<PAGE> 1
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, 2000
OR
|_| TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
---------------------- -----------------------
COMMISSION FILE NUMBER 1-10113
HALSEY DRUG CO., INC.
---------------------
(Exact name of registrant as specified in its charter)
New York 11-0853640
- -------------------------------------------------------------------------------
(State or other Jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
695 N. Perryville Road
Rockford, Illinois 61107
- -------------------------------------------------------------------------------
(Address of Principal executive offices) (Zip Code)
(815) 399-2060
- -------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
- -------------------------------------------------------------------------------
(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 |_|
As of May 12, 2000 the registrant had 14,498,066 shares of Common Stock, $.01
par value, outstanding.
<PAGE> 2
HALSEY DRUG CO., Inc. & SUBSIDIARIES
INDEX
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited) Page#
Condensed Consolidated Balance Sheets- 3
March 31, 2000 and December 31, 1999
Condensed Consolidated Statements of 5
Operations - Three months ended March 31, 2000
and March 31, 1999
Consolidated Statements of Cash 6
Flows - Three months ended March 31, 2000
and March 31, 1999
Consolidated Statements of Stockholders' 8
Equity - Three months ended March 31, 2000
Notes to Condensed Consolidated Financial 9
Statements
Item 2. Management's Discussion and Analysis of Financial 11
Condition and Results of Operations
PART II. OTHER INFORMATION
Item 2. Changes in Securities 15
Item 6. Exhibits and Reports on Form 8-K 15
SIGNATURES 16
2
<PAGE> 3
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
HALSEY DRUG CO., INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
- -------------------------------------------------------------------------------
(UNAUDITED)
(Amounts in thousands) 2000 1999
MARCH 31 DECEMBER 31
-------- ----------
CURRENT ASSETS
Cash and cash equivalents $ 5,839 $ 786
Accounts Receivable - trade, net of
allowances for doubtful accounts of $146
at March 31, 2000 and $425 at
December 31, 1999, respectively 2,393 2,716
Other receivable 10
Inventories 3,026 3,502
Prepaid insurance and other current assets 346 213
------- -------
Total current assets 11,614 7,217
PROPERTY PLANT & EQUIPMENT, NET 2,899 3,013
DEFERRED PRIVATE OFFERING COSTS 1,476 1,623
OTHER ASSETS AND DEPOSITS 646 642
------- -------
$16,635 $12,495
======= =======
The accompanying notes are an integral part of these statements
3
<PAGE> 4
HALSEY DRUG CO., INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
- -------------------------------------------------------------------------------
(UNAUDITED)
(Amounts in thousands) 2000 1999
MARCH 31 DECEMBER 31
----------- -----------
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Notes payable 11,305 4,038
Accounts payable 2,611 2,283
Accrued expenses 5,577 5,777
Department of Justice Settlement 300 300
-------- --------
Total current liabilities 19,793 12,398
CONVERTIBLE SUBORDINATED DEBENTURES, NET 41,915 41,096
DEPARTMENT OF JUSTICE SETTLEMENT 1,300 1,375
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock - $.01 par value; authorized
80,000,000, shares;
issued 14,867,222 shares at March 31,2000 and
14,829,508 shares at December 31, 1999,
respectively 149 148
Additional paid-in capital 35,833 35,751
Accumulated deficit (81,366) (77,284)
-------- --------
(45,384) (41,385)
Less treasury stock - at cost (439,603 shares) (989) (989)
-------- --------
(46,373) (42,374)
-------- --------
$ 16,635 $ 12,495
======== ========
The accompanying notes are an integral part of these statements
4
<PAGE> 5
HALSEY DRUG CO., INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
- -------------------------------------------------------------------------------
Amounts in thousands except per share data For the Three months
ended
-------------------------
March 31
--------
2000 1999
------ ------
Net Sales ...................................... $ 3,151 $ 3,224
Cost of goods sold ............................. 3,715 3,648
------------ ------------
Gross margin .................................. (564) (424)
Research and development ....................... 393 176
Selling, general and administrative expenses ... 1,628 1,821
------------ ------------
Loss from operations ........................ (2,585) (2,421)
Other income (expense)
Amortization of deferred debt discount and
private offering costs ......................... (606) (207)
Interest expense ............................... (901) (651)
Other .......................................... 10 (3)
------------ ------------
Loss before income taxes ................... (4,082) (3,282)
Provision for income taxes ..................... -- --
Net loss ....................................... $ (4,082) $ (3,282)
============ ============
