================================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
- --------------------------------------------------------------------------------
AMENDMENT NO. 1 TO FORM 10-Q ON FORM 10-Q/A
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (D) OF
THE SECURITIES EXCHANGE ACT OF 1934
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For the quarterly period ended March 31, 1996
Commission File Number 0-19874
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Neurex Corporation
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation or organization)
77-0128552
(I.R.S. Employer
Identification No.)
3760 Haven Avenue, Menlo Park, California 94025-1012
(Address of principal executive offices)
(415) 853-1500
(Registrant's telephone number, including area code)
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Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Common Stock, $ .01 par value
Name of each exchange on which registered
NASDAQ National Market System
Securities registered pursuant to Section 12(g) of the Act:
None
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
filing requirements for the past 90 days.
Yes X No _____
The number of shares of Common Stock outstanding at April 15, 1996 was
18,300,211 shares.
This report on Form 10-Q contains 13 pages.
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<PAGE>
NEUREX CORPORATION
INDEX
Page
Item Part I. Financial Information Number
-------------
-------------
1. Financial Statements (unaudited):
a. Consolidated Balance Sheets - 3
March 31, 1996andSeptember 30, 1995
b. Consolidated Statements of Operations 4
- Three and Six Months Ended March 31, 1996
and 1995
c. Condensed Consolidated Statements of
Cash Flows Six Months Ended March 31, 1996 5
and 1995
d. Notes to Condensed Consolidated 6-7
Financial Statements........................
2. Management's Discussion and Analysis of
Financial Condition and Results of 8-10
Operations
Part II. Other Information
1. Legal Proceedings........................... 11
2. Changes in Securities....................... 11
3. Defaults Upon Senior Securities............. 11
4. Submission of Matters to a Vote of Security 11
Holders................................
5. Other Information........................... 12
6. Exhibits and Reports on Form 8-K............ 12
Signatures.................................. 13
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
<TABLE>
<CAPTION>
NEUREX CORPORATION
CONSOLIDATED BALANCE SHEETS
(unaudited)
ASSETS
March 31, September 30,
1996 1995
- ---------------------------------------------------- ------------
<S> <C> <C>
------------ -----------
Current assets:
Cash and cash equivalents ...................... $ 1,396,491 $ 9,794,387
Short-term investments ......................... 21,278,060 2,959,070
Receivable - Warner-Lambert .................... 494,654 2,510,377
Prepaid expenses and other ..................... 228,576 273,265
------------ ------------
------------ ------------
Total current assets ........................... 23,397,781 15,537,099
Property and equipment, net .................... 1,668,909 1,660,865
Note receivable from officer ................... 115,416 110,493
Other assets, net .............................. 123,227 308,931
------------ ------------
$ 25,305,333 $ 17,617,388
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable ............................... $ 375,259 $ 655,962
Accrued wages and benefits ..................... 286,981 331,632
Accrued payables to related parties ............ 51,520 361,410
Accrued clinical and preclinical testing ....... 952,706 718,097
Product acquisition payable - related .......... -- 650,000
party
Other accrued liabilities ...................... 463,470 570,478
Deferred revenue - Warner-Lambert .............. 1,882,893 2,400,000
Notes payable to stockholder ................... 288,513 288,513
Current portion of capital lease ............... 198,161 191,611
obligations
------------ ------------
Total current liabilities ...................... 4,499,503 6,167,703
Long-term capital lease obligations ............ 465,501 566,960
Convertible note payable to Medtronic, Inc., ... -- 7,594,117
a stockholder
Prepaid milestone repayable to Medtronic, ...... 1,518,510 --
Inc., a stockholder
Commitments
Stockholders' equity:
Convertible preferred stock, $ .01 par
value; authorized: 15,000,000 shares; .......... -- --
none outstanding
Common stock, $ .01 par value;
authorized: 45,000,000 shares; issued
and outstanding 18,300,211 shares at ........... 183,002 134,042
March 31, 1996 and 13,404,147
shares at September 30, 1995
Additional paid-in capital ..................... 81,426,275 59,782,154
