<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 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 No. 0-26232
CHINA PACIFIC, INC.
(Exact name of small business issuer as specified in its charter)
NEVADA 87-0429945
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
RM. 2008 SUN HUNG KAI CENTRE, 30 HARBOUR ROAD
WANCHAI, HONG KONG
(Address of principal executive offices)
(852) 2802 3068
(Issuer's telephone number)
----------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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 August 1, 1996, 8,729,423 shares of Common Stock of the issuer
were outstanding.
<PAGE>
CHINA PACIFIC, INC.
INDEX
<TABLE>
Page
Number
------
<S> <C>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets - June 30, 1996 and December 31, 1995............. 1
Consolidated Statements of Operations - For the three and six month
periods ended June 30, 1996 and 1995......................................... 2
Consolidated Statements of Cash Flows - For the six month
periods ended June 30, 1996 and 1995......................................... 3
Notes to Consolidated Financial Statements.................................... 4
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations................................................................ 8
PART II - OTHER INFORMATION................................................................. 10
SIGNATURES.................................................................................. 11
</TABLE>
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
CHINA PACIFIC, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET (Unaudited)
(Amounts expressed in United States $'000)
<TABLE>
June 30, 1996 December 31, 1995
------------- -----------------
<S> <C> <C>
ASSETS
Current assets:
Cash 8,874 14,691
Accounts receivable, net 16,720 17,153
Due from related companies 15 12
Prepayments and other current assets 4,020 3,651
Inventories, net 34,777 32,723
------ ------
Total current assets 64,406 68,230
Investment in associated company 6,575 6,011
Investments and notes receivable 4,352 3,810
Deferred value added tax recoverable 4,639 4,950
Property, plant and equipment, net 10,729 10,908
Construction in progress 6,280 -
Goodwill, net 2,241 2,104
------ ------
Total assets 99,222 96,013
------ ------
------ ------
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Short-term borrowings 5,480 12,481
Long-term debt, current portion 2,706 3,783
Accounts payable 13,557 17,779
Deposits from customers 11,625 11,265
Accrued liabilities 7,632 7,340
Value added tax payable 2,291 1,898
Due to related companies 948 1,634
------ ------
Total current liabilities 44,239 56,180
Long-term debt 7,803 10,979
------ ------
Total liabilities 52,042 67,159
------ ------
Minority interests 15,176 12,947
------ ------
Shareholders' equity:
Preferred stock, par value $0.001
Series A convertible - -
Series B convertible and redeemable - -
Series C convertible and redeemable - -
Common stock, par value $0.001 35 17
Treasury stock ( 171) -
Additional paid-in capital 22,912 11,495
Dedicated capital 1,783 938
Retained earnings 7,249 2,872
Cumulative translation adjustments 196 585
------ ------
Total shareholders' equity 32,004 15,907
------ ------
Total liabilities and shareholders' equity 99,222 96,013
------ ------
------ ------
</TABLE>
See accompanying notes to condensed consolidated financial statements
1
<PAGE>
CHINA PACIFIC, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
FOR THE THREE AND SIX MONTHS ENDED JUNE 30
(Amounts expressed in United States $'000)
<TABLE>
Three Months Ended June 30 Six Months Ended June 30
--------------------------- ------------------------
1996 1995 1996 1995
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Net sales 26,941 - 55,169 -
Cost of goods sold 22,996 - 47,079 -
--------- --------- --------- ---------
Gross profit 3,945 - 8,090 -
Selling, general and administrative expenses (1,709) (39) (3,679) (53)
Interest income, net 89 - 156 -
Other income, net 944 - 2,886 -
--------- --------- --------- ---------
Income (loss) from continuing operations
before income taxes 3,269 (39) 7,453 (53)
Provision for income taxes - - - -
--------- --------- --------- ---------
Income (loss) from continuing operations 3,269 (39) 7,453 (53)
Discontinued operations:
Income from operations of the
discontinued Sun City Subsidiaries, net - 1,707 - 1,619
--------- --------- --------- ---------
Income before minority interests 3,269 1,668 7,453 1,566
Minority interests (1,134) (829) (2,229) (786)
--------- --------- --------- ---------