Basic and diluted loss per common share ........ $ (0.28) $ (0.23)
============ ============
Weighted average number of outstanding shares .. 14,639,372 14,257,159
============ ============
The accompanying notes are an integral part of these statements
5
<PAGE> 6
HALSEY DRUG CO., AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
- -------------------------------------------------------------------------------
Amounts in thousands THREE MONTHS ENDED
MARCH 31
--------
2000 1999
---- ----
Cash flows from operating activities
Net loss .............................................. $ (4,082) $ (3,282)
Adjustments to reconcile net loss to net cash used in
operating activities
Depreciation and amortization ..................... 191 329
Amortization of deferred debt discount and private
offering costs .................................... 606 207
Provision for losses on accounts receivable ....... 279 (179)
Changes in assets and liabilities
Accounts receivable ............................ 44 (354)
Other receivable ............................... (10) (28)
Inventories .................................... 476 1,698
Prepaid insurance and other current assets ..... (133) 57
Other assets and deposits ...................... (4) (247)
Accounts payable ............................... 328 (619)
Accrued expenses ............................... (210) 242
-------- --------
Total adjustments .............................. 1,567 1,106
-------- --------
Net cash used in operating activities ....... (2,515) (2,176)
-------- --------
Cash flows from investing activities
Capital expenditures .............................. (77) (57)
-------- --------
Net cash used in investing activities .......... (77) (57)
-------- --------
6
<PAGE> 7
Cash flows from financing activities
Proceeds from issuance of notes payable............ 10,800 1,271
Payments to Department of Justice ................. (75) --
Payments on notes payable ......................... (3,523) --
Issuance of common stock for payment of interest .. 83 --
Issuance of convertible subordinated debentures ... 360 --
-------- --------
Net cash provided by financing activities .............. 7,645 1,271
-------- --------
NET (DECREASE) INCREASE IN CASH 5,053 (962)
Cash at beginning of period ............................ 786 1,850
-------- --------
Cash at end of period .................................. $ 5,839 $ 888
======== ========
Supplemental disclosure of noncash activities:
Quarter ended March 31, 2000
The Company issued 37,714 shares of common stock as payment for $83,363 in
accrued interest.
The Company issued $359,842 debentures as payment for like amount of accrued
debenture interest.
The accompanying notes are an integral part of these statements
7
<PAGE> 8
HALSEY DRUG CO., INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)
Three months ended March 31, 2000
Amounts in thousands except per share data
<TABLE>
<CAPTION>
(UNAUDITED)
- --------------------------------------------------------------------------------------------
Common Stock Treasury Stock,
$.01 par value Additional at cost
------------------ Paid-in Accumulated ------------------
Shares Amount Capital Deficit Shares Amount Total
--------- ------ ------- ---------- ------- ------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance January 1, 2000 14,829,508 $ 148 $ 35,750 $ (77,284) 439,603 $ (989) $ (42,375)
Net Loss for the three
months ended March 31, 2000 ( 4,082) (4,082)
Issuance of shares as
payment of interest 37,714 1 83 84
---------- ------- ------- ---------- -------- ------- ----------
Balance at March 31, 2000
14,867,222 $ 149 $ 35,833 $( 81,366) 439,603 $ (989) $ (46,373)
========== ======= ======= ========== ======== ======= ==========
</TABLE>
The accompanying notes are an integral part of this statement
8
<PAGE> 9
HALSEY DRUG CO., INC. AND SUBSIDIARIES
- -------------------------------------------------------------------------------
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
Note 1 - Basis of Presentation
The accompanying unaudited condensed consolidated financial statements of Halsey
Drug Co., Inc. and subsidiaries (the "Company") have been prepared in accordance
with generally accepted accounting principles for interim financial information
and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In the opinion of management, all adjustments considered necessary to present
fairly the financial position, results of operations and changes in
cash flows for the three months ended March 31, 2000 have been made. The results
of operations for the three months period ended March 31, 2000 are not
necessarily indicative of the results that may be expected for the full year
ended December 31, 2000. The unaudited condensed consolidated financial
statements should be read in conjunction with the consolidated financial
statements and footnotes thereto for the year ended December 31, 1999 included
in the Company's Annual Report on Form 10-K filed with the Securities and
Exchange Commission.