Deferred compensation .......................... (176,504) (288,101)
Unrealized loss on investments ................. (20,249) (30,225)
Accumulated deficit ............................ (62,590,705) (56,309,262)
------------ ------------
Total stockholders' equity ..................... 18,821,819 3,288,608
------------ ------------
============ ============
$ 25,305,333 $ 17,617,388
============ ============
</TABLE>
See accompanying notes
<PAGE>
NEUREX CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
March 31, ........ March 31,
---- ----
1996 1995 1996 1995
<S> <C> <C> <C> <C>
Revenues From Collaborative
Agreements And Grants:
Related Parties: .......... 360,420 319,833 503,420 388,033
Other ...................... 5,000 15,506 20,000 20,848
365,420 335,339 523,420 408,881
</TABLE>
<TABLE>
<CAPTION>
Costs and expenses:
<S> <C> <C> <C> <C>
Research and
development.... 3,140,157 3,050,280 5,920,695 5,449,377
General and
administrative.. 726,831 516,843 1,321,934 1,057,425
-------- ------- --------- ---------
Total costs
and expenses. 3,866,988 3,567,123 7,242,629 6,506,802
------------- ---------------------------- ---------------
------------- ---------------------------- ---------------
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Loss from operations....(3,501,568) (3,231,784) (6,719,209) (6,097,921)
Interest income........... 313,214 49,221 621,497 132,216
Interest expense...........(67,441) (9,226) (183,731) (13,774)
------------- ----------------------------
------------- ---------------------------- ---------------
Net loss..............$ (3,255,795) $ (3,191,789) $ (6,281,443) $ (5,979,479)
============= ============================ ===============
Net loss per share....$ (0.18) $ (0.26)$ (0.35) $ (0.49)
============== ===============
============= ============================ ===============
Shares used in net
loss per
share computation.......18,216,862 12,312,526 17,819,914 12,307,054
</TABLE>
See accompanying notes.
<PAGE>
NEUREX CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Increase (decrease) in cash and cash equivalents
(unaudited)
<TABLE>
<CAPTION>
Six Months Ended
March 31,
-----------
1996 1995
<S> <C> <C>
------------ -----------
Cash flows used for operating activities:
Net loss ................................ $ (6,281,443) $(5,979,479)
Adjustments to reconcile net loss
to net cash used for operating activities:
Depreciation and amortization ................ 267,763 189,412
Noncash expenses from stock, debt and
warrant issuances 139,597 68,212
Conversion of interest on debt convertible
into common stock ................................41,206 --
Changes in assets and liabilities:
Receivables .....................................2,010,800 (356,600)
Prepaid expenses .................................. 44,689 321,538
Other long-term assets .............................. -- (4,512)
Accounts payable .................................(280,703) (276,635)
Accrued and other liabilities ....................(651,177) 72,636
Deferred revenue ........................(517,107) (20,950)
------------ -----------
------------ -----------
Net cash used for operating activities ..........5,226,375) (5,986,378)
Cash flows from investing activities:
Purchase of property and equipment ............(233,089) (472,229)
Purchase of short-term investments ..........(51,073,880) (1,995,000)
Maturity of short-term investments .......... 1,971,926 --
Sales of short-term investments ............. 30,792,940 7,090,931
------------ -----------
Net cash provided by (used for)
investing activities .. (18,542,103) 4,623,702
Cash flows from financing activities:
Sales of common stock ...........................15,465,491 12,366
Payments of capital lease obligations ........... (94,909) (54,022)
Proceeds from capital lease obligations .......... -- 664,395
------------ -----------
------------ -----------
Net cash provided by financing activities .......15,370,582 622,739
------------ -----------
------------ -----------
Net decrease in cash and cash equivalents .......(8,397,896) (739,937)
Cash and cash equivalents
at beginning of period . 9,794,387 1,538,916
------------ -----------
============ ===========
Cash and cash equivalents at end of period ....$ 1,396,491 $ 798,982
============ ===========
Supplemental disclosures of noncash financing activities:
Conversion of debt to common stock ........... $ 6,649,370 $ --
============ ===========
============ ===========
Supplemental disclosures of cash flow information:
Cash paid for interest ........................$ 40,000 $ 6,000
============ ===========
</TABLE>
See accompanying notes.
