<PAGE> 1
U.S. Securities and Exchange Commission
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the quarterly period ended June 30, 1999
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the transition period from to
----------------- -----------------
Commission file number: 000-26740
AMERICAN HEALTHCHOICE, INC.
(Exact name of small business issuer as specified in its charter)
New York 11-2931252
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1300 W. Walnut Hill Lane Suite 275, Irving, TX 75038
(Address of principal executive offices) (Zip Code)
(972) 751-1900
(Issuer's telephone number)
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 June 30, 1999, there were outstanding 23,801,964 shares of the
issuer's Common Stock, par value $.001 per share.
Transitional Small Business Disclosure Format (check one)
Yes [ ] No [X]
<PAGE> 2
AMERICAN HEALTHCHOICE, INC.
INDEX TO FORM 10-QSB
FOR THE QUARTER ENDED JUNE 30, 1999
<TABLE>
<S> <C>
PART I FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheet........................................................ 2
Consolidated Statement of Operations.............................................. 3
Consolidated Statement of Cash Flows.............................................. 4
Notes to Consolidated Financial Statements........................................ 5
Item 2. Management's Discussion and Analysis or Plan of Operation..................... 6
PART II OTHER INFORMATION
Item 1. Legal Proceedings............................................................. 8
Item 2. Changes in Securities and Use of Proceeds..................................... 9
Item 3. Defaults upon Senior Securities............................................... 9
Item 4. Submission of Matters to a Vote of Security Holders........................... 9
Item 5. Other Information............................................................. 9
Item 6. Exhibits and Reports on Form 8-K.............................................. 9
Signatures.................................................................................. 10
</TABLE>
<PAGE> 3
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
AMERICAN HEALTHCHOICE, INC.
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
(UNAUDITED)
JUNE 30, 1999
<TABLE>
<CAPTION>
ASSETS
<S> <C>
Current Assets:
Cash $ 12,330
Accounts receivable, less allowance for doubtful accounts of $ 5,604,616 6,601,074
Advances and notes receivable 350,736
Other current assets 27,250
-------------
Total current assets 6,991,390
Property and equipment, net 859,831
Goodwill, net 191,402
Other assets 23,868
-------------
Total assets $ 8,066,491
=============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Current portion of notes payable $ 544,446
Current portion of capital lease obligations 279,365
Bridge loans payable 172,500
Accrued payroll and payroll taxes 242,712
Accounts payable and accrued expenses 892,759
-------------
Total current liabilities 2,131,782
Convertible debentures 3,425,594
Notes payable, less current portion 171,000
Capital lease obligations, less current portion 81,580
-------------
Total liabilities 5,809,956
Commitments
Stockholders' Equity:
Preferred stock, $.001 par value; 5,000,000 shares authorized; none issued
Common stock, $.001 par value; 115,000,000 shares authorized;
23,801,964 shares issued and outstanding 23,802
Options to acquire common stock 685,664
Additional paid-in capital 13,069,850
Accumulated deficit (11,522,781)
-------------
Total stockholders' equity 2,256,535
=============
Total liabilities and stockholders' equity $ 8,066,491
=============
</TABLE>
See accompanying notes to these consolidated financial statements.
2
<PAGE> 4
AMERICAN HEALTHCHOICE, INC.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED JUNE 30, NINE MONTHS ENDED JUNE 30,
---------------------------- ----------------------------
1998 1999 1998 1999
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Net Patient Revenues $ 1,840,384 $ 1,045,422 $ 5,622,088 $ 3,744,103
Operating Expenses:
Compensation and benefits 1,386,488 818,356 4,489,734 2,855,495
Allowance for doubtful accounts at closed clinics -- 275,000 -- 655,000
Depreciation and amortization 63,713 38,505 192,709 149,667
General and administrative 581,994 349,918 1,915,690 1,082,143
Rent expense 340,078 95,376 881,223 343,022
------------ ------------ ------------ ------------
Total operating expenses 2,372,273 1,577,155 7,479,356 5,085,327
Other Income (Expense):
Gain (loss) on sale of clinics (18,085) -- (18,085) 272,350
Interest expense (71,309) (9,542) (206,977) (32,991)
Other income (expense) 1,178 (8,450) 13,322 (14,783)
------------ ------------ ------------ ------------
Total other income (expense) (88,216) (17,992) (211,740) 224,576
------------ ------------ ------------ ------------
Net Loss $ (620,105) $ (549,725) $ (2,069,008) $ (1,116,648)
============ ============ ============ ============
Basic and Diluted Net Loss Per Share $ (0.05) $ (0.02) $ (0.16) $ (0.05)
Weighted Average Common Shares Outstanding 12,019,058 23,801,964 10,013,190 20,696,351
</TABLE>
See accompanying notes to these consolidated financial statements.
