------------- ----------------
Total partners' capital 1,492,053 1,814,798
---------------- ----------------
TOTAL LIABILITIES AND PARTNERS' CAPITAL $ 1,563,294 $ 1,884,170
================ ================
</TABLE>
See notes to financial statements.
<PAGE>
ML TECHNOLOGY VENTURES, L.P.
STATEMENTS OF OPERATIONS (Unaudited)
<TABLE>
Three Months Ended Nine Months Ended
September 30, September 30,
1998 1997 1998 1997
--------------- ------------ -------------- -------------
INCOME
<S> <C> <C> <C> <C>
Royalty and licensing income $ 32,555 $ 28,043 $ 97,252 $ 98,018
Other interest income 8,361 65,923 25,752 115,805
------------- --------------- ------------- ----------------
Total income 40,916 93,966 123,004 213,823
------------- --------------- ------------- ----------------
EXPENSES
Management fee 50,000 50,000 150,000 150,000
Professional fees 1,832 10,542 56,274 80,248
Mailing and printing 12,704 9,168 40,005 25,715
Miscellaneous 157 332 1,057 1,825
------------- --------------- ------------- ----------------
Total expenses 64,693 70,042 247,336 257,788
------------- --------------- ------------- ----------------
NET OPERATING (LOSS) INCOME (23,777) 23,924 (124,332) (43,965)
------------- --------------- ------------- ----------------
Realized gain from investments in equity securities - 1,109,431 - 13,184,276
------------- --------------- ------------- ----------------
NET (LOSS) INCOME (23,777) 1,133,355 (124,332) 13,140,311
------------- --------------- ------------- ----------------
OTHER COMPREHENSIVE (LOSS) INCOME
Change in unrealized depreciation of
investments (446,429) (1,391,522) (198,413) 297,618
------------- --------------- ------------- ----------------
COMPREHENSIVE (LOSS) INCOME $ (470,206) $ (258,167) $ (322,745) $ 13,437,929
============= =============== ============= ================
Net (loss) income per unit of limited partnership
interest $ (.31) $ 14.76 $ (1.62) $ 180.62
========= ========== ========== ===========
</TABLE>
See notes to financial statements.
<PAGE>
ML TECHNOLOGY VENTURES, L.P.
STATEMENTS OF CASH FLOWS (Unaudited)
For the Nine Months Ended September 30,
<TABLE>
1998 1997
-------------- ---------------
CASH FLOWS USED FOR OPERATING ACTIVITIES
<S> <C> <C>
Interest and other income received $ 131,566 $ 168,263
Other operating expenses paid (245,467) (312,543)
-------------- -----------------
Cash used for operating activities (113,901) (144,280)
-------------- -----------------
CASH FLOWS (USED FOR) PROVIDED FROM INVESTING
ACTIVITIES
Purchase of equity investments - (46,131)
Net purchase of investments in U.S. Treasury bills (98,413) (7,425,625)
Repayment of subordinated promissory note - 20,000
Proceeds from the sale of investments in equity securities - 13,270,047
-------------- -----------------
Cash (used for) provided from investing activities (98,413) 5,818,291
-------------- -----------------
CASH FLOWS USED FOR FINANCING ACTIVITIES
Cash distributions:
General Partner - (52,344)
Limited Partners - (5,182,050)
-------------- -----------------
Cash used for financing activities - (5,234,394)
-------------- -----------------
(Decrease) increase in cash and cash equivalents (212,314) 439,617
Cash and cash equivalents at beginning of period 343,250 218,215
-------------- -----------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 130,936 $ 657,832
============== ===============
Reconciliation of net (loss) income to cash used for operating activities:
Net (loss) income $ (124,332) $ 13,140,311
-------------- ----------------
Adjustments to reconcile net (loss) income to cash used for
operating activities:
Net realized gain from sale of investments in equity securities - (13,184,276)
Decrease (increase) in receivables and other assets 6,528 (57,632)
Increase (decrease) in payables 1,869 (42,683)
Decrease in accrued interest on U.S. Treasury bills 2,034 -
-------------- -----------------
Total adjustments 10,431 (13,284,591)
-------------- -----------------
Cash used for operating activities $ (113,901) $ (144,280)
============== ==================
</TABLE>
See notes to financial statements.