Note 2 - Inventories
(Amounts in thousands)
Inventories consists of the following:
March 31, 2000 December 31, 1999
-------------- -----------------
Finished Goods $ 232 $ 725
Work in Process 1,164 720
Raw Materials 1,630 2,057
------- -------
$ 3,026 $ 3,502
======= =======
9
<PAGE> 10
Note 3 - Convertible Subordinated Debentures
Convertible Subordinated Debentures consist of the following:
March 31, 2000 December 31, 1999
-------------- -----------------
Debentures - 5.0% $ 44,962 $ 44,601
Debentures - 10.0% 2,500 2,500
-------- --------
47,462 47,101
Less unamortized debt discount (5,547) (6,005)
-------- --------
$ 41,915 $ 41,096
======== ========
Note 4 - Notes Payable
Notes payable consist of the following:
March 31, 2000 December 31, 1999
-------------- -----------------
Unsecured promissory demand notes $ 2,305 $ 2,529
Secured promissory note (a) 9,000
Bridge loans 1,509
------- -------
$ 11,305 $ 4,038
======= =======
(a) As of March 31, 2000, Watson had advanced $9,000,000 to the Company under a
term loan. The loan is secured by a first lien on all of the Company's assets,
senior to the lien securing all other Company indebtedness, carries a floating
rate of interest equal to prime plus two percent and matures on March 31, 2003.
Note 5 - Contingencies
The Company currently is a defendant in several lawsuits involving product
liability claims. The Company's insurance carriers have assumed the defense for
all product liability and other actions involving the Company. The final outcome
of these lawsuits cannot be determined at this time, and accordingly, no
adjustment has been made to the consolidated financial statements.
10
<PAGE> 11
HALSEY DRUG CO.,INC. AND SUBSIDIARIES
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Three months ended
March 31
-------------------------------------------------
Percentage Change
Year-to-Year
Increase (decrease)
------------------
Percentage of Net Sales 2000 as
----------------------- Compared to
2000 1999 1999
---- ---- ----
% % %
- - -
<S> <C> <C> <C>
Net Sales 100.0 100.0 (2.3)
Cost of goods sold 117.9 113.2 1.8
---- ---- ----
Gross profit(loss) (17.9) (13.2) (33.0)
Research and development 12.5 5.5 123.3
Selling, general and administrative expenses 51.7 56.5 (10.6)
----- ---- ----
Loss from operations (82.0) (75.1) 6.8
Amortization of deferred debt discount and
private offering costs 19.2 6.4 193.2
Interest expense 28.6 20.2 38.4
Other (income) 0.3 (0.1) --
----- ------- ------
Loss before income taxes (129.5) (101.8) 24.4
Provision for income taxes -- -- --
----- ------ -------
Net loss (129.5) (101.8) 24.4
======= ======= =======
</TABLE>
11
<PAGE> 12
- --------------------------------------------------------------------------------
Three months ended March 31, 2000 vs. three months ended March 31, 1999
- --------------------------------------------------------------------------------
Net Sales
- ---------
The Company's net sales for the three months ended March 31, 2000 of
$3,151,000 represents a decrease of $73,000 (2.3%) as compared to net sales for
the three months ended March 31, 1999 of $3,224,000. This decrease occurred
because the Company lacked working capital in the first quarter of 2000 to
maintain sufficient inventories for sale.
Cost of Goods Sold
- ------------------
For the three months ended March 31, 2000, cost of goods sold increased
by approximately $67,000 as compared to the three months ended March 31, 1999.
The increase for 2000 is attributable to greater manufacturing overhead
associated with the addition of the leased facility at Congers, NY. The Company
leased this facility on March 22, 1999. Gross margin as a percentage of sales
for the three months ended March 31, 2000 was (17.9%) as compared to (13.2%) for
the three months ended March 31, 1999. The decrease in gross margin is mainly
attributable to the additional manufacturing overhead described above.
Selling, General and Administrative Expenses
- --------------------------------------------
Selling, general and administrative expenses as a percentage of sales for
the three months ended March 31, 2000 and 1999 were 51.7% and 56.5%,
respectively. Overall these expenses in the first three months of 2000 decreased
$193,000 over the same period in 1999. The decrease in 2000 is primarily
attributable to reduced personnel and reduced costs of litigation and
professional services as compared to 1999.
Research and Development Expenses
- ---------------------------------
Research and development expenses as a percentage of sales for the three
months ended March 31, 2000 and 1999 was 12.5% and 5.5%, respectively. The
Company's research and development program continues to concentrate its efforts
toward the submission of new products to the FDA and the development of active
pharmaceutical ingredients.