3
<PAGE> 5
AMERICAN HEALTHCHOICE, INC.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
NINE MONTHS ENDED JUNE 30,
--------------------------
1998 1999
----------- -----------
<S> <C> <C>
Cash Flows From Operating Activities:
Net loss $(2,069,009) $(1,116,648)
Adjustments to reconcile net loss to
net cash used in operating activities:
Allowance for doubtful accounts 878,981 2,162,477
Depreciation and amortization 192,709 149,667
Gain on sale of Norcross clinic assets -- (272,350)
Change in operating assets and liabilities, net:
Accounts receivable-trade 16,445 (1,355,614)
Other current assets 13,524 --
Accounts payable and accrued expenses 351,943 (169,555)
Income taxes payable (31,629) --
Other, net 98,046 --
----------- -----------
Net cash used in operating activities (548,990) (602,023)
Cash Flows From Investing Activities:
Advances and notes receivable, net (230,190) 57,967
Property and equipment, net 11,181 (7,901)
Proceeds from sale of Norcross clinic assets -- 950,000
----------- -----------
Net cash provided by (used in) investing activities (219,009) 1,000,066
Cash Flows From Financing Activities:
Proceeds from bridge loans -- 172,500
Payment on debentures -- (665,000)
Payments on notes payable and capital leases (369,950) (63,108)
----------- -----------
Net cash used in financing activities (369,950) (555,608)
----------- -----------
Net Decrease In Cash (1,137,949) (157,565)
Cash At Beginning Of Year 1,123,001 169,895
----------- -----------
Cash At End Of Period $ (14,948) $ 12,330
=========== ===========
Supplemental Disclosure Of Cash Flow Information:
Income taxes paid $ -- $ --
Interest paid 43,700 33,000
Supplemental Disclosure Of Non-Cash Transactions:
Conversion of debenture and accrued interest into stock -- 16,523
Offset accounts payable against accounts receivable -- 152,000
Note received from purchaser of Norcross clinic assets -- 125,000
Issuance of stock as partial payment on notes payable to directors -- 187,570
</TABLE>
See accompanying notes to these consolidated financial statements.
4
<PAGE> 6
AMERICAN HEALTHCHOICE, INC.
AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. ORGANIZATION
American HealthChoice, Inc. and subsidiaries (the Company) consists of a parent
company and sixteen clinics providing medical, physical therapy, and
chiropractic services in San Antonio, McAllen, and Houston, Texas, New Orleans,
Louisiana and in the metro area of Atlanta, Georgia. Four of the physical
therapy clinics are strategically located next to a corresponding chiropractic
clinic. Substantially all of the Company's revenues are derived from medical,
chiropractic and physical therapy services provided to individuals living in the
vicinity of the clinics.
2. BASIS OF PRESENTATION
The accompanying unaudited interim consolidated financial statements of the
Company have been prepared pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain information in footnote disclosures
normally included in financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted pursuant to these
rules and regulations. The accompanying unaudited interim consolidated financial
statements reflect all adjustments which the Company considers necessary for a
fair presentation of the results of operations for the interim periods covered
and for the financial condition of the Company at the date of the interim
balance sheet. All such adjustments (except as otherwise disclosed herein) are
of a normal recurring nature.
The results of operations for the nine months ended June 30, 1999 are not
necessarily indicative of the results to be expected for the full year. It is
suggested that the June 30, 1999 financial information be read in conjunction
with the financial statements and notes thereto included in the Company's Form
10-KSB dated September 30, 1998.