<PAGE>
NEUREX CORPORATION
NOTES TO CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS
1. Summary of significant accounting policies
Organization
Neurex was incorporated in Delaware on October 15, 1986 to develop
products for the treatment of diseases based upon advances in neuroscience
technology and other therapeutic areas with unmet medical needs.
Principles of consolidation
The consolidated financial statements include the accounts of Neurex
and its wholly-owned subsidiary. All significant intercompany accounts and
transactions have been eliminated.
Interim financial statements
The balance sheet at September 30, 1995 has been derived from audited
financial statements at that date. The information at March 31, 1996, and for
the three and six month periods ended March 31, 1996 and 1995 is unaudited, but
in the Company's opinion, the accompanying condensed interim financial
statements include all adjustments, consisting only of normal recurring
adjustments, which the Company considers necessary to fairly state the Company's
financial position and the results of operations and cash flows. Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have been
condensed or omitted. The accompanying condensed financial statements should be
read in conjunction with the financial statements and notes thereto included in
the Company's Annual Report on Form 10-K for the year ended September 30, 1995.
The results of the Company's operations for any interim period are not
necessarily indicative of the results of the Company's operations for any other
interim period or for a full fiscal year.
Securities held-to-maturity and available-for-sale
Management determines the appropriate classification of debt securities
at the time of purchase and reevaluates such designation as of each balance
sheet date. Debt securities are classified as held-to-maturity when the Company
has the positive intent and ability to hold the securities to maturity.
Debt securities not classified as held-to-maturity are classified as
available-for-sale. Available-for-sale securities are carried at fair value,
with the unrealized gains and losses, reported in a separate component of
stockholders' equity. The cost of debt securities in this category is adjusted
for amortization of premiums and accretion of discounts to maturity. Such
amortization and accretion is included in interest income and expense. Realized
gains and losses and declines in value judged to be other-than-temporary on
available-for-sale securities are included in interest income or expense. The
cost of securities sold is based on the specific identification method. Interest
and dividends on securities classified as available-for-sale are included in
interest income.
Net loss per share
Net loss per share is computed using the weighted average number of
shares of common stock outstanding. Common equivalent shares from stock options
and warrants are excluded from the computation as their effect is antidilutive
<PAGE>
2. Investments
The Company has classified as available-for-sale its entire investment
portfolio, which consists primarily of U.S. Treasury Notes and other U.S.
government securities of $15,278,497 and corporate debt securities of $5,999,563
at March 31, 1996. At March 31, 1996, securities had contractual maturities of
less than one year. The gross realized losses on sales of available-for-sale
securities were insignificant in the six months ended March 31, 1996 and 1995.
3. Stockholders' Equity
On October 16, 1995, the Company completed the sale of 3,000,000 shares
of common stock at $4.50 per share in a directed public offering. The offering
triggered the conversion of $6,500,000 of the convertible note payable to
Medtronic, Inc., plus related interest of $190,576 through October 16, 1995,
into common stock at a conversion price of $4.625 per share and the transfer of
approximately $320,000 of the unamortized discount on the note to additional
paid-in capital on the note conversion. The remaining $1,500,000 of the note
converted into a prepaid milestone fee, which, if not earned by April 30, 1998,
will be repaid with interest. Further on the note conversion, Neurex issued to
Medtronic, Inc. a warrant to purchase 500,000 shares of common stock at $5.40
per share, exercisable through October 16, 2001. The offering triggered the
obligation of Warner-Lambert to purchase $3,000,000 of additional equity in the
Company. The first purchase of $1,500,000 was made on November 13, 1995 for
333,334 shares. The second purchase of $1,500,000 was made on March 29, 1996 for
75,263 shares.
