SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended July 31, 1995 Commission File No. 0-18472
HEALTH MANAGEMENT, INC.
(Exact name of registrant as specified in charter)
Delaware 75-2096632
(State or other jurisdiction (IRS Employer Identification No.)
of incorporation)
4250 Veterans Memorial Highway, Suite 400 West
Holbrook, New York 11741
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (516) 981-0034
(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 August 15, 1995, there were outstanding 9,318,959 shares of common stock,
$.03 par value.
HEALTH MANAGEMENT, INC.
July 31, 1995
TABLE OF CONTENTS
Page No.
Part I. FINANCIAL INFORMATION:
Item 1. Financial Statements
Item 2. Management's Discussion and
Analysis of Financial Condition
and Results of Operations
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
SIGNATURES
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
The condensed consolidated financial statements of Health Management,
Inc. (the "Company") begin on the page following item 2 of this Part
I.
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
RESULTS OF OPERATIONS
Preliminary Statement
All statements contained herein that are not historical facts, including, but
not limited to, statements regarding the Company's current business strategy,
the Company's projected sources and uses of cash, and the Company's plans for
future development and operations, are based upon current expectations. These
statements are forward-looking in nature and involve a number of risks and
uncertainties. Actual results may differ materially. Among the factors that
could cause actual results to differ materially are the following: the
availability of sufficient capital to finance the Company's business plans on
terms satisfactory to the Company; competitive factors; the ability of the
Company to adequately defend or reach a settlement of outstanding litigations
and investigations involving the Company or it management; changes in labor,
equipment and capital costs; changes in regulations affecting the Company's
business; future acquisitions or strategic partnerships; general business and
economic conditions; and other factors described from time to time in the
Company's reports filed with the Securities and Exchange Commission. The
Company wishes to caution readers not to place undue reliance on any such
forward-looking statements, which statements are made pursuant to the Private
Litigation Reform Act of 1995 and, as such, speak only as of the date made.
The financial information discussed herein has been restated. (See note 4 to
the Condensed Consolidated Financial Statements).
Three months ended July 31, 1995 vs. July 31, 1994
The Company's revenues were $38,294,030 for the quarter ended July 31, 1995, an
increase of $21,077,728 or 122.4% over revenues of $17,216,302 for the three
months ended July 31, 1994. Revenues generated through the Company's recent
acquisitions accounted for approximately $14,000,000 of the increased revenues.
The balance of the increase in revenues was derived from internal growth
resulting from the expansion of the Lifecare Program into new disease states,
ongoing patient referrals from existing referral sources, and the addition of
new referral sources over the course of the quarter.
Gross profit margins were 30.7% for the quarter ended July 31, 1995, as compared
to 29.0% for the quarter ended July 31, 1994. Although the gross margin
profits were slightly higher for the quarter ended July 31, 1995 than those for
the quarter ended July 31, 1994, the trend is towards decreasing profit
margins. The Company has been experiencing a decrease in gross profit
margin primarily attributable to the following factors: increases in
multiple sclerosis revenues, which presently yield lower margins than have
been historically experienced by the Company in other disease management
programs, reductions in the fixed fee reimbursement rates from certain state
Medicaid programs, (principally New York, which lowered its reimbursement
rate by 10%), and reduction of reimbursement rates that occur when the drug
benefit is carved out from the major medical benefit and is switched to a
drug card plan. In addition, the Company has continued to experience an
increase in the number of transplant patients receiving immunosuppressant
drug benefits under Medicare due to the extension of Medicare coverage
beyond the historical one year post-transplant period. Medicare reimburses
at lower rates than indemnity insurance.
Operating expenses as a percentage of revenues decreased to 22.1% for the
quarter ended July 31, 1995, as compared to 26.3% for the quarter ended July 31,
1994. Total operating expenses were $8,449,616 for the quarter ended July 31,
1995, an increase of $3,921,164 over the quarter ended July 31, 1994. The
increase was due to the fact that during the last quarter of the fiscal year
ended April 30, 1995, the Company consummated two acquisitions, the principal
one being the acquisition of the Clozaril Patient Management Business ("CPMB")
from Caremark, Inc. Operating expenses in connection with these accounted for
approximately $2,700,000 of expenses during the quarter ended July 31, 1995.