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Consolidation policy - The accompanying condensed consolidated financial
statements include the accounts of the Company and its wholly-owned
subsidiaries. All material inter-company accounts and transactions have been
eliminated in consolidation.
Net patient revenues - Revenue is recognized upon performance of services.
Substantially all of the Company's revenues are derived from patient insurance
settlements, claims filed on major medical and managed care policies, worker's
compensation policies, Medicare, and Medicaid. Allowances for discounts on
services provided are recognized in the periods the related revenue is earned.
Allowances are maintained at levels considered appropriate by management based
upon historical charge-off experience and other factors deemed pertinent by
management.
Property and equipment, net - Property and equipment are stated at cost less
accumulated depreciation. Depreciation is provided over the estimated useful
lives of the related assets, primarily using the straight-line method. Leasehold
improvements are amortized over the shorter of the lease term or the estimated
useful lives of the improvements.
Earnings per share - Basic earnings per share are computed using the
weighted-average number of common shares outstanding. Diluted earnings per share
are computed using the weighted-average common shares outstanding after giving
effect to potential common stock from stock options based on the treasury stock
method, plus other potentially dilutive securities outstanding. If the result of
assumed conversions is dilutive, net earnings are adjusted for the interest
expense on the convertible debt, while the average shares of common stock
outstanding are increased.
5
<PAGE> 7
4. SALE OF NORCROSS CLINIC
On February 12, 1999, the Company executed an asset purchase agreement to sell
substantially all the assets of the Norcross, Georgia clinic for $1,075,000;
payable $950,000 in cash and a note for $125,000. The Company used $665,000 of
the cash proceeds to redeem 8% Cumulative Convertible Debentures issued
September 1997 in a Regulation S offering.
The book value of the assets sold was $802,650 as of December 31, 1998 comprised
of $227,750 in accounts receivable less than six months old, $355,400 in
inventory and equipment, and $219,500 of unamortized goodwill attributable to
the purchase of the clinic in 1996. The Company will retain $227,750 in accounts
receivable less than six months old and all accounts receivable older than six
months. Proceeds from collection of the retained accounts receivable are
estimated to be approximately $350,000.
5. STOCKHOLDERS' EQUITY
On December 17, 1998, the president and CEO, and a principal shareholder and
board member, agreed to exchange $132,012 and $55,558, respectively, of notes
payable for common stock. On January 1, 1999, the Company issued 6,000,523 and
2,525,341 shares of common stock, respectively, at $0.022 per share, which was
the market price at the date of election.
6. BRIDGE LOANS
During the three months ended June 30, 1999, the Company obtained bridge loans
in the amount of $172,500 to cover a working capital deficiency of approximately
$50,000 per month. The loans will be repaid from the new financing proceeds. The
president and CEO made bridge loans of $55,000.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
RESULTS OF OPERATIONS
The following discussion and analysis should be read in conjunction with the
Consolidated Financial Statements and Notes thereto, and is qualified in its
entirety by the foregoing and by other more detailed financial information
appearing elsewhere.
Three Months Ended June 30, 1999 Compared to Three Months Ended June 30, 1998
Net Patient Revenues. For the three months ended June 30, 1999, net
patient revenues decreased 43% from $1,840,000 for the same period in 1998 to
$1,045,000 in 1999. The decrease was a result of the closure or sale of five
clinics in fiscal 1998 and the sale of the Norcross clinic. Approximately
$550,000 of the decrease was attributable to net patient revenue from the
Norcross clinic for the three months ended June 30, 1998.
Compensation and Benefits. For the three months ended June 30, 1999,
compensation and benefits decreased 41% from $1,386,000 in 1998 to $818,000 in
1999. The decrease was due primarily to personnel reductions related to closure
of unprofitable clinics in fiscal 1998 and the sale of the Norcross clinic.
Approximately $450,000 of the decrease was attributable to compensation and
benefits at the Norcross clinic for the three months ended June 30, 1998.
General and Administrative. For the three months ended June 30, 1999,
general and administrative decreased 40% from $582,000 in 1998 to $350,000 in
1999. Approximately $80,000 of the decrease was attributable to reduced legal
and professional expenses due to fewer pending suits and more legal projects
assigned to in-house counsel. The remainder is due to clinic closures and sale
of the Norcross clinic.
