<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
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM TO
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COMMISSION FILE NUMBER 0-16453
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HEARx LTD.
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EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER
DELAWARE 22-2748248
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(STATE OF OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
1250 NORTHPOINT PARKWAY, WEST PALM BEACH, FLORIDA 33407
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (561) 478-8770
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
FORMER NAME, FORMER ADDRESS AND FORMER FISCAL YEAR,
IF CHANGED SINCE LAST REPORT
INDICATE BY CHECK [X] 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
------ ------
ON MAY 9, 2000, 11,934,515 SHARES OF THE REGISTRANT'S COMMON STOCK WERE
OUTSTANDING.
<PAGE> 2
INDEX
<TABLE>
<CAPTION>
PAGE
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PART I. FINANCIAL INFORMATION
Item 1. Financial Statements:
Consolidated Balance Sheets
March 31, 2000 and December 31, 1999 3
Consolidated Statements of Operations
Three months ended March 31, 2000 and April 2, 1999 4
Consolidated Statements of Cash Flows
Three months ended March 31, 2000 and April 2,1999 5
Notes to Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 7-9
Item 3. Quantitative and Qualitative Disclosures About Market Risk 10
PART II. OTHER INFORMATION
Item 2. Changes in Securities and Use of Proceeds 10
Item 6. Exhibits and Reports on Form 8-K 10 - 11
Signatures 12
</TABLE>
2
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HEARX LTD.
CONSOLIDATED BALANCE SHEETS
ASSETS
<TABLE>
<CAPTION>
March 31, December 31,
2000 1999
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(unaudited) (audited)
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 1,712,027 $ 2,857,187
Investment securities 900,000 900,000
Accounts and notes receivable, less allowance for
doubtful accounts of $ 235,018 and $535,609 6,425,107 7,027,536
Inventories 587,183 551,460
Prepaid expenses 411,287 531,169
Other assets 1,732,595 349,391
-------------- -------------
Total current assets 11,768,199 12,216,743
PROPERTY AND EQUIPMENT - NET 8,282,776 8,492,708
DEPOSITS AND OTHER 2,109,927 2,170,300
-------------- -------------
$ 22,160,902 $ 22,879,751
============== =============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued expenses $ 9,605,154 $ 8,202,010
Restructure reserve 180,004 214,656
Accrued salaries and other compensation 554,937 1,562,510
Current maturities of long term debt 152,387 294,993
Dividends payable 747,471 1,003,759
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Total current liabilities 11,239,953 11,277,928
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LONG TERM DEBT, LESS CURRENT MATURITIES 274,296 322,332
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COMMITMENTS AND CONTINGENCIES - -
STOCKHOLDERS' EQUITY:
Non-redeemable preferred stock:
(Aggregate liquidation preference $8,062,471 and
$9,318,757) $1 par, 2,000,000 shares authorized
1998 Convertible 5,515 & 7,315 shares outstanding 5,515 7,315
1997 Convertible 0 & 1,000 shares outstanding - 1,000
-------------- -------------
Total preferred stock 5,515 8,315
Common stock; $.10 par; 20,000,000 shares authorized;
12,363,117 & 11,547,337 shares issued 1,236,312 1,154,734
Additional paid-in capital 87,600,212 87,307,886
Accumulated deficit (75,902,746) (75,083,251)
Unamortized deferred compensation (28,359) (37,813)
Treasury stock, at cost:430,560 & 388,760 common shares (2,264,281) (2,070,380)
-------------- -------------
Total stockholders' equity 10,646,653 11,279,491
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$ 22,160,902 $ 22,879,751
============== =============
</TABLE>
See accompanying notes to the consolidated financial statements
3
<PAGE> 4
HEARX LTD.