On February 6, 1996, the stockholders approved an increase in the
number of shares which may be granted under the 1988 Employee and Consultant
Stock Option Plan to 3,311,111 from 2,561,111.
4. Subsequent Event
On April 9, 1996, the Company filed a registration statement on Form
S-3 with the Securities and Exchange Commission to register up to 3,450,000
shares of common stock to be issued to the public.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
Overview
Since commencement of operations in October 1986, Neurex has devoted
substantially all of its resources to its research and development programs. The
Company has been unprofitable since inception and expects to incur significant
and increasing losses over at least the next several years. As of March 31,
1996, the Company's cumulative net loss was $62,591,000. The Company's principal
sources of working capital have been public and private equity financings,
convertible notes payable, proceeds from a collaborative research agreement with
Ono Pharmaceutical Co., Ltd. ("Ono"), milestone and expense reimbursement
payments from a collaborative research and development agreement with
Warner-Lambert, license fees from Grnenthal, interest income, lease financings,
and research grants. The Company has not generated any product revenues.
The Company's business is subject to significant risks, including but
not limited to the success of its research and development and fund raising
efforts, uncertainties associated with obtaining and enforcing patents important
to the Company's business and with the lengthy and expensive regulatory process,
and possible competition from other products. Even if the Company's products
appear promising at an early stage of development, they may not reach the market
for a number of reasons. Such reasons include, but are not limited to, the
possibilities that the potential products will be found ineffective during
clinical trials, fail to receive the necessary regulatory approvals, be
difficult to manufacture on a large scale, be uneconomical to market or be
precluded from commercialization by the proprietary rights of third parties.
Additional expenses, delays and losses of opportunities that may arise out of
these and other risks could have a material adverse impact on the Company's
financial condition, results of operations, and cash flows.
Results of Operations
Three Months Ended March 31, 1996 and 1995
Revenues were $365,000 and $335,000 for the three months ended March
31, 1996 and 1995, respectively. Revenues in both periods consisted primarily of
expense reimbursements from a related party.
Research and Development expenses increased by $90,000 or 2.9% to
$3,140,000 for the three months ended March 31, 1996 compared to $3,050,000 in
the earlier period. The increase was due primarily to increased clinical study
expenses related to the Company's Phase II clinical studies of SNX-111 for the
prevention of brain damage following closed head trauma and CABG surgery,
clinical studies of SNX-111 for the prevention of pain in cancer and AIDS
patients and Phase III clinical studies for CORLOPAMAE, partially offset by
sharply lower expenditures for clinical supplies/materials. The Company expects
research and development expenses to increase significantly over the next
several years.
General and administrative expenses increased $210,000 or 40.6% to
$727,000 for the three months ended March 31, 1996 compared to $517,000 in the
earlier period primarily due to higher patent, investor relations, safety
program and employment related expenses. The Company expects general and
administrative expenses to increase over the next several years.
Interest income increased to $313,000 for the three months ended March
31, 1996 compared to $49,000 in the earlier period. The increase was due to the
increase in cash available for investments as the result of the successful
completion of the directed public offering on October 16, 1995.
Interest expense increased to $67,000 for the three months ended March
31, 1996 compared to $9,000 in the earlier period primarily due to higher levels
of capitalized leases and interest expense related to the prepaid milestone
repayable with interest to Medtronic.
<PAGE>
Six Months Ended March 31, 1996 and 1995
Revenues were $523,000 and $409,000 for the six months ended March 31
1996 and 1995, respectively. Revenues in both periods consisted primarily of
expense reimbursement from a related party.