Rent. For the three months ended June 30, 1999, rent decreased $245,000
from $340,000 in 1998 to $95,000 in 1999. The decrease was due to clinic
closures in 1998 and the sale of the Norcross clinic, which accounts for
approximately $115,000 of the decrease.
6
<PAGE> 8
Nine Months Ended June 30, 1999 Compared to Six Months Ended June 30, 1998
Net Patient Revenues. For the nine months ended June 30, 1999, net
patient revenues decreased 33% from $5,622,000 for the same period in 1998 to
$3,744,000 in 1999. The decrease was a result of the closure or sale of five
clinics in fiscal 1998 and the sale of the Norcross clinic.
Compensation and Benefits. For the nine months ended June 30, 1999,
compensation and benefits decreased 36% from $4,490,000 in 1998 to $2,855,000 in
1999. The decrease, which exceeded the comparable percentage decrease in
revenues, was due primarily to personnel reductions related to closure of
unprofitable clinics in fiscal 1998 and the sale of the Norcross clinic.
Allowance for Doubtful Accounts at Closed Clinics. The Company closed
five clinics in fiscal 1998 and established allowances for doubtful accounts at
September 30, 1998 based on historical collection experience. However, actual
collections during the nine months ended June 30, 1999 have been less than
projected. The $655,000 additional allowance reflects this shortfall in
collections on accounts receivable at these closed clinics and, in addition,
less than anticipated collections of certain one-year and older accounts
receivable for the Norcross clinic. The allowance for doubtful accounts will be
reviewed again at September 30, 1999.
General and Administrative. For the nine months ended June 30, 1999,
general and administrative decreased 44% from $1,916,000 in 1998 to $1,082,000
in 1999. Approximately $228,000 of the decrease was attributable to reduced
legal and professional expenses due to fewer pending suits and more legal
projects assigned to in-house counsel. The remainder is due to clinic closures
and sale of the Norcross clinic.
Rent. For the nine months ended June 30, 1999, rent decreased $538,000
from $881,000 in 1998 to $343,000 in 1999. The decrease was due to clinic
closures and the sale of the Norcross clinic.
Through the closure of unprofitable clinics in early 1998, the sale of the
Norcross clinic in February 1999, and an overall reduction in operating
expenses, the Company reduced the net loss for the nine months ended June 30,
1999 by approximately $950,000 compared to the nine months ended June 30, 1998.
LIQUIDITY AND CAPITAL RESOURCES
For the nine months ended June 30, 1999, net cash used in operating activities
was $601,000 as compared to $549,000 for the nine months ended June 30, 1998.
The increase of $50,000 in net cash used in operating activities is attributable
to a $170,000 decrease in accounts payable in 1999 compared to a $352,000
increase in accounts payable in the 1998 period offset by the reduction in net
loss to $1,117,000 in 1999 compared to $2,069,000 in the 1998 period. The
positive impact from the sale of the Norcross clinic and planned decreases in
accounts receivable should result in improved cash flow from operations in
future periods. The anticipated cash flow will be used to reduce accounts
payable and fund marketing programs.
After the sale of the Norcross clinic and planned improvements in the profits
from chiropractic clinics, operating profits from the clinics will not cover
planned corporate expenses, debt service and working capital requirements.
Management of the Company is actively searching for acquisitions that are
currently profitable and have minimal working capital requirements. The Company
will attempt to fund acquisitions through the issuance of new equity instruments
and convertible debt.
Management will attempt to complete at least one acquisition and obtain new
financing by August 31, 1999. Future profitability and growth are dependent on
the successful completion of these transactions.
FORWARD-LOOKING INFORMATION
This report contains certain forward-looking statements and information relating
to the Company that are based on the beliefs of the Company's management as well
as assumptions made by and information currently available to the Company's
management. When used in the report, words such as "anticipate," "believe,"
"estimate," "expect," "intend," "should," and similar expressions, as they
relate to the Company or its management, identify forward-looking statements.