Also, to support the Company's continued expansion payroll-related expenses
increased by approximately $550,000. The balance of the increase occurred in
distribution, selling and administration expenses.
Operating income was $3,311,180 for the quarter ended July 31, 1995, an increase
of $2,854,290 or 624.7% compared to operating income of $456,890 for the quarter
ended July 31, 1994.
Net interest expense for the quarter ended July 31, 1995 was $610,936, an
increase of $699,240 compared to net interest income of $88,304 for the quarter
ended July 31, 1994. Approximately $590,000 of the increase was due to the
interest charges relating to the Company's $24,000,000 debt financing of the
CPMB acquisition. The balance of the increase was a result of interest charges
on the Company's outstanding line of credit.
Income before income taxes was $2,700,244 for the quarter ended July 31, 1995,
an increase of $2,155,050 or 395.3% compared to $545,194 for the quarter ended
July 31, 1994.
Net income was $1,588,738 for the quarter ended July 31, 1995, compared to
$303,594 for the quarter ended July 31, 1994, an increase of $1,285,144 or
423.3%.
Primary and fully diluted earnings per common share for the quarter ended July
31, 1995, were $.17 compared to $.03 for the quarter ended July 31, 1994. The
weighted average number of shares outstanding used in the calculation of primary
and fully diluted earnings was 9,444,919 and 9,321,448 for the quarters ended
July 31, 1995 and 1994 respectfully.
LIQUIDITY AND CAPITAL RESOURCES
The net decrease of $107,958 in the Company's cash and cash equivalents to
$4,454,754 for the quarter ended July 31, 1995, was attributable to net cash
provided by operating activities offset by cash used in financing and investing
activities. Net cash provided by operating activities increased primarily from
net income, accounts payable, taxes payable and non-cash adjustments were offset
primarily by increases in accounts receivable amounts due from sellers, by
inventory and by decreases in accrued expenses.
Working capital at July 31, 1995, was $14,752,112, an increase of $5,456,877
from April 30, 1995. The major components of the increase were an accounts
receivable increase of $3,957,552 and an increase in amounts due from Caremark
of $2,055,192 offset by increase in accounts payable of $4,313,826.
The Company borrowed $21,000,000 on a term loan of which $750,000 has been
repaid as of July 31, 1995. The term loan bears interest at a rate of .5% above
the Alternative Rate Base which approximated 9.0%. The principal is payable
over five years in quarterly installment payments of $750,000 through March 31,
1996; $1,000,000 through March 31, 1997, $1,250,000 through March 31, 1999 and
$1,000,000 through March 21, 2000.
The Company's also has a credit facility of up to $15,000,000 with the same
lending institutions which is due in March 1997. As of July 31, 1995 the
Company has borrowed $2,750,000 bearing interest at 9%, leaving an availability
of $12,250,000 under this line of credit.
As a result of the restatement the Company is in violation of its current loan
agreement and, accordingly, all borrowings under the term loan and the credit
facility are classified as current liabilities.
In connection with the CPMB acquisition the Company is also obligated on a
$3,000,000 subordinated note bearing interest at an annual rate of 8% and
matures March 31, 2000.
As of July 31, 1995, days sales outstanding were 85 days, down 47 days from 132
days at July 31, 1994. The days sales outstanding calculation was impacted
positively by approximately 20 days by the CPMB acquisition.
HEALTH MANAGEMENT, INC.
AND SUBSIDIARIES
Index to Condensed Consolidated Financial Statements
Page No.
Balance Sheets as of July 31, 1995 (Unaudited)
and April 30, 1995 (Audited)
Statements of Income for the Three Months
Ended July 31, 1995 and July 31, 1994 (Unaudited)
Statements of Cash Flows for the Three Months Ended
July 31, 1995 and July 31, 1994 (Unaudited)
Statement of Changes in Stockholder's Equity for the
Three Months Ended July 31, 1995 (Unaudited)
Notes to Financial Statements
<TABLE>
HEALTH MANAGEMENT, INC.