Research and Development expenses increased by 471,000 or 8.6 % to
5,921,000 for the six months ended March 31, 1996 compared to $5,449,000 in the
earlier period. The increase was due primarily to increased clinical study
expenses related to the Company's Phase III clinical studies for CORLOPAMAE,
clinical studies of SNX-111 for the prevention of pain in cancer and AIDS
patients, and higher employment related expenses. The Company expects research
and development expenses to increase significantly over the next several years.
General and administrative expenses increased $265,000 or 25.0% to
$1,322,000 for the six months ended March 31, 1996 compared to $1,057,000 in the
earlier period. The increase was due primarily to higher depreciation, business
development and insurance expenses. The Company expects general and
administrative expenses to increase over the next several years.
Interest income increased to $621,000 for the six months ended March
31, 1996 compared to $132,000 in the earlier period. The increase was due to the
increase in cash available for investments as the result of the successful
completion of the directed public offering on October 16, 1995.
Interest expense increased substantially to $184,000 for the six months
ended March 31, 1996 compared to $14,000 in the earlier period due to the
convertible note payable to Medtronic.
Liquidity and Capital Resources
For the three months ended March 31, 1996, cash expenditures for
operating activities and additions to capital equipment were $5,459,464. The
Company anticipates that these expenditures will increase significantly in
future periods.
On October 16, 1995, the Company completed the sale of 3,000,000 shares
of common stock at $4.50 per share in a directed public offering. The offering
triggered the conversion of $6,500,000 of the convertible note payable to
Medtronic, Inc., a stockholder, plus related interest of $190,576 through
October 16, 1995, into common stock at a conversion price of $4.625 per share
and the transfer of approximately $320,000 of the unamortized discount on the
note to additional paid-in capital on the note conversion. The remaining
$1,500,000 of the Medtronic Note converted into a prepaid milestone fee, which,
if not earned by April 30, 1998, will be repaid with interest. Further on the
note conversion, Neurex issued to Medtronic, Inc. a warrant to purchase 500,000
shares of common stock at $5.40 per share, exercisable through October 16, 2001.
The offering triggered the obligation of Warner-Lambert to purchase $3,000,000
of additional equity in the Company. The first purchase of $1,500,000 was made
on November 13, 1995 for 333,334 shares. The second purchase of $1,500,000 was
made on March 29, 1996 for 75,263 shares.
On April 9, 1996, the Company filed a registration statement on Form
S-3 with the Securities and Exchange Commission to register up to 3,450,000
shares of common stock to be issued to the public. On April 30, 1996, the
Securities and Exchange Commission declared the registration statement effective
and the 3,000,000 shares were priced at $22.75 per share.
The Company had available cash, cash equivalents and short-term
investments of $22,675,000 at March 31, 1996. Cash in excess of immediate
requirements is invested according to the Company's investment policy, which
provides guidelines with regard to liquidity and return and, wherever possible,
seeks to minimize the potential effects of concentration and degrees of risk.
The Company expects to continue to incur substantial additional
operating losses from costs related to continuation and expansion of research
and development, including clinical studies and increased administrative
activities over at least the next several years. The Company anticipates that
its existing capital resources and interest earned thereon will enable it to
maintain its current and planned operations at least through mid 1997. However,
the Company's requirements may change depending on numerous factors, including,
but not limited to, the progress of the Company's research and development
programs, the results of clinical studies, the number and nature of the
indications the Company pursues in clinical studies, the timing of regulatory
approvals, technological advances, determinations as to the commercial potential
of the Company's products and the status of competitive products. In addition,
expenditures will be dependent on the establishment of collaborative
relationships with other companies, the availability of financing and other
factors. The Company will need to raise substantial additional funds in the
future, and there can be no assurance that such funds will be available on
favorable terms, if at all. The Company plans to continue to fund its short and
long-term operations using a combination of public and private equity and debt
offerings, and payments from the licensing, sublicensing and/or sales of its
intellectual property rights. If such funds are not obtained, the Company may
need to delay or curtail its research and development activities to a
significant extent.