<PAGE>
ML TECHNOLOGY VENTURES, L.P.
STATEMENT OF CHANGES IN PARTNERS' CAPITAL (Unaudited)
For the Nine Months Ended September 30, 1998
<TABLE>
Accumulated
Unallocated
Other
General Limited Comprehensive
Partner Partners Loss Total
<S> <C> <C> <C> <C>
Balance at beginning of period $ 204,695 $ 1,842,247 $ (232,144) $ 1,814,798
Allocation of net loss (12,434) (111,898) (124,332)
Change in other comprehensive loss
-unrealized depreciation of investments - - (198,413) (198,413)
------------ ---------------- -------------- ----------------
Balance at end of period $ 192,261 $ 1,730,349 $ (430,557) $ 1,492,053
============ ================ ================= ================
</TABLE>
See notes to financial statements.
<PAGE>
ML TECHNOLOGY VENTURES, L.P.
NOTES TO FINANCIAL STATEMENTS (Unaudited)
1. Organization and Purpose
ML Technology Ventures, L.P. (the "Partnership") is a Delaware limited
partnership formed in April 1984. ML R&D Co., L.P., the general partner of the
Partnership (the "General Partner"), is also a Delaware limited partnership
formed in April 1984, the general partner of which is Merrill Lynch R&D
Management Inc. (the "Management Company"), an indirect subsidiary of Merrill
Lynch & Co., Inc. DLJ Capital Management Corporation (the "Sub-Manager"), an
indirect subsidiary of Donaldson, Lufkin & Jenrette, Inc., is the sub-manager of
the Partnership, pursuant to a sub-management agreement among the Partnership,
the Management Company, the General Partner and the Sub-Manager.
The objective of the Partnership has been to achieve cash flow from the
commercialization of a broad range of technologies developed and owned by, or on
behalf of, the Partnership. The Partnership has been engaged in research and
development activities for the development of new technology through contracts,
joint ventures and investments in other partnerships.
The Partnership Agreement provides that the Partnership will terminate no later
than January 31, 2005. However, the General Partner is working toward the
ultimate termination of the Partnership, with an emphasis on liquidating the
remaining assets as soon as practical with the goal of maximizing returns.
2. Significant Accounting Policies
Research and Development Costs - In prior periods, the Partnership incurred
costs in connection with its research and development ventures, including patent
application costs, which were expensed in the period incurred. Research and
development expenses were shown net of value received for the granting of
options to purchase technology being developed.
Valuation of Investments - In accordance with Statement of Financial Accounting
Standard (SFAS) No. 115, investments in available-for-sale securities (publicly
traded securities) are accounted for at market value based on the closing public
market price on the last day of the quarter. The related unrealized appreciation
or depreciation of such securities is included in other comprehensive income
(loss) and reflected as a separate component of Partners' capital. Non-publicly
traded securities are accounted for at cost. The cost of an investment is
written down to its fair value when the investment is determined to be other
than temporarily impaired.
Comprehensive Income (Loss) - In accordance with SFAS No. 130, "Reporting
Comprehensive Income", the statements of operations include an amount for other
comprehensive income (loss). Other comprehensive income (loss) consists of
revenues, expenses, gains and losses that have affected partners' capital but
which are excluded from net income (loss). Other comprehensive income (loss) in
the accompanying statements of operations resulted from a net unrealized gain
(loss) on investments in equity securities. Accumulated other comprehensive
income (loss) in the accompanying balance sheets reflects the cumulative net
unrealized appreciation (depreciation) of investments in equity securities. The
balance sheet as of December 31, 1997
<PAGE>
ML TECHNOLOGY VENTURES, L.P.
NOTES TO FINANCIAL STATEMENTS (Unaudited), continued
and the statements of operations for the three and nine months ended September
30, 1997 include certain reclassifications to reflect adoption of SFAS No. 130.