And Subsidiaries
CONDENSED CONSOLIDATED BALANCE SHEETS
ASSETS
<CAPTION>
July 31, 1995 April 30, 1995
(Unaudited) (Audited)
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $4,454,754 $ 4,562,712
Accounts Receivable, Less Allowance for
Doubtful Accounts 35,297,361 31,339,809
Inventories 8,768,883 7,787,661
Due from Caremark 2,055,192 -
Tax Refund Receivable 1,346,044 1,827,000
Deferred Taxes 3,464,469 3,133,300
Prepaid Expenses and Other 716,113 1,163,541
Total Current Assets 56,102,816 49,814,023
IMPROVEMENTS and EQUIPMENT, Less
Accumulated Depreciation and
Amortization 2,111,092 2,136,062
EXCESS OF PURCHASE PRICE OVER
NET ASSETS ACQUIRED 35,146,280 35,464,260
OTHER 1,279,684 1,275,775
$ 94,639,872 $ 88,690,120
See Notes to Condensed Consolidated Financial Statements
</TABLE>
<TABLE>
HEALTH MANAGEMENT, INC.
AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
LIABILITIES AND STOCKHOLDERS' EQUITY
<CAPTION>
July 31, April April
(Unaudited) (Audited)
<S> <C> <C>
CURRENT LIABILITIES
Accounts Payable $16,643,817 $ 12,329,991
Accrued Expenses 1,634,061 1,862,407
Current Maturities of Long Term Debt 23,072,826 23,135,267
TOTAL CURRENT LIABILITIES 41,350,704 37,327,665
Deferred Taxes 306,848 -
Long Term Debt, Less Current Maturities 3,191,125 3,191,123
TOTAL LIABILITIES 44,848,677 40,518,788
COMMITMENTS and CONTINGENCIES
STOCKHOLDERS' EQUITY:
Preferred Stock-$.01 Par Value:
Shares Authorized - 1,000,000:
Issued and Outstanding 0
Common Stock - $.03 Par Value:
Shares Authorized - 20,000,000:
Issued and Outstanding - 9,319,017
and 9,316,017 279,571 279,481
Additional Paid-In Capital 38,050,545 38,019,510
Retained Earnings 11,461,079 9,872,341
TOTAL STOCKHOLDERS' EQUITY 49,791,195 48,171,332
$ 94,639,872 $ 88,690,120
See Notes to Condensed Consolidated Financial Statements
</TABLE>
<TABLE>
HEALTH MANAGEMENT, INC.
AND SUBSIDIARIES
Condensed Consolidated Statements of Income
(Unaudited)
Three Months Ended July 31
<CAPTION>
1995 1994
<S> <C> <C>
Revenue $38,294,030 $17,216,302
Cost of Sales 26,533,234 12,230,960
Gross Profit 11,760,796 4,985,342
Operating Expenses:
Selling 1,085,202 522,084
General and Administrative 7,364,414 4,006,368
8,449,616 4,528,452
Income from Operations 3,311,180 456,890
Interest Expense (Income) 610,936 (88,304)
Income Before Taxes on Income 2,700,244 545,194
Taxes on Income 1,111,506 241,600
Net Income $ 1,588,738 $ 303,594
Earnings Per Common Share:
Primary and Fully Diluted $ .17 $ .03
Weighted Average Shares Outstanding
Primary and Fully Diluted 9,444,919 9,321,448
See Notes to Condensed Consolidated Financial Statements
</TABLE>
<TABLE>
HEALTH MANAGEMENT, INC.