CONSOLIDATED STATEMENTS OF OPERATIONS
THREE MONTHS ENDED MARCH 31, 2000 AND APRIL 2, 1999
<TABLE>
<CAPTION>
March 31, April 2,
2000 1999
------------- --------------
(Unaudited) (Unaudited)
<S> <C> <C>
NET REVENUE $ 13,121,767 $ 10,454,525
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COSTS AND EXPENSES:
Cost of products sold 4,297,050 3,213,531
Center operating expenses 6,743,608 6,081,430
General and administrative expenses 2,111,999 1,858,409
Depreciation and amortization 644,365 586,050
Interest expense 8,204 7,255
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Total costs and expenses 13,805,226 11,746,675
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LOSS BEFORE MINORITY INTEREST (683,459) (1,292,150)
MINORITY INTEREST - 269,521
------------- --------------
NET LOSS (683,459) (1,022,629)
DIVIDENDS ON PREFERRED STOCK (136,036) (226,661)
------------- --------------
NET LOSS APPLICABLE TO COMMON STOCKHOLDERS $ (819,495) $ (1,249,290)
============= ==============
NET LOSS PER COMMON SHARE - BASIC AND DILUTED $ (0.07) $ (0.12)
============= ==============
WEIGHTED AVERAGE NUMBER OF SHARES OF
COMMON STOCK OUTSTANDING 11,630,428 10,525,898
============= ==============
</TABLE>
See accompanying notes to the consolidated financial statements
4
<PAGE> 5
HEARX LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS
THREE MONTHS ENDED MARCH 31, 2000 AND APRIL 2, 1999
<TABLE>
<CAPTION>
March 31, April 2,
2000 1999
------------ ------------
(Unaudited) (Unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES:
<S> <C> <C>
Net loss $ (683,459) $(1,022,629)
Adjustments to reconcile net loss to net cash
Used by operating activities:
Depreciation and amortization 644,365 586,050
Provision (recovery) for doubtful accounts (273,163) 151,000
Loss on disposition of property 12,662 132
Minority interest - (269,521)
(Increase) decrease in:
Accounts and notes receivable 855,592 (1,487,060)
Inventories (35,722) 31,433
Prepaid expenses 119,882 101,689
Other current assets and deferred charges (1,371,012) 112,158
Increase (decrease) in :
Accounts payable 1,403,144 (1,142,786)
Accrued expenses (1,042,225) (994,772)
----------- -----------
Net cash used in operating activities (369,936) (3,934,306)
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CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment (389,460) (392,672)
Proceeds from maturities of investments - 4,379,565
Net cash from consolidating HEARx West - 656,223
----------- -----------
Net cash (used) provided by investing activities (389,460) 4,643,116
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Principal payments:
Long-term debt (190,642) (344,308)
Acquisition of treasury stock (193,901) (756,809)
Proceeds from the issuance of stock, net of expenses (1,221) (4,573)
----------- -----------
Net cash used by financing activities (385,764) (1,105,690)
----------- -----------
Net decrease in cash and cash equivalents (1,145,160) (396,880)
Cash and cash equivalents at beginning of period 2,857,187 2,650,111
----------- -----------
Cash and cash equivalents at end of period $ 1,712,027 $ 2,253,231
=========== ===========
</TABLE>
See accompanying notes to the consolidated financial statements
5
<PAGE> 6
HEARX LTD.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The accompanying unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-Q and Article 10 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, consisting
of normal recurring accruals, considered necessary for a fair presentation have
been included. Operating results for the three month period ended March 31, 2000
are not necessarily indicative of the results that may be expected for the year
ending December 29, 2000. For further information, refer to the audited
consolidated financial statements and footnotes thereto included in the
Company's annual report on Form 10-K for the year ended December 31, 1999.
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Reclassifications
Certain amounts in the 1999 consolidated financial statements have been
reclassified in order to conform to the 2000 presentation.
Segments
The Company's operations are organized by centers in geographic regions of the
Northeast, the southeast and west coasts of Florida, and California. These
regions comprise one operating segment. Net sales of operations amounted to
approximately $13,122,000 and $10,455,000 during the three months ended March
31, 2000 and April 2, 1999 , respectively. Operating profit for center
operations, before allocation of general corporate expenses of approximately
$2,112,000 and $1,858,000 was approximately $1,613,000 and $743,000,
respectively. Center operations' depreciation amounted to $468,000 and $416,000
respectively. Center operations' capital expenditures amounted to $289,000 and
$409,000 , respectively.
2. STOCKHOLDERS' EQUITY
Conversion of Preferred Stock into shares of Common Stock
During the quarter ended March 31, 2000, 1,000 shares of the 1997 Convertible
Preferred Stock and 1,800 shares of the 1998 Convertible Preferred Stock were
converted into 299,214 and 517,988 shares of Common Stock, respectively.
Common Stock
During the quarter ended March 31, 2000, no warrants were exercised. Employee
stock options were exercised resulting in the issuance of 580 shares of Common
Stock.