<PAGE>
PART II - OTHER INFORMATION
NEUREX CORPORATION
1. LEGAL PROCEEDINGS
None.
2. CHANGES IN SECURITIES
None.
3. DEFAULTS UPON SENIOR SECURITIES
None.
4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Submission of Matters to a Vote of Security Holders
(a) The annual meeting of stockholders of Neurex was held on
February 6, 1996.
(b) The election of the following Directors nominated by the Company
for terms expiring at the 1997 annual meeting:
Paul Goddard, Roberto Crea, Thomas L. Barton, David L. Anderson,
John F. Chappell, John W. Glynn, and Howard E. Greene, Jr.
All directors were elected at this meeting. No other directors
continued their term after the meeting, other than those elected
at the meeting.
(c) At the annual meeting, stockholders approved the following:
(i)
Votes For .. Votes Withheld
Paul Goddard ...............................13,796,714 ............405,989
Roberto Crea ...............................13,796,714 ............405,989
Thomas L. Barton ...........................13,796,714 ............405,989
David L. Anderson ..........................13,796,714 ............405,989
John F. Chappell ...........................13,796,714 ............405,989
John W. Glynn ..............................13,796,714 ............405,989
Howard E. Greene, Jr .......................13,791,485 ............411,218
Shares represented at the meeting: 14,202,703
(ii) The ratification of the appointment of Ernst and Young LLP
as the Company's independent auditors for the fiscal year
ending September 30, 1996. There were 14,195,375 votes in
favor, 630 votes against, and 6,698 abstentions out of the
14,202,703 shares represented at the meeting.
<PAGE>
(iii) An increase in the number of shares which may be granted
under the Company's 1988 Employee and Consultant Stock
Option Plan of the company to 3,311,111 from 2,561,111.
There were 12,646,879 votes in favor, 1,202,930 votes
against, 21,933 abstentions and 330,961 broker non-votes out
of the 14,202,703 shares represented at the meeting.
(iv) The approval of an amendment to the Company's 1988 Employee
and Consultant Stock Option Plan to provide for
formula-based grants to non-employee directors of the
Company. There were 13,699,887 votes in favor, 201,031 votes
against, 30,824 abstentions and 270,961 broker non-votes out
of 14,202,703 shares represented at the meeting.
5. OTHER INFORMATION
None.
6. EXHIBITS AND REPORTS ON FORM 8-K
Exhibit No.
27 Financial Data Schedule
<PAGE>
NEUREX CORPORATION
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.
Date: July 11, 1996 Neurex Corporation
----------------------------
By:
/s/ Paul Goddard
--------------------------------------------
Paul Goddard, Ph.D.
Chairman and Chief Executive Officer
By:
/s/ Bradford M. Wait
--------------------------------------------
Bradford M. Wait
Vice President, Finance and Administration,
Chief Financial Officer
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from
financial statements for the three month period ending March 31, 1996 and is
qualified in its entirety by reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> Sep-30-1995
<PERIOD-END> Mar-31-1996
<EXCHANGE-RATE> 1.00
<CASH> 1,396,491
<SECURITIES> 21,278,060
<RECEIVABLES> 723,230
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 23,397,781
<PP&E> 4,327,212
<DEPRECIATION> 2,658,303
<TOTAL-ASSETS> 25,305,333
<CURRENT-LIABILITIES> 4,499,503
<BONDS> 0
0
0
<COMMON> 183,002
<OTHER-SE> 18,638,817
<TOTAL-LIABILITY-AND-EQUITY> 25,305,333
<SALES> 0
<TOTAL-REVENUES> 365,420
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 3,866,988
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (245,773)
<INCOME-PRETAX> (3,255,795)
<INCOME-TAX> 0
<INCOME-CONTINUING> (3,255,795)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (3,255,795)
<EPS-PRIMARY> (0.18)
<EPS-DILUTED> (0.15)
</TABLE>