AND SUBSIDIARIES
Condensed Consolidated Statement of Cash Flow
Three Months Ended July 31
<CAPTION>
(Unaudited)
1995 1994
<S> <C> <C>
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net Income $ 1,588,738 $ 303,594
Adjustments to Reconcile Net
Income to New Cash provided by
Operating Activities:
Depreciation & Amortization 653,391 154,805
Provision for Doubtful Accounts 1,814,812 1,607,000
Deferred Taxes (24,321) (320,000)
Compensation Under Restricted Stock - 14,265
Loss From Disposition of
Rental Equipment - 287,287
Increase (Decrease) in Cash Flows
from Changes in Operating
Assets and Liabilities:
Accounts Receivable (5,772,364) (2,531,764)
Inventory (981,222) (351,697)
Other Receivables (2,055,192) 1,444,426
Prepaid Expenses and Other 316,553 7,081
Other Assets (86,773) 28,662
Accounts Payable 4,799,873 2,014,231
Accrued Expenses (714,393) (216,180)
Income Tax Payable, Net of Tax
Refund Receivable (480,956) (1,473,608)
Net Cash Provided by
Operating Activities 20,058 968,102
Cash Flows from Investing Activities:
Cash Used in Acquisition of PMA (187,500)
Capital Expenditures (96,702) (325,448)
Proceeds from Sale of Rental Equipment - 214,598
Net Cash (Used in) Investing (96,702) (298,350)
Activities
See Notes to Condensed Consolidated Financial Statements
</TABLE>
<TABLE>
HEALTH MANAGEMENT, INC.
AND SUBSIDIARIES
Condensed Consolidated Statement of Cash Flow (Concluded)
For The Three Months Ended July 31
<CAPTION>
(Unaudited)
1995 1994
<S> <C> <C>
CASH FLOWS FROM FINANCING ACTIVITIES:
Increase in Bank Loan,
Net of Repayments - 300,000
Borrowing on Credit Facility 750,000 -
Principal Payments on Long-Term Debt (812,439) (84,225)
Proceeds from Exercise of Stock 31,125 -
Proceeds from Exercise of Warrants - 145,800
Net Cash Provided by (Used in)
Financing Activities (31,314) 361,575
Net Increase (Decrease) in Cash and
Cash Equivalents (107,958) 1,031,327
Cash and Cash Equivalents, at Beginning
of Period 4,562,712 13,495,480
Cash and Cash Equivalents,
at end of Period $ 4,454,754 $ 14,526,807
Supplemental Disclosures of Cash Flow Information:
Cash Paid for Interest $365,573 $ 20,000
Cash Paid for Taxes $395,880 $1,715,208
See Notes to Condensed Consolidated Financial Statements
</TABLE>
<TABLE>
HEALTH MANAGEMENT, INC.
AND SUBSIDIARIES
Condensed Consolidated Statement of Stockholders' Equity
Three Months Ended July 31, 1995
(Unaudited)
<CAPTION>
Common Stock Additional
$.03 Par Value Paid-In Retained
Shares Amount Capital Earnings
<S> <C> <C> <C> <C>
Balance, May 1, 1995 9,316,017 $ 279,481 $ 38,019,510 $ 9,872,341
Common Stock Issued
Upon Exercise of
Stock Options 3,000 90 31,035 -
Net Income for the Three
Months Ended
July 31, 1995 - - - 1,588,738
Balance, July 31, 9,319,017 $279,571 $38,050,545 $11,461,079
1995
</TABLE>
HEALTH MANAGEMENT, INC.
AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1: BASIS OF PRESENTATION
The condensed consolidated financial statements include Health Management, Inc.,
a Delaware corporation (the "Company"), and its wholly-owned subsidiaries
Homecare Management, Inc., a New York corporation ("HMI - New York"), HMI
Pennsylvania, Inc., a Delaware corporation, HMI Retail Corp., Inc., a Delaware
corporation, HMI PMA, Inc., a Delaware corporation, Health Reimbursement Corp.,
a Delaware corporation, HMI Maryland, Inc., a Delaware corporation, and HMI
Illinois, Inc., a Delaware corporation. All intercompany accounts and
transactions have been eliminated in consolidation.