12
<PAGE> 13
Net Earnings (Loss)
- -------------------
For the three months ended March 31, 2000, the Company had net loss of
$4,082,000 as compared to a net loss of $3,282,000 for the three months ended
March 31, 1999. Included in the net loss for the three months ended March 31,
2000 was interest expense of $901,000 and amortization of deferred debt discount
and private offering costs of $606,000 as compared to $651,000 and $207,000,
respectively for the year earlier period.
Liquidity and Capital Resources
- -------------------------------
At March 31, 2000, the Company had cash of $5,839,000 as compared to
$786,000 at December 31, 1999. The Company had a working capital deficiency at
March 31, 2000 of $8,179,000 and $5,181,000 at December 31, 1999.
On March 29, 2000, the Company completed various strategic alliance
transactions with Watson Pharmaceuticals, Inc. ("Watson"). The transactions with
Watson provided for Watson's purchase of a certain pending ANDA from the
Company, for Watson's rights to negotiate for Halsey to manufacture and supply
certain identified future products to be developed by Halsey, for Watson's
marketing and sale of the Company's core products and for Watson's extension of
a $17,500,000 term loan to the Company.
The product acquisition portion of the transactions with Watson
provided for Halsey's sale of a pending ANDA and related rights (the "Product")
to Watson for aggregate consideration of $13,500,000 (the "Product Acquisition
Agreement"). As part of the execution of the Product Acquisition Agreement, the
Company and Watson executed ten year supply agreements covering the active
pharmaceutical ingredient ("API") and finished dosage form of the Product
pursuant to which Halsey, at Watson's discretion, will manufacture and supply
Watson's requirements for the Product API and, where the Product API is sourced
from the Company, finish dosage forms of the Product. The purchase price for the
Product is payable in three approximately equal installments as certain
milestones are achieved. The first of those milestones is the receipt of FDA
approval to manufacture the Product. On April 28, 2000 the Company received this
approval and accordingly, Watson is to pay the first milestone payment of
$5,000,000 to the Company within thirty days.
The Company and Watson also executed a right of first negotiation
agreement providing Watson with a first right to negotiate the terms under which
the Company would manufacture and supply certain specified APIs and finished
dosage products to be developed by the Company. The right of first negotiation
agreement provides that upon Watson's exercise of its right to negotiate for the
supply of a particular product, the parties will negotiate the specific terms of
the manufacturing and supply arrangement, including price, minimum purchase
requirements, if any, territory and term. In the event Watson does not exercise
its right of first negotiation upon receipt of written notice from the Company
as to its receipt of applicable governmental approval relating to a covered
product, or in the event the parties are unable to reach agreement on the
material terms of a supply arrangement relating to such product within sixty
(60) days of Watson's exercise of its right to negotiate for such product, the
Company may negotiate with third parties for the supply, marketing and sale of
the applicable product. The right of first negotiation agreement has a term of
ten years, subject to extension in the absence of
13
<PAGE> 14
written notice from either party for two additional periods of five years each.
The right of first negotiation agreement applies only to API and finished dosage
products identified in the agreement and does not otherwise prohibit the Company
from developing APIs or finished dosage products for itself or third parties.
The Company and Watson also completed a manufacturing and supply
agreement providing for Watson's marketing and sale of the Company's existing
core products portfolio (the "Core Products Supply Agreement"). The Core
Products Supply Agreement obligates Watson to purchase a minimum amount of
approximately $18,363,000 (the "Minimum Purchase Agreement") in core products
from the Company, in equal quarterly installments over a period of 18 months
(the "Minimum Purchase Period"). At the expiration of the Minimum Purchase
Period if Watson does not continue to satisfy the Minimum Purchase Amount, the
Company may market and sell the core products on its own or through a third
party. Pending the Company's development and receipt of regulatory approval for
its APIs and finished dosage products currently under development, including,
without limitation, the Product sold to Watson, and the marketing and sale of
same, of which there can be no assurance, substantially all the Company's
revenues will be derived from the Core Products Supply Agreement with Watson.
The final component of the Company's strategic alliance with Watson
provided for Watson's extension of a $17,500,000 term loan to the Company. The
loan will be funded in installments upon the Company's request for advances and
the provision to Watson of a supporting use of proceeds relating to each such
advance. As of March 31, 2000, Watson had advanced $9,000,000 to the Company
under the Watson term loan. The loan is secured by a first lien on all of the
Company's assets, senior to the lien securing all other Company indebtedness,
carries a floating rate of interest equal to prime plus two percent and matures
on March 31, 2003. At March 31, 2000, a portion of the net proceeds of the
Watson term loan were used to satisfy in full the approximately $3,300,000 in
bridge financing provided by Galen Partners, to satisfy payment obligations
under the Settlement Agreement with the landlord of its Brooklyn, New York
facility and for working capital. The remaining net proceeds from the term loan
will, in large part, be used to upgrade and equip the API manufacturing facility
of Houba, Inc., the Company's wholly-owned subsidiary, to upgrade and equip the
Company's Congers, New York leased facility and for working capital to fund
continued operations.