3. RECENT ACCOUNTING PRONOUNCEMENTS
In June 1998, the FASB issued SFAS No. 133, "Accounting for Derivative
Instruments and Hedging Activities," (SFAS 133"). As amended by SFAS No. 137,
the Company is required to adopt SFAS 133 for the year ending December 28, 2001.
SFAS 133 establishes methods of accounting for derivative financial instruments
and hedging activities related to those instruments as well as other hedging
activities. Because the Company currently holds no derivative financial
instruments and does not currently engage in hedging activities, adoption of
SFAS 133 is expected to have no material impact on the Company's financial
condition or results of operations.
6
<PAGE> 7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
GENERAL
The Company's strategy for continuing and accelerating center sales growth and
market penetration includes both positioning the Company as the leading provider
of hearing care to the managed care marketplace and aggressively advertising to
the non-insured self-pay market.
HEARx intends, as its long term goal, to establish a nationwide network of
hearing care centers, located in the metropolitan areas or regions with
concentrations of elderly consumers who are more likely to need the Company's
products or services. The Company is currently expanding its hearing care center
network through HEARx West LLC. The joint venture agreement provides for a 50/50
ownership by the Company and the Permanente Federation, with the centers bearing
the HEARx name. The initial opening of 15 HEARx West centers in Southern
California was completed by January 6, 1999 and there are currently 18 centers
in operation.
Effective January 1, 2000, several insurance companies with which the Company
has contracts significantly changed their contract benefits or service areas.
While some insurance companies increased their Medicare benefits, others either
limited or discontinued Medicare benefits. The Company believes these changes
will not have a long term material adverse effect on the Company's financial
condition or results of operations. The Company also believes that the loss of
any single managed care contract will not have a long term material adverse
effect on its financial condition or results of operations.
During the quarter ended March 31, 2000, the Company formed a strategic
marketing partnership with TIME Magazine ("TIME"). As part of this program,
patients visiting HEARx centers will be offered an opportunity to subscribe to
the TIME regular or the TIME large print edition. In addition, HEARx will be
offering previous patients an opportunity to receive as a gift a TIME watch and
two free months of either edition of TIME. TIME, as part of the agreement, will
include a HEARx offer to TIME subscribers and prospective subscribers residing
in zip codes serviced by HEARx. Both of these groups will receive a discount at
HEARx when purchasing a hearing aid in addition to a free one year subscription
of either edition of TIME.
RESULTS OF OPERATIONS
For the three months ended March 31, 2000 compared to the three months ended
April 2, 1999
Net revenues increased $2,667,242, or 26%, to $13,121,767 in the first quarter
of 2000 from $10,454,525 in the comparable quarter of 1999. The increase in net
revenues resulted from the increase of revenues from HEARx West and an increase
in the Company's non-insured "self-pay" business. HEARx West recorded net
revenues of $3,903,475 from 18 centers for the quarter, up 122%, from $1,761,006
from 15 centers for the comparable quarter of 1999.
The loss before preferred dividends for the first quarter of 2000 decreased 33%,
from $1,022,629 in the first quarter of 1999 to $683,459. This decrease is
primarily due to the increase in revenues.
7
<PAGE> 8
Cost of products sold increased $1,083,519, or 34%, to $4,297,050 in the first
quarter of 2000 from $3,213,531 in the comparable quarter of 1999. Approximately
70% of the 34% increase represents the increase attributable to HEARx West
increased product sales. The remainder of the increase is attributable to the
increase in product sales from other centers. The cost of products sold as a
percentage of net revenues, which was 33% and 31% for the first quarters of 2000
and 1999, respectively, fluctuates from period to period depending generally
upon the products being promoted.
Center operating expenses increased $662,178, or 11%, to $6,743,608 in the first
quarter of 2000 from $6,081,430 in the comparable quarter of 1999. The increase
is partially because there were only 15 HEARx West centers which were not fully
operational during the first quarter of 1999 compared to 18 HEARx West centers
in full operation during the comparable quarter of 2000. In addition, during the
quarter the Company intensified its aggressive marketing programs increasing
advertising expense to $1,684,100 up from $973,050 for the comparable quarter of
1999. These increases were offset by the recovery of net bad debts totaling
$273,163. Consolidated center operating expenses as a percentage of revenues
decreased in the first quarter of 2000 to 51% from 58% in the first quarter of
1999. The percentage decrease is due to the increase in revenues.
General and administrative expenses increased $253,590, or 14% to $2,111,999 in
the first quarter of 2000 from $1,858,409 in the comparable quarter of 1999.