The condensed Consolidated Financial Statements included herein are unaudited
and include all adjustments which, in the opinion of management, are necessary
for a fair presentation of the results of operations of the interim period
pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and footnote disclosures normally included
in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted. These condensed
financial statements should be read in conjunction with the Company's Annual
Report on 10-K for the year ended April 30, 1995. The results of operations
for periods for the interim periods are not necessarily indicative of the
operating results for the whole year.
NOTE 2: CAPITAL TRANSACTIONS
During the quarter ended July 31, 1995, two employees exercised 3,000 stock
options for a total exercise price of $31,125.
NOTE 3: CONTINGENCY
On April 3, 1995, American Preferred Prescription, Inc. ("APP") filed a
complaint against the Registrant, Preferred Rx, Inc., Community prescription
Services and Sean Strub in the New York Supreme Court for tortious interference
with existing and prospective contractual relationships, for lost customers and
business opportunities resulting from allegedly slanderous statements and for
allegedly false advertising and promotion. Four separate causes of action are
alleged, each for up to $10 million in damages. APP had previously filed a
similar suit in the United States Bankruptcy Court of the Eastern District of
New York, which was dismissed and the court abstained from exercising
jurisdiction. The Company has answered the complaint and counterclaimed for
libel and slander predicated upon a false press release issued by APP and added
as defendants the principals of APP. On or about April 14, 1995, APP commenced
an adversary proceeding in the United States Bankruptcy Court, Eastern District
of New York against the Company and a former employee of APP who is now an
employee of the Company (the "Employee"). In its complaint APP claims that the
Company offered the Employee employment in order to obtain confidential
information from her, that the Company offered the Employee employment in order
to obtain confidential information from her, that the Company's employment of
the Employee constituted interference with APP's contractual relations with its
employee and that the Company intends to interfere with other contractual
agreements between APP and its employees. Damages in excess of $10 million and
injunctive relief are sought against the Company. On May 4, 1995, APP sought,
and the Court granted, a temporary restraining order against the Employee from
divulging confidential or proprietary information regarding APP. On June 7,
1995, a hearing was held at APP's request to enjoin the Employee from disclosing
such proprietary information, as well as from becoming employed by or working
for the Company. Management believes APP's suits against it to be without
merit, intends to defend the proceedings vigorously and believes the outcomes
will not have a material adverse effect on the Company's results of operations
or financial position.
NOTE 4: RESTATEMENT
In February 1996, a Special Committee of the Board of Directors was established
to review certain accounting and financial matters. The Special Committee
determined that as a result of certain accounting irregularities that
restatements of prior 1995 and 1996 fiscal periods would be required.
As a result of these developments, the Company's auditors withdrew their
previously issued unqualified opinion dated July 27, 1995 on the financial
statements of the Company for the year ended April 30, 1995. Also, the
restatement caused the Company to be in violation of its current loan agreements
and, accordingly, all borrowings under such agreements are classified as current
liabilities as of July 31, 1995.