Such statements reflect the current views of the Company with respect to future
events and are subject to certain risks, uncertainties, and assumptions relating
to the operations, results of operations, liquidity, and growth strategy of the
Company, including competitive factors and pricing pressures, changes in legal
and regulatory requirements, interest rate fluctuations, and general economic
conditions, as well as other factors described in this report. Should one or
more of the risks materialize, or should underlying assumptions prove incorrect,
actual results or outcomes may vary materially from those described herein as
anticipated, believed, estimated, expected, or intended.
7
<PAGE> 9
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The following matters have new developments since the 1998 Form 10-KSB was filed
January 14, 1999.
The Company settled its litigation with a service supplier over unpaid invoices.
There were two suits filed November 1997 and September 1997, respectively. The
cases were: SmithKline Beecham Clinical Labs v. American HealthChoice, Inc.,
filed in the County Court of Bexar County at Law No. 5, San Antonio, Texas, and
State District Court, 162nd Judicial District, Dallas County, Texas. On February
3, 1999, the Company executed a settlement agreement with the supplier on the
San Antonio, Texas case. On May 12, 1999, the Company executed a settlement
agreement with the supplier on the Dallas, Texas case. The amount of the
settlement for both cases was less than the liability recorded as of September
30,1998.
The Company settled its litigation with a service supplier over unpaid invoices.
The suit was filed April 1, 1998. The case was: McKesson General Medical v.
American HealthChoice, Inc., filed in the County Court of Dallas County at Law
No. 2, Dallas, Texas. On January 25, 1999, the Company executed a settlement
agreement with the supplier. The amount of the settlement was less than the
liability recorded as of September 30,1998.
The Company is engaged in litigation with an equipment lessor. The suit was
filed October 14, 1998. The plaintiff alleges that the Company is the guarantor
for a company called Corrective Vision Center that went out of business. The
case is: Advanta Business Services Corp., v. American HealthChoice, Inc., filed
in the County Civil Court of Harris County at Law No. 4, Harris County, Texas.
Advanta won a decision for the full amount of the suit at a summary judgement
hearing on January 20, 1999. The Company appealed the ruling. If the Company
does not prevail on appeal, the judgment is not a material amount.
The Company is engaged in litigation with the doctor who managed the Norcross,
Georgia clinic. The Company found it necessary to terminate the managing doctor.
The managing doctor then filed a claim against the Company in July 1997 for
breach of contract and sought an injunction to prevent the Company from
enforcing its non-compete clause. The Court declined to enter a temporary
restraining order against enforcement of the non-compete clause. The Company
filed a counter claim against the doctor, primarily for losses the Company
sustained while he managed the clinic. The case is Malcolm P. Dulock v. AHC
Physicians Corporation, Inc., filed in the Superior Court of Gwinnett County,
Georgia. The doctor filed a Chapter 13 Bankruptcy Petition on January 29, 1999
in the United States Bankruptcy Court for the Northern District of Georgia.
The Company settled its litigation with an equipment lessor. The suit was filed
October 6, 1998. The plaintiff alleged default for nonpayment of a lease and was
claiming rights under the lease. The case was: CIT Group/Equipment Financing,
Inc., v. American HealthChoice, Inc., filed in the State District Court, 68th
Judicial District, Dallas County, Texas. On April 15, 1999, the Company executed
a settlement agreement with the lessor. The amount of the settlement
approximates the liability recorded as of September 30,1998.
The Company settled its litigation with an equipment lessor for a prefab trailer
used as an office at a clinic in San Antonio, Texas. The suit was filed December
3, 1998. The plaintiff alleged default for nonpayment of a lease and was
claiming rights under the lease. The case was: Sanwa Business Credit Corp., v.
American HealthChoice, Inc., filed in the State District Court, 125th Judicial
District, Harris County, Texas. On February 11, 1999, the Company executed a
settlement agreement with the lessor.
The amount of the settlement approximates the liability recorded as of September
30,1998.
The Company settled its litigation with the group that the Company purchased
four Atlanta Georgia area clinics. The claim alleged failure to pay on the
promissory note for the purchase of the clinics and to enforce stock pledge
obligations. The suit was filed April 14, 1998. The case was Metropolitan Health
Care v. American HealthChoice, Inc. filed in the United States Bankruptcy Court,
Northern District of Georgia, Atlanta Division. The claim was dismissed on April
20, 1999 with the consent of all parties.