The net proceeds from the Watson term loan has permitted the Company to satisfy
its current liabilities and accounts payable. In addition, the remaining net
proceeds from the Watson term loan combined with the payments to be received by
the Company from Watson under each of the Product Acquisition Agreement and the
Core Products Supply Agreement will provide the Company with sufficient working
capital to fund operations for at least the next twelve months.
14
<PAGE> 15
PART II
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
On each of January 20, 2000 and February 4, 2000, the Company
issued securities to Galen Partners III, L.P. and certain related entities
pursuant to a Bridge Loan Agreement. The securities issued consisted of common
stock purchase warrants (the "Warrants"). The Warrants are exercisable for an
aggregate of 50,000 shares of the Company's common stock, $.01 par value per
share (the "Common Stock").
During the quarter ended March 31, 2000, the Company issued an
aggregate of 20,406 shares of Common Stock and 5% convertible senior secured
debentures in the principal amount of $359,843 in satisfaction of accrued
interest on the Company's outstanding 5 % convertible senior secured debentures
issued in March and June 1998, and May 1999 ( the "Convertible Debentures").
Each of the holders of the Convertible Debentures for which
interest payments were made in Common Stock, warrants and 5% convertible senior
secured debentures are accredited investors as defined in Rule 501(a) of
Regulation D promulgated under the Securities Act of 1933, as amended (the
"Act"). The 20,406 shares of Common Stock and 5% convertible senior secured
convertible debentures issued in the principal amount of $359,843 in
satisfaction of interest payments under the Convertible Debentures were issued
without registration under the Act in reliance upon Section 4(2) of the Act and
Regulation D promulgated thereunder.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) The exhibits required to be filed as part of this Report on
form 10-Q are listed in the attached Exhibit Index.
(b) Reports on Form 8-K.
(i) A Form 8-K was filed on March 14, 2000,
which stated on March 10, 2000 the Company
was informed by the American Stock Exchange
("Amex") that Amex had determined to delist
the Company and that the Company had
exercised its right to appeal Amex's
decision and had requested a formal hearing
in order to further consider the decision.
(ii) A Form 8-K was filed on March 24, 2000,
which stated that on March 22, 2000 the
Company announced that it had successfully
negotiated a lease termination agreement
with its landlord for the Company's
Brooklyn, New York manufacturing facility.
15
<PAGE> 16
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.
HALSEY DRUG CO., INC.
Date: May 12, 2000 BY:s/s MICHAEL K. REICHER
---------------------
Michael K. Reicher
President and Chief
Executive Officer
Date: May 12, 2000 BY:s/s PETER A. CLEMENS
---------------------
Peter A. Clemens
VP & Chief Financial
Officer
16
<PAGE> 17
EXHIBIT INDEX
Exhibit Description
No.
27 Financial Data Schedule, which is submitted
electronically to the Securities and Exchange
Commission for information only and not filed.
17
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
Condensed Consolidated Statement of Financial Condition at March 31,
1999(Unaudited) and the Condensed Consolidated Statement of Income for the
Three Months Ended March 31, 2000(Unaudited) and is qualified in its entirety
by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-END> MAR-31-2000
<CASH> 5,839
<SECURITIES> 0
<RECEIVABLES> 2,539
<ALLOWANCES> 146
<INVENTORY> 3,026
<CURRENT-ASSETS> 11,614
<PP&E> 14,087
<DEPRECIATION> 11,188
<TOTAL-ASSETS> 16,635
<CURRENT-LIABILITIES> 19,793
<BONDS> 0
0
0
<COMMON> 149
<OTHER-SE> 35,833
<TOTAL-LIABILITY-AND-EQUITY> 16,635
<SALES> 3,151
<TOTAL-REVENUES> 3,151
<CGS> 3,715
<TOTAL-COSTS> 3,715
<OTHER-EXPENSES> 2,021
<LOSS-PROVISION> 2,585
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (4,078)
<INCOME-TAX> 4
<INCOME-CONTINUING> (4,082)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (4,082)
<EPS-BASIC> (0.28)
<EPS-DILUTED> (0.28)
</TABLE>