Use of Estimates - The preparation of financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.
Investment Transactions - Investment transactions are recorded on the accrual
method. Realized gains and losses on investments sold are computed on a specific
identification basis.
Income Taxes - No provision for income taxes has been made since all income and
losses are allocable to the Partners for inclusion in their respective tax
returns.
Statements of Cash Flows - The Partnership considers cash held in its
interest-bearing cash account to be cash equivalents.
3. Allocation of Partnership Profits and Losses
The Partnership Agreement provides that profits shall be allocated to all
Partners in proportion to their capital contributions until there have been
distributions to the Limited Partners equal to their capital contributions,
after which time 90% will be allocated to the Limited Partners and 10% to the
General Partner (90/10 ratio) until there has been distributed to the Limited
Partners an aggregate amount, since the inception of the Partnership, equal to
twice their capital contributions and thereafter 80% will be allocated to the
Limited Partners and 20% to the General Partner (80/20 ratio). Losses shall be
allocated to all Partners in proportion to their capital contributions provided,
however, that to the extent profits have been credited in the 90/10 or 80/20
ratio, losses shall be charged in such ratios in reverse order in which profits
were credited.
4. Related Party Transactions
The Management Company performs, or arranges for others to perform, the
management and administrative services necessary for the operation of the
Partnership. The Management Company received a management fee at an annual rate
of 2% of the aggregate capital contributions to the Partnership for its first
four years of operations and 1% of the aggregate capital contributions
thereafter, through December 31, 1995. Effective March 31, 1996, the General
Partner and the Management Company agreed to reduce the management fee payable
by the Partnership to $200,000 per annum. The management fee is payable
quarterly in arrears.
<PAGE>
ML TECHNOLOGY VENTURES, L.P.
NOTES TO FINANCIAL STATEMENTS (Unaudited), continued
5. Investments in Equity Securities
As of September 30, 1998, the Partnership held 396,825 common shares of Photon
Technology International, Inc., a public company, with a cost of $1,125,000 and
a market value of $694,443.
6. Net Realized Gains or Losses from Investments
The Partnership had no realized gains or losses during the nine months ended
September 30, 1998. During the nine months ended September 30, 1997, the
Partnership realized a gain of $13,184,276 from the receipt and subsequent sale
of 501,096 common shares of IDEC Pharmaceuticals Corporation.
7. Interim Financial Statements
In the opinion of ML R&D Co., L.P., the managing general partner of the
Partnership, the unaudited financial statements as of September 30, 1998, and
for the three and nine month periods then ended, reflect all adjustments
necessary for the fair presentation of the results of the interim period.
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Liquidity and Capital Resources
From 1985 to 1991, the Partnership funded $59.6 million of research and
development commitments to 16 individual research and development ventures (the
"R&D Ventures"). This amount represents 95% of the original $62.5 million of net
proceeds to the Partnership. The Partnership has funded all of its research and
development commitments and will not enter into new R&D Ventures in the future.
As of September 30, 1998, the Partnership had $595,360 invested in U.S. Treasury
bills with maturities of less than one year, and $130,140 in an interest bearing
cash account. For the three and nine months ended September 30, 1998, the
Partnership earned interest from its U.S. Treasury bills and interest bearing
cash account of $8,361 and $25,752, respectively. Interest earned in future
periods is subject to fluctuations in short-term interest rates and amounts
available for investment.
It is anticipated that funds needed to cover future operating expenses will be
obtained from the Partnership's existing cash reserves, future royalty income,
and proceeds from the sale of its remaining assets.
The General Partner is working toward the ultimate termination of the
Partnership, with an emphasis on liquidating the remaining assets as soon as
practical with the goal of maximizing returns. The Partnership's Photon
Technology International, Inc. equity holdings and promissory note and the
Gen-Probe II royalties are its only remaining non-cash assets.