The Company was served a Complaint on January 26, 1998 alleging unspecified
damages arising from trademark infringement and related claims. The case was:
Unihealth v. American HealthChoice, Inc., filed in the United States District
Court, Southern District of Texas, Houston Division. The claim was settled on
February 12, 1999 for an immaterial amount.
8
<PAGE> 10
On November 9, 1998, an Involuntary Bankruptcy Petition was filed against AHC
Physicians Georgia, Inc., a wholly owned subsidiary of the Company, in the
United States Bankruptcy Court for the Northern District of Georgia. The
petition was filed by three trade creditors and two former employees, one of
which is the doctor who managed the Norcross, Georgia clinic that the Company is
engaged in litigation. At a December 15, 1998 hearing in the Bankruptcy Court,
the petition was dismissed based on evidence presented by the Company, which
showed an insufficient number of qualified creditors and that the Company was
paying its obligations in a timely manner. The Company is seeking damages for
wrongful filing of the petition.
On May 3, 1999, the Company and Georgia Clinic, LLC (purchaser of the Norcross
clinic), filed a lawsuit against Dr. William Barry Smith, MD and Barry Smith,
M.D., P.C., together with a Temporary Restraining Order and appointment of a
receiver. The plaintiffs allege that the defendants breached numerous contracts,
committed fraud, conversion, violated the Georgia "Rico" Act, and other related
causes of actions. On May 4, 1999 Dr. William Barry Smith signed a consent order
for receivership and interlocutory injunction. The case is: AHC Physicians
Corporation and Georgia Clinic, LLC, v. Dr. William Barry Smith, MD and Barry
Smith, M.D., P.C., filed in the Superior Court of Fulton County, Georgia. On
June 14, 1999, Dr. Smith filed an individual Chapter 7 Voluntary Bankruptcy
Petition in the United States Bankruptcy Court for the Northern District of
Georgia. The Company intends to pursue its claim against Dr. Smith in the
Bankruptcy Court and Barry Smith, M.D., P.C. in the Superior Court.
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
Not applicable
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not applicable
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None
ITEM 5. OTHER INFORMATION
None
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibit 27- Financial data schedule
(b) No reports on Form 8-K were filed during the quarter ended
June 30, 1999.
9
<PAGE> 11
SIGNATURES
In accordance with Section 13 or 15(d) of the Securities Exchange Act
of 1934, the Registrant caused this Report to be signed on its behalf by the
undersigned, thereunto duly authorized.
AMERICAN HEALTHCHOICE, INC.
Date: August 16, 1999 By: /s/ Dr. J.W. Stucki
Dr. J.W. Stucki, Chief Executive
Officer and President
Date: August 16, 1999 By: /s/ John C. Stuecheli
John C. Stuecheli, Chief
Financial Officer and
Vice President - Finance
(Principal Financial and
Accounting Officer)
10
<PAGE> 12
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Exhibit
Number
- -------
<S> <C>
27 Financial Data Schedule
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> SEP-30-1999
<PERIOD-START> OCT-01-1999
<PERIOD-END> JUN-30-1999
<CASH> 12,330
<SECURITIES> 0
<RECEIVABLES> 12,205,690
<ALLOWANCES> 5,604,616
<INVENTORY> 40,000
<CURRENT-ASSETS> 6,991,390
<PP&E> 859,831
<DEPRECIATION> 0
<TOTAL-ASSETS> 8,066,491
<CURRENT-LIABILITIES> 2,131,782
<BONDS> 0
0
0
<COMMON> 23,802
<OTHER-SE> 2,232,733
<TOTAL-LIABILITY-AND-EQUITY> 8,066,491
<SALES> 3,744,103
<TOTAL-REVENUES> 3,744,103
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 5,085,327
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 32,991
<INCOME-PRETAX> (1,116,648)
<INCOME-TAX> 0
<INCOME-CONTINUING> (1,116,648)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,116,648)
<EPS-BASIC> (0.05)
<EPS-DILUTED> (0.05)
</TABLE>