Net income 2,135 839 5,224 780
--------- --------- --------- ---------
--------- --------- --------- ---------
Earnings per common share:
Income from continuing operations 0.25 - 0.63 -
Income from discontinued operations - 0.23 - 0.22
--------- --------- --------- ---------
Net income 0.25 0.23 0.63 0.22
--------- --------- --------- ---------
--------- --------- --------- ---------
Weighted average number of shares outstanding 8,639,557 3,571,429 8,293,938 3,571,429
--------- --------- --------- ---------
--------- --------- --------- ---------
</TABLE>
See accompanying notes to condensed consolidated financial statements
2
<PAGE>
CHINA PACIFIC, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
FOR THE SIX MONTHS ENDED JUNE 30,
(Amounts expressed in United States $'000)
1996 1995
------- -------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income 5,224 780
Adjustments to reconcile net income (loss) to net
cash provided by (used in) operating activities:
Equity gain on CPC (564) -
Amortization and depreciation 600 82
Loss on disposals of fixed assets 33 51
Minority interests 2,229 748
Effect of cumulative translation adjustment (389) (39)
(Increase) Decrease in operating assets
Accounts receivable, net 433 -
Inventories, net (2,054) -
Deposits receivable - 1,781
Utility deposits (39) 138
Prepayments and other current assets (331) (137)
Increase (Decrease) in operating liabilities:
Accounts payable (4,222) -
Accrued liabilities 274 7,017
Deposit from customers 360 -
Taxation 702 -
------- -------
Net cash provided by operating activities 2,256 10,421
------- -------
CASH FLOWS FROM INVESTING ACTIVITIES:
Sales proceeds of fixed assets 118 -
Acquisition of investments and notes receivable (693) -
Acquisition of fixed assets (558) (1)
Acquisition of development properties, net - (12,739)
Acquisition of construction in progress (6,280) -
------- -------
Net cash (used in) investing activities (7,413) (12,740)
------- -------
CASH FLOWS FROM FINANCING ACTIVITIES:
Decrease in short-term borrowings (7,001) -
(Decrease) increase in obligations under
lease purchase contracts 17 (22)
Other long-term liabilities (4,252) -
Loan from ultimate holding company - 2,114
Due from related companies and holding company (3) 108
Due to related companies and holding company (686) (1)
Proceeds from issuance of common and preferred stock 11,436 -
Increase in treasury stock (171) -
------- -------
Net cash provided by (used in) financing activities (660) 2,199
------- -------
Net (decrease) in cash (5,817) (120)
Cash at beginning of period 14,691 135
------- -------
Cash at end of period 8,874 15
------- -------
------- -------
See accompanying notes to condensed consolidated financial statements
3
<PAGE>
CHINA PACIFIC, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
June 30, 1996
(Unaudited)
1. INTERIM FINANCIAL PRESENTATION
The interim financial statements are prepared pursuant to the
requirements for reporting on Form 10-QSB. The December 31, 1995
balance sheet data was derived from audited financial statements but
does not include all disclosures required by generally accepted
accounting principles. The interim financial statements and notes
thereto should be read in conjunction with the financial statements and
notes included in the Company's Form 10-KSB dated December 31, 1995.
In the opinion of management, the interim financial statements reflect
all adjustments of a normal recurring nature necessary for a fair
presentation of the results for the interim periods presented.
2. CURRENCY PRESENTATION AND FOREIGN CURRENCY TRANSLATION
The Company's financial information is presented in U.S. dollars. The
translation of the financial statements of foreign subsidiaries into
United States dollars is performed for balance sheet accounts using
closing exchange rates in effect at the balance sheet date and for
revenue and expense accounts using an average exchange rate during each
reporting period. The gains or losses resulting from translation are
included in shareholders' equity separately as cumulative translation
adjustments.
3. BUSINESS AND ORGANIZATION
Effective July 1, 1995, the Company acquired a 60% interest in Chengdu
Chengkang Iron and Steel Limited ("CCISC"), a sino-foreign joint
venture engaged in the manufacturing of iron and steel products in the
People's Republic of China.
Effective December 29, 1995, the Company's 51% subsidiary, China
Pacific Construction (B.V.I.) Limited (formerly known as China Treasure
Construction (B.V.I.) Limited), disposed of its entire equity interest
in the Sun City development.