This increase is partially due to the increase in wages and fringe benefits
associated with the expansion of corporate administrative functions. In addition
corporate advertising expense increased $61,334, to $142,626 in the first
quarter of 2000 from $81,292 in the comparable quarter of 1999.
At the center level, HEARx is profitable in Florida where sales for the quarter
ended March 31, 2000 were down approximately 4% over the comparable period in
1999. This decrease is the result of having fourteen weeks in the first quarter
of 1999 versus thirteen weeks in 2000. The California centers, operating under
HEARx West, were also profitable at the center level, where sales for the
quarter ended March 31, 2000 were up approximately 122% over the comparable
period in 1999. In the Northeast market, centers have yet to generate enough
revenue to reach profitability at the center level, although revenues were up
38% over the comparable quarter of 1999.
Depreciation and amortization expense increased $58,315, or 10%, to $644,365 in
the first quarter of 2000 from $586,050 in the comparable quarter of 1999. This
increase is attributable to the increase of depreciable assets due to the
opening of 18 HEARx West centers in California during 1999.
LIQUIDITY AND CAPITAL RESOURCES
Working capital decreased $410,569 to $528,246 as of March 31, 2000 from
$938,815 as of December 31, 1999. This decrease is primarily the result of net
cash used by operating activities. The Company completed a $5 million private
placement on May 9, 2000. See "Recent Developments" below. The Company believes
that its current cash and revenues from operations will be sufficient to support
the Company's capital needs through the year 2000, although there can be no
assurance that unexpected capital needs will not arise for which existing
revenues may be insufficient.
Net cash used by operating activities decreased from $3,934,307 in the first
quarter of 1999, to $349,934 in the first quarter of 2000. The decrease in cash
used by operating activities was the result of the reduction of operating losses
of approximately $340,000 and the reduction of the increase in current assets,
including accounts and notes receivable, of approximately $831,000 offset
against the increase in accounts payable and accrued expenses of approximately
$2.5 million.
8
<PAGE> 9
Net cash provided by investing activities decreased from $4,643,116 in the first
quarter of 1999, to cash being used for investing activities $389,460 in the
first quarter of 2000. Net funds from the maturity of investments were
$4,379,565 which was offset by the purchase of property and equipment of
$392,672 in the first quarter of 1999, and there were no funds from the sale or
maturity of investments in the first quarter of 2000, however there were
purchases of property and equipment of $389,460.
Cash from financing activities decreased from cash being used from financing
activities of $1,105,690 in the first quarter of 1999 to $405,765 in the first
quarter of 2000. This decrease was primarily the result of repurchasing fewer
shares of the Company's common stock in the first quarter of 2000 compared to
the first quarter of 1999, and approximately $154,000 less of principal
repayments on long-term debt.
RECENT DEVELOPMENTS
On May 9, 2000, the Company closed a private placement of its equity securities
with the sale of 500 shares of a newly designated series of convertible
preferred stock with a 7% dividend rate and warrants to purchase up to 203,390
shares of common stock, for an aggregate purchase price of $5 million.
Dividends are payable upon conversion of the preferred stock in cash or common
stock at the option of the Company. The preferred stock is not convertible
until after August 7, 2000 and then at a fixed conversion price of $4.46 until
January 2001. From January 2001 until May 2001, the holders may request
redemption of the shares of preferred stock at 110% of the stated value plus
accrued dividends. If the Company elects not to redeem the shares, the
conversion price converts to the lesser of $4.46 or the market price (defined
as the average of the five lowest closing prices for the thirty days preceding
the conversion date) at the time of conversion. The preferred stock
automatically converts to common stock in three years. The Company received
proceeds of $4,585,000, net of cash commissions and certain expenses. The
Company has agreed to register for resale the common stock underlying the
preferred stock and warrants.
Except for historical information provided in this discussion and analysis, the
discussion includes forward looking statements, including those concerning the
expected effect of SFAS 133 on the Company; the Company's goal of establishing a
nationwide center network; current working capital and revenues from operations
being sufficient to support the Company's capital; the Company's belief
concerning the effect on its financial condition or operations of changes in
benefits announced by some insurance companies and the loss of any single
contract; Such statements involve certain risks and uncertainties that could
cause actual results to differ materially from those in the forward-looking
statements. Potential risks and uncertainties include industry and market
conditions, especially those affecting managed health care; unforeseen capital
requirements; trends in market sales, and the success of the joint venture with
The Permanente Federation, as well as those risks associated with the Company's
business described in the Company's annual report on Form 10-K for the fiscal
year ended 12/31/99 filed with the Securities and Exchange Commission.