As was provided in the Partnership's prospectus delivered to Limited Partners in
connection with their investment, and as disclosed in subsequent filings and
reports, the Partnership is obligated to pay, and has paid accordingly, an
annual management fee equal to 2% of aggregate capital contributions during the
four years subsequent to its closing ($1,397,250 annually) and, thereafter, 1%
of aggregate capital contributions ($698,624 annually). The original objectives
of the Partnership anticipated that the bulk of the Partnership's revenues would
be earned between 1988 and 1996. Therefore, in consideration of the
Partnership's originally contemplated objectives, the reduction of assets under
management and the anticipated termination of the Partnership, the General
Partner and the Management Company, while not required to do so, reduced the
annual management fee payable by the Partnership from $698,624 to $200,000,
commencing with the 1996 management fee. As a result, the Partnership incurred a
management fee of $150,000 for the nine months ended September 30, 1998.
Results of Operations
For the three and nine months ended September 30, 1998, the Partnership had a
net loss of $23,777 and $124,332, respectively, as compared to net income of
$1,133,355 and $13,140,311 for the three and nine months ended September 30,
1997, respectively. Net income or loss is comprised of 1) net operating income
or loss and 2) net realized gain or loss.
Net Operating Income or Loss - For the three months ended September 30, 1998,
the Partnership had a net operating loss of $23,777 compared to net operating
income of $23,924 for the three months ended September 30, 1997. Operating
income declined $53,050 and operating expenses declined $5,349 for the three
months ended September 30, 1998 compared to the same period in 1997. The decline
in operating income primarily was attributable to a decrease in other interest
income, which resulted from a decrease in funds available for investment in
short-term securities during the 1998 period compared to the same period in
1997. The decrease in funds available for investments in short-term securities
was attributable to the cash distributions to Partners of $5.2 million in July
1997 and $7.3 million in October 1997. The decrease in operating expenses for
the three months ended September 30, 1998 compared to the same period in 1997,
primarily was attributable to a decrease in professional fees which was
partially offset by an increase in mailing and printing expenses. The $8,710
decrease in professional fees reflects the Partnership's declining operating
activity during its liquidation period. The $3,536 increase in mailing and
printing expenses primarily resulted from increased mailings to Limited Partners
and a general increase in mailing and printing fees during the three months
ended September 30, 1998.
For the nine months ended September 30, 1998 and 1997, the Partnership had a net
operating loss of $124,332 and $43,965, respectively. The increase in net
operating loss for the 1998 period compared to the 1997 period primarily
resulted from a $90,819 decrease in operating income. The decline in operating
income primarily was attributable to a decrease in other interest income, which
resulted primarily from a decrease in funds available for investment in
short-term securities during the 1998 period compared to the same period in
1997, as discussed above. Operating expenses declined by $10,452 for the nine
month period ended September 30, 1998, compared to the same period in 1997. As
discussed above, such reduced expenses primarily resulted from reduced
professional fees which were partially offset by increased mailing and printing
expenses.
Realized Gains and Losses - The Partnership realizes gains and losses from the
sale of its joint venture interests or proprietary technology in R&D Ventures
and from the sale of its equity securities.
For the nine months ended September 30, 1998, the Partnership had no realized
gains or losses.
For the three and nine months ended September 30, 1997, the Partnership had a
net realized gain of $1,109,431 and $13,184,276, respectively. These gains
resulted from the receipt of 501,096 common shares of IDEC Pharmaceuticals
Corporation and the subsequent sale of all such shares during the three and nine
months ended September 30, 1997.
Other Comprehensive Income (Loss) - The Partnership has adopted Statement of
Financial Accounting Standard (SFAS) No. 130, "Reporting Comprehensive Income."
SFAS No. 130 establishes standards for reporting comprehensive income (loss),
which consists of revenues, expenses, gains and losses that have affected
partners' capital but are excluded from net income (loss). The Partnership's
other comprehensive income (loss) consists of changes to unrealized appreciation
(depreciation) of its investments in equity securities. For the three and nine
months ended September 30, 1998, the Partnership's other comprehensive loss was
$446,429 and $198,413, respectively. Such amounts represent the change in
unrealized depreciation of the Partnership's investment in Photon Technology
International, Inc. for the respective periods.