The interim financial statements included herein include only the Sun
City related operations during 1995 and include only the CCISC
operations during 1996. Pro forma information, giving affect to the
CCISC acquisition and Sun City disposition as if they had taken place
at January 1, 1995 is as follows:
4
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CHINA PACIFIC, INC. AND SUBSIDIARIES
PRO FORMA CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)
FOR THE PERIOD FROM JANUARY 1, 1995 TO JUNE 30, 1995
(Amounts expressed in United States $'000)
China Pacific CCISC Pro Forma Pro Forma
Historical Pro Forma Adjustments Combined
------------- --------- ----------- ---------
Net sales - 55,741 55,741
Cost of goods sold - 48,130 48,130
----- ------ --- ---------
Gross profit - 7,611 7,611
Selling, general and
administrative expense 53 2,920 28 3,001
Interest expense, net - - -
Other expense, net - 20 20
----- ------ --- ---------
Income (loss) from
continuing operations
before income taxes (53) 4,671 (28) 4,590
Provision for income taxes - - -
----- ------ --- ---------
Income (loss) from
continuing operations (53) 4,671 (28) 4,590
Discontinued operations:
Income from
operations of the
discontinued Sun City
Subsidiaries, net 1,619 1,619
----- ------ --- ---------
Income before
minority interests 1,566 4,671 (28) 6,209
Minority interests (786) (1,868) (2,654)
----- ------ --- ---------
Net income (loss) 780 2,803 (28) 3,555
----- ------ --- ---------
----- ------ --- ---------
Earnings per common share:
Income from
continuing operations 0.77
Income from
discontinued operations 0.23
---------
Net income 1.00
---------
---------
Weighted average number of
shares outstanding 3,571,428
---------
---------
(a) To record amortization of goodwill over a 40 year period.
5
<PAGE>
4. SHAREHOLDERS' EQUITY
COMMON STOCK
During the period, holders of 580,059 shares of common stock exercised
their rights entitling those holders to receive an additional 340,874
shares of common stock.
During the period, the Company issued 783,000 shares of common stock
(195,750 shares after adjustment for the 1-for-4 reverse split which
became effective July 9, 1996) for consulting services rendered in
connection with the Chengdu Steel acquisition.
SERIES A CONVERTIBLE PREFERRED STOCK
During the six months ended June 30, 1996, 2,250 shares of Series A
preferred stock were converted into 2,236,666 shares of common stock of
the Company.
SERIES B CONVERTIBLE AND REDEEMABLE PREFERRED STOCK
During the six months ended June 30, 1996, the Company sold 1,030
shares of Series B convertible and redeemable preferred stock, par
value $0.001 each, for $1,030,000. The subscription value of Series B
convertible and redeemable preferred stock is convertible into common
stock of the Company at a conversion price equal to 65% of the average
closing market price of the Company's common stock for the five days
immediately preceding the date of the notice of conversion. The
outstanding convertible and redeemable preferred stock is redeemable at
the option of the Company at any time after January 1, 1997 by giving
ten days notice at the original subscription price. In addition, 1,680
shares of Series B preferred stock were converted into 2,179,843 shares
of common stock of the Company during the period ended June 30, 1996.
SERIES C CONVERTIBLE AND REDEEMABLE PREFERRED STOCK
During the six months ended June 30, 1996, the Company sold 9,105
shares of Series C 7% convertible and redeemable preferred stock, par
value of $0.001 each, for $9,105,000. The subscription value of Series
C convertible and redeemable preferred stock is convertible into common
stock of the Company at a conversion price equal to 75% of the average
closing market price of the Company's stock for the five days
immediately preceding the date of the notice of conversion. The Series
C 7% convertible and redeemable preferred stock carries a 7% annual
dividend payable upon conversion or redemption. The outstanding
convertible and redeemable preferred stock is redeemable at the option
of the Company at any time after January 1, 1998 with ten days notice
at 133% of the original subscription price. 8,425 shares of the Series
C convertible and redeemable preferred stock were converted into
10,195,092 shares of common stock of the Company during the period
ended June 30, 1996.
10% CONVERTIBLE DEBENTURE
During the period, $300,000 of 10% convertible debentures were
converted into 319,327 shares of common stock of the Company.
Interest, totaling $15,367.91, on the 10% convertible debentures was
converted into 12,325 shares of common stock of the Company.
TREASURY STOCK
During the period, the Company acquire 110,000 shares of its common
stock in the open market for aggregate consideration of $171,000.
6
<PAGE>
5. OTHER INCOME - MINIMUM PROFIT GUARANTEES
Pursuant to the terms governing the formation of Chengdu Steel and the
Company's acquisition of a 60% interest in Chengdu Steel, Chengdu Iron
and Steel Plant guaranteed a minimum after tax profit to Chengdu Steel
of Rmb 150 million (approximately $18 million) during 1996. The
Company estimates annual after tax profits of Chengdu Steel
periodically in order to determine whether payments will be due to
China Pacific Steel Limited, the Company's wholly-owned subsidiary and
60% owner of Chengdu Steel, pursuant to such profit guarantee. Based
on earnings to date, the estimated short-fall in after tax profits of
Chengdu Steel during 1996 will result in a payment to China Pacific
Steel Limited of $2,319,000 pursuant to the guarantee. The estimated
payments pursuant to such guarantee are recorded as other income for
the period. Such estimated guarantee payments will be adjusted
periodically to reflect actual results of Chengdu Steel.