The Company has restated its 1995 financial statements as well as the quarterly
financial statements for each of the four quarters in the year ended April 30,
1995 and the first two quarters in the year ending April 30, 1996. A
reconciliation of the Company's previously reported net income to the restated
net income in the restated financial statements for the three months ended July
31, 1995 is as follows:
<TABLE>
<CAPTION>
Three months ended July 31, 1995
<S> <C>
Income, as previously reported $1,702,000
ADJUSTMENTS:
Overstatement of revenues (1,508,000)
Overstatement of beginning inventory 1,720,000
Understatement of allowance for doubtful
accounts (404,000)
Total adjustments (192,000)
Less Tax benefit of adjustments 79,000
Income, as restated ($1,589,000)
Earnings per share of common stock, as
previously reported - primary and fully-diluted $.18
Adjustments, net of tax benefit (.01)
Earnings per share of common stock, as
restated - primary and fully-diluted $.17
</TABLE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
On April 3, 1995, American Preferred Prescription, Inc. ("APP") filed a
complaint against the Registrant, Preferred Rx, Inc., Community Prescription
Services and Sean Strub in the New York Supreme Court for tortious interference
with existing and prospective contractual relationships, for lost customers and
business opportunities resulting from allegedly slanderous statements and for
allegedly false advertising and promotion. Four separate causes of action are
alleged, each for up to $10 million in damages. APP had previously filed a
similar suit in the United States Bankruptcy Court of the Eastern District of
New York, which was dismissed and the court abstained from exercising
jurisdiction. The Company has answered the complaint and counterclaimed for
libel and slander predicated upon a false press release issued by APP and added
as defendants the principals of APP. On or about April 14, 1995, APP commenced
an adversary proceeding in the United States Bankruptcy Court, Eastern District
of New York against the Company and a former employee of APP who is now an
employee of the Company (the "Employee"). In its complaint APP claims that the
Company offered the Employee employment in order to obtain confidential
information from her, that the Company's employment of the Employee constituted
interference with APP's contractual relations with its employee and that the
Company intends to interfere with other contractual agreements between APP and
its employees. Damages in excess of $10 million and injunctive relief are
sought against the Company. On May 4, 1995, APP sought, and the Court granted,
a temporary restraining order against the Employee from divulging confidential
or proprietary information regarding APP. On June 7, 1995, a hearing was held
at APP's request to enjoin the Employee from disclosing such proprietary
information, as well as from becoming employed by or working for the Company.
Management believes APP's suits against it to be without merit, intends to
defend the proceedings vigorously and believes the outcomes will not have a
material adverse effect on the Company's results of operations or financial
position.
Item 2. Change in Securities - None
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
Item 6. Exhibits and Reports of Form 8-K
(a) Exhibits
601 (c) - Financial Data Schedule
(b) Reports on Form 8-K
Amendments No. 1 on Form 8-K/A, dated July 18, 1995, to the
Company's Current Report on Form 8-K, dated April 14, 1994,
was filed with the Commission on July 24, 1995.
(i) Items Reported:
Item 7 - Financial Statements, Pro Forma Financial
Statements and Exhibits.
(ii) Financial Statements Filed:
Pro Forma Condensed Combined Balance Sheet of the
Company and its Subsidiaries as at January 31, 1995
and Pro Forma Condensed Combined Statements of
Operations of the Company and its Subsidiaries for the
year ended April 13, 1994 and for the nine months
ended January 31, 1995.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Quarterly Report to be signed on its behalf by
the undersigned, thereunto duly authorized, in the County of Suffolk, State of
New York, on the 30th day of April, 1996.
HEALTH MANAGEMENT, INC.
(Registrant)
By:/s/ James R. Mieszala
James Mieszala, Acting President
(Principal Executive Officer)
By:/s/ Paul Jurewicz
Treasurer, Chief Financial Officer
and Executive Vice President
(Principal Financial Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Health
Management, Inc.'s Form 10-Q and is qualified in its entirety by reference to
such Form 10-Q.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> APR-30-1995
<PERIOD-END> JUL-31-1995
<CASH> 4,454,754
<SECURITIES> 0
<RECEIVABLES> 44,246,626
<ALLOWANCES> 8,949,265
<INVENTORY> 8,768,883
<CURRENT-ASSETS> 56,102,816
<PP&E> 3,094,559
<DEPRECIATION> 983,467
<TOTAL-ASSETS> 94,639,872
<CURRENT-LIABILITIES> 41,350,704
<BONDS> 26,263,951
0
0
<COMMON> 279,571
<OTHER-SE> 49,511,624
<TOTAL-LIABILITY-AND-EQUITY> 94,639,872
<SALES> 294,030
<TOTAL-REVENUES> 38,294,030
<CGS> 533,234
<TOTAL-COSTS> 34,982,850
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 1,181,812
<INTEREST-EXPENSE> 610,936
<INCOME-PRETAX> 2,700,244
<INCOME-TAX> 1,111,506
<INCOME-CONTINUING> 1,588,738
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,588,738
<EPS-PRIMARY> .17
<EPS-DILUTED> .17
</TABLE>