For the three months ended September 30, 1997, the Partnership had other
comprehensive loss of $1,391,522 and for the nine months ended September 30,
1997, had other comprehensive income of $297,618. Such amounts represent the
change in the unrealized appreciation or depreciation of the Partnership's
equity securities for the respective periods.
<PAGE>
Item 3. Quantitative and Qualitative Disclosures about Market Risk.
None
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
The Partnership is not a party to any legal proceedings.
Item 2. Changes in Securities.
Not applicable.
Item 3. Defaults Upon Senior Securities.
Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders.
Not applicable.
Item 5. Other Information.
None.
<PAGE>
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
(4) (A) Amended and Restated Certificate and
Agreement of Limited Partnership of the
Partnership dated as of April 23, 1984, as
amended through February 22, 1985, included
as Exhibit A to the Prospectus of the
Partnership dated March 11, 1985.(a)
(B) (i) Amendment dated August 20, 1985 to the
Amended and Restated Certificate and
Agreement of Limited Partnership of the
Partnership.(b)
(B) (ii) Amendment dated August 28, 1985 to the
Amended and Restated Certificate and
Agreement of Limited Partnership of the
Partnership.(c)
(10) (a) Management Agreement dated as of May 23,
1991 among the Partnership, Management
Company and the Managing General Partner.(d)
(10) (b) Sub-Management Agreement dated as of May
23, 1991 among the Partnership, Management
Company, the Managing General Partner and
the Sub-Manager.(d)
(10) (c) Amendment dated March 27, 1996 to the
Management Agreement among the Partnership,
Management Company and the Managing General
Partner.(e)
(10) (d) Amendment dated March 27, 1996 to the
Sub-Management Agreement among the
Partnership, Management Company, the
Managing General Partner and the
Sub-Manager.(e)
(27) Financial Data Schedule.
(b) No reports on Form 8-K have been filed since the beginning of
the period covered by this report.
- ------------------------------
(a) Incorporated by reference to the Partnership's Annual Report on Form
10-K for the fiscal year ended December 31, 1984 filed with the
Securities and Exchange Commission on August 12, 1985.
(b) Incorporated by reference to the Partnership's Quarterly Report on Form
10-Q for the quarter ended September 30, 1985 filed with the Securities
and Exchange Commission on November 12, 1985.
(c) Incorporated by reference to the Partnership's Quarterly Report on Form
10-Q for the quarter ended March 31, 1986 filed with the Securities and
Exchange Commission on May 14, 1986.
(d) Incorporated by reference to the Partnership's Annual Report on Form
10-K for the fiscal year ended December 31, 1991 filed with the
Securities and Exchange Commission on March 30, 1992.
(e) Incorporated by reference to the Partnership's Quarterly Report on Form
10-Q for the quarter ended March 31, 1996 filed with the Securities and
Exchange Commission on May 14, 1996.
<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.
ML TECHNOLOGY VENTURES, L.P.
By: ML R&D Co., L.P.
its General Partner
By: Merrill Lynch R&D Management Inc.
its General Partner
By: /s/ Kevin K. Albert
Kevin K. Albert
President
(Principal Executive Officer)
By: /s/ Diane T. Herte
Diane T. Herte
Vice President and Treasurer
(Principal Financial and Accounting Officer)
Date: November 13, 1998
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ML
TECHNOLOGY VENTURES, L.P.'S QUARTERLY REPORT ON FORM 10-Q FOR THE PERIOD ENDED
SEPTEMBER 30, 1998 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-1-1998
<PERIOD-END> SEP-30-1998
<CASH> 130,936
<SECURITIES> 1,399,803
<RECEIVABLES> 32,555
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 1,563,294
<CURRENT-LIABILITIES> 71,241
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 1,492,053
<TOTAL-LIABILITY-AND-EQUITY> 1,563,294
<SALES> 0
<TOTAL-REVENUES> 123,004
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 247,336
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (124,332)
<EPS-PRIMARY> (1.62)
<EPS-DILUTED> (1.62)
</TABLE>