6. SUBSEQUENT EVENTS
After June 30, 1996, the following subsequent events took place:
a. The Company declared a 1-for-4 reverse stock split effective July
9, 1996.
b. The Company agreed to grant 343,750 warrants exercisable at $4.00
per share to various parties for investment banking services
rendered. Issuance of the warrants is subject to execution of
final documentation.
7. EARNINGS PER SHARE
Earnings per share is calculated for each period and the shares
outstanding have been adjusted to give retroactive effect to the
1-for-4 reverse stock split which became effective July 9, 1996.
8. CONTINGENCIES
A brokerage firm has notified the Company of a claim to additional
placement fees and expenses of US$1.7 million in connection with a
series of placements which were arranged by other parties. To date,
no compromise has been reached with the brokerage firm and the
brokerage firm has threatened litigation. Although the Company
strongly believes that the claim is without merit and the Company will
contest such claim vigorously, it is unable to predict the outcome of
this dispute should litigation arise.
7
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
MATERIAL CHANGES AND RESULTS OF OPERATIONS
Net sales during the six months ended June 30, 1996 totaled $55.2
million. The Company reported no sales during the six months ended June 30,
1995. The increase in net sales was attributable to the Company's acquisition
of a 60% interest in Chengdu Steel which was effective July 1, 1995. On a pro
forma basis, net sales of Chengdu Steel for the six months ended June 30, 1995
totaled $55.7 million. The decrease in pro forma net sales was attributable
to a temporary disruption of electrical power and plant operations necessary
to facilitate the installation of a new blast furnace. Gains in productivity
following installation of the new blast furnace partially offset the loss of
production during installation of the blast furnace.
Cost of goods sold during the six months ended June 30, 1996 totaled
$47.1 million. The Company had no cost of sales during the six months ended
June 30, 1995. The increase in cost of goods sold was attributable to the
Company's acquisition of a 60% interest in Chengdu Steel which was effective
as of July 1, 1995. On a pro forma basis, cost of goods sold for the six
months ended June 30, 1995 totaled $48.1 million. The decrease in cost of
goods sold was attributable to the reduction in sales during the installation
of the new blast furnace and continuing cost control efforts.
Pro forma gross profits increased by 6.3% from $7.6 million (13.7% of
net sales) during the period in 1995 to $8.1 million (14.7% of net sales)
during 1996. The improvement in profit margin during the period was
attributable to the effects of ongoing cost control measures and improved
efficiency and productivity following the installation of the new blast
furnace.
Selling, general and administrative expenses ("SG&A") during the six
months ended June 30, 1996 totaled $3.7 million as compared to $53,000 during
the six months ended June 30, 1995. The increase in SG&A was attributable to
an increased level of corporate activities, including the acquisition and
operation of Chengdu Steel. Additionally, 1995 reported SG&A reflects the
reclassification of substantial SG&A ($1.6 million) relating to Sun City as
discontinued operations.
On a pro forma basis, SG&A increased 22.6% to $3.7 million (6.7% of net
sales) for the six months ended June 30, 1996 as compared to $3.0 million
(5.4% of net sales) of pro forma SG&A reported by Chengdu Steel during the
period in 1995. The increase in SG&A, in total and as a percentage of sales,
was attributable to the the anticipated increase in production and
accompanying SG&A expense following installation of the new blast furnace and
the temporary disruption of operations to facilitate installation of the new
furnace.
Other income (expense), net, during the six months ended June 30, 1996
totaled $2.9 million. The Company reported no other income, net, during the
six months ended June 30, 1995. Other income was attributable to (1)
estimated compensation of $2.3 million payable to the Company's subsidiary,
China Pacific Steel Limited, based on estimated 1996 earnings of Chengdu
Steel, pursuant to a letter of guarantee from Chengdu Iron and Steel Plant
("CISP") to China Pacific Steel Limited whereby CISP guaranteed after tax
profits of Chengdu Steel of not less than Rmb 150 million (approximately $18
million) during 1996, and (2) the Company's allocable share of profits of
$567,000 from China Pacific Construction (B.V.I.) Limited following the sale
of the Company's interest in Sun City and the reduction in the Company's
ownership interest in China Pacific Construction to 50%.
Minority interest represents the allocable share of income or loss
attributable to the 40% share of Chengdu Steel not owned by the Company during
the six months of 1996 and the 49% interest in China Pacific Construction not
owned by the Company during the six months of 1995.
Net income during the six months ended June 30, 1996 totaled $5.2
million as compared to $780,000 during the first half of 1995. Pro forma net
income for the six months ended June 30, 1995, including results attributable
to Chengdu Steel totaled $3.6 million.