9
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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
None
PART II - OTHER INFORMATION
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
During the quarter ended March 31, 2000, 1,000 shares of the 1997 Convertible
Preferred Stock and 1,800 shares of the 1998 Convertible Preferred Stock plus
accrued dividends of $175,397 and $216,926 were converted into 299,214 and
517,988 shares of the Company's Common Stock, respectively. The 1997 and 1998
Convertible Preferred Stock was initially issued to certain "accredited
investors" pursuant to the exemption from registration contained in Section 4(2)
of the Securities Act of 1933 and Rule 506 of Regulation D. The shares issued
upon the conversion were also issued pursuant to Section 4(2) of the securities
Act of 1933.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits:
3.1 Restated Certificate of Incorporation of HEARx Ltd., including
certain certificates of designations, preferences and rights of
certain preferred stock of the Company. [3] Filed as an exhibit to
the Company's Current Report on Form 8-K, filed May 17, 1996, as
the exhibit number indicated in brackets, and incorporated herein
by reference.
3.2 Amendment to Restated Certificate of Incorporation. [3.1A]. Filed
as an exhibit to the Company's Quarterly Report on Form 10-Q for
the period ended June 28,1996, as the exhibit number indicated in
brackets, and incorporated herein by reference.
3.3 Certificate of Designations, Preferences and Rights of the
Company's 1997 Convertible Preferred Stock. [3] Filed as an exhibit
to the Company's Current Report on Form 8-K, filed March 26, 1997,
as the exhibit number indicated in brackets, and incorporated
herein by reference.
3.4 Certificate of Designations, Preferences and Rights of the
Company's 1998 Convertible Preferred Stock. [3] Filed as an exhibit
to the Company's Current Report on Form 8-K, filed August 27, 1998,
as the exhibit number indicated in brackets, and incorporated
herein by reference.
3.5 By-Laws of HEARx Ltd. [3.4]. Filed as an exhibit to the Company's
Annual Report on Form 10-K for the fiscal year ended 12/31/99 as
the exhibit number indicated in brackets, and incorporated herein
by reference.
10
<PAGE> 11
4.1 Form of Rights Agreement, dated December 14, 1999, between HEARx
and the Rights Agent, which includes the Certificate of
Designations, Preferences and Rights of the Company's 1999 Series H
Junior Participating Preferred Stock. [4] Filed as an exhibit to
the Company's Current Report on Form 8-K, dated December 17, 1999,
as the exhibit number indicated in brackets, and incorporated
herein by reference.
27 Financial Data Schedule (provided for the information of the
Securities and Exchange Commission only).
(b) Reports on Form 8-K:
None
11
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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.
HEARx Ltd.
(Registrant)
Date: May 12, 2000 By: /s/ Stephen J. Hansbrough
---------------------------
Stephen J. Hansbrough
President and
Chief Operating Officer
Date: May 12, 2000 By: /s/ James W. Peklenk
---------------------------
James W. Peklenk
Vice President and
Chief Financial Officer
12
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS FOR HEARx LTD CONTAINED IN THE COMPANY'S REPORT ON FORM
10-Q AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-29-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 1,712,027
<SECURITIES> 900,000
<RECEIVABLES> 6,660,125
<ALLOWANCES> (235,018)
<INVENTORY> 2,731,065
<CURRENT-ASSETS> 11,768,199
<PP&E> 17,049,702
<DEPRECIATION> (8,766,926)
<TOTAL-ASSETS> 22,160,902
<CURRENT-LIABILITIES> 11,239,953
<BONDS> 274,296
0
5,515
<COMMON> 1,236,312
<OTHER-SE> 9,404,826
<TOTAL-LIABILITY-AND-EQUITY> 22,160,902
<SALES> 13,121,767
<TOTAL-REVENUES> 13,121,767
<CGS> 4,297,050
<TOTAL-COSTS> 9,508,176
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (683,459)
<INCOME-TAX> 0
<INCOME-CONTINUING> (683,459)
<DISCONTINUED> 0
<EXTRAORDINARY> 136,036
<CHANGES> 0
<NET-INCOME> (819,495)
<EPS-BASIC> ($0.07)
<EPS-DILUTED> ($0.07)
</TABLE>