8
<PAGE>
MATERIAL CHANGES IN FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES
At June 30, 1996, the Company had working capital of $20.2 million and
cash balances of $8.9 million as compared to a working capital balance of
$12.1 million and a cash balance of $14.7 million at December 31, 1995. The
improvement in working capital was attributable to a combination of (i) cash
flows from profitable operations and (ii) the receipt of $10.4 million of net
proceeds from the sale of common stock, convertible debentures and convertible
preferred stock during the first half of 1996.
At June 30, 1996, the primary obligations of the Company consisted of
$5 million which remained payable to an affiliate relating to the China Steel
acquisition as well as long-term debt in the amount of $10.5 million,
including (i) a non-interest bearing unsecured current account with CISP in
the amount of $4.8 million, (ii) 10% convertible debentures in the amount of
$0.2 million, and (iii) various loans from unaffiliated third parties in the
amount of $5.5 million.
During the first six months of 1996, the Company issued common stock,
convertible debentures and convertible preferred stock raising approximately
$10.3 million net of offering costs. At June 30, 1996, $200,000 of
convertible debentures remained outstanding and eligible for conversion into
common stock. Such debentures are convertible at a price equal to the lesser
of 100% of the average closing market price of the Company's common stock for
the three days immediately preceding the issuance of the debentures ($4.68) or
80% of the average closing market price of the common stock for the three days
preceding the conversion of the debentures. The debentures are due in
November of 1997 if not previously converted. At June 30, 1996, 680 shares of
Series C Preferred Stock remained outstanding. The Series C 7% convertible
and redeemable preferred shares are convertible into common stock at a price
equal to 75% of the average closing price fo the common stock for the five
days immediately prior to the date of notice of conversion. The Series C
Preferred Shares carry a 7% annual dividend payable upon conversion or
redemption. The Series C Preferred Shares are redeemable at the option of the
Company at any time after January 1, 1998. A total of 2,250 shares of Series
A preferred stock (being all of the outstanding Series A Preferred Shares),
1,680 shares of Series B Preferred Stock (being all of the outstanding Series
B Preferred Shares), 8,425 shares of Series C Preferred Stock and $600,000 of
debentures were converted during the first six months of 1996 resulting in the
issuance of an aggregate of 15,233,377 shares of common stock (after giving
effect to a 1-for-4 reverse stock split effective July 9, 1996).
Other than the foregoing, the Company has no sources of available
capital or commitments to provide additional capital. Management believes
that the Company has sufficient capital resources to fund its current
operations for the foreseeable future.
9
<PAGE>
PART II. OTHER INFORMATION
ITEM 2. CHANGES IN SECURITIES
The Company declared a 1-for-4 reverse stock split on its common stock
effective July 9, 1996.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY-HOLDERS.
(a) On July 9, 1996, an annual meeting of shareholders of China
Pacific, Inc. was held.
(b) The following directors were elected (by the votes indicated) at
such meeting: Clement Mak (28,868,377 For, 109,350 Against,
3,929,823 Abstain), Cheng Yuk Ching (28,866,377 For, 111,350
Against, 3,929,823 Abstain), Huang Jinhui (28,865,377 For, 112,350
Against, 3,929,823 Abstain), Tan Jian Sheng (28,863,877 For,
113,850 Against, 3,929,823 Abstain), Zhang Guo Liang (28,867,377
For, 110,350 Against, 3,929,823 Abstain).
(c) In addition to the election of directors as noted above, the
following matters were voted upon at such meeting:
(i) Ratification of appointment of Arthur Andersen & Co. as the
Company's independent certifying accountants (28,924,917
For, 25,900 Against and 3,929,823 Abstentions and Broker
Non-Votes).
ITEM 6 EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits - None
(b) Reports on Form 8-K - None
10
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
CHINA PACIFIC, INC.
Date: August 16, 1996 /s/ Clement Mak
----------------------------------------
Clement Mak Shiu Tong, President and
Chief Executive Officer
Date: August 16, 1996 /s/ Thomas Tong
----------------------------------------
Thomas Tong, Treasurer and Chief
Financial Officer
11
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 8874
<SECURITIES> 0
<RECEIVABLES> 16720
<ALLOWANCES> 0
<INVENTORY> 34777
<CURRENT-ASSETS> 64406
<PP&E> 10729
<DEPRECIATION> 0
<TOTAL-ASSETS> 99222
<CURRENT-LIABILITIES> 44239
<BONDS> 7803
0
0
<COMMON> 35
<OTHER-SE> 31969
<TOTAL-LIABILITY-AND-EQUITY> 99222
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</TABLE>
