<PAGE> 1
U. S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE
QUARTERLY PERIOD ENDED June 30, 2000
Commission File No. 0-24676
CARACO PHARMACEUTICAL LABORATORIES LTD.
(Exact name of registrant as specified in its charter)
MICHIGAN 38-2505723
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
1150 ELIJAH MC COY DRIVE, DETROIT, MICHIGAN 48202
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (313) 871-8400
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 [ ]
Common Stock outstanding at August 14, 2000 - 20,084,618 shares
Total number of pages is 46
<PAGE> 2
CARACO PHARMACEUTICAL LABORATORIES LTD.
BALANCE SHEET
<TABLE>
<CAPTION>
-------------------------------------------------------------------------------------------------------------------------
PARTICULARS JUNE
30 2000
-------------------------------------------------------------------------------------------------------------------------
ASSETS AMOUNT (USD)
<S> <C>
CURRENT ASSETS
Cash and cash equivalents $ 549,144
Accounts receivables, net of allowances of $145,000 489,483
Inventories 1,520,896
Prepaid expenses and deposits 75,460
--------------
TOTAL CURRENT ASSETS 2,634,983
--------------
PROPERTY, PLANT AND EQUIPMENT - AT COST
Land 197,305
Building and improvements 6,772,818
Equipment 4,237,463
Furniture and fixtures 179,211
Total 11,386,797
Less: accumulated depreciation 4,149,084
--------------
NET PROPERTY, PLANT & EQUIPMENT 7,237,712
--------------
--------------
TOTAL ASSETS $ 9,872,696
==============
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES
Accounts payable $ 1,130,347
Accounts payable - Sun Pharma $ -
Accrued expenses 370,416
Accrued interest 3,337,160
Current portion of long-term debt - EDC 7,180,000
Current portion of long-term debt - Stockholders 75,000
--------------
TOTAL CURRENT LIABILITIES 12,092,922
--------------
LONG-TERM LIABILITIES
Notes payable to stockholders 6,300,000
Loans Payable 4,475,000
Preferred stock dividends payable 210,000
TOTAL LONG-TERM LIABILITIES 10,985,000
--------------
TOTAL LIABILITIES 23,077,922
--------------
STOCKHOLDERS' DEFICIT
Preferred stock, no par value, authorized 5,000,000 shares; 1,000,000
issued and outstanding, 285,714 Series A shares
Common stock, no par value, authorized 30,000,000 shares; 32,734,627
issued and 20,084,618 outstanding shares
Preferred stock dividends (210,000)
Accumulated deficit (46,729,853)
--------------
TOTAL STOCKHOLDERS' DEFICIT (13,205,226)
--------------
--------------
Total liabilities and stockholders' deficit $ 9,872,696
==============
</TABLE>
SEE ACCOMPANYING NOTES
2
<PAGE> 3
CARACO PHARMACEUTICAL LABORATORIES, LTD.
STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------------------------------------
PARTICULARS SIX MONTHS ENDED
JUNE
-----------------------------------------------------------------------------------------------------------------------
2000 1999
---- ----
<S> <C> <C>
Net Sales $ 1,355,432 $ 1,684,258
Cost of goods sold 1,378,382 1,644,567
-------------------------------------------------
GROSS PROFIT (DIFFERENTIAL) (22,950) 39,691
-------------------------------------------------
Selling, general & administrative expenses 1,278,272 930,507
Research & development costs 1,474,289 2,201,121
-------------------------------------------------
OPERATING LOSS (2,775,511) (3,091,937)
-------------------------------------------------
Other income (expense)
Interest expense (744,734) (442,025)
Interest income 11,520 8,523
-------------------------------------------------
OTHER EXPENSE - NET (733,214) (433,502)
-------------------------------------------------
-------------------------------------------------
NET LOSS $ (3,508,724) $ (3,525,439)
=================================================
-------------------------------------------------
NET LOSS PER BASIC AND DILUTED COMMON SHARE $ (0.18) $ (0.22)
=================================================
</TABLE>
SEE ACCOMPANYING NOTES
3
<PAGE> 4
CARACO PHARMACEUTICAL LABORATORIES, LTD.
STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
---------------------------------------------------------------------------------------------------------------------------
2ND QUARTER ENDED JUNE 30,
2000 1999
---------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (3,508,724) $ (3,525,439)
Adjustments to reconcile net loss to
net cash used in operating activities
Depreciation 284,530 283,800
Non cash interest expense 605,082 339,990
Common Shares issued for product transfer 8,667
Common shares issued for Interest Expense 86,000
Common Shares issued for compensation 17,495
Changes in operating assets and liabilities which provided (used) cash:
Accounts receivable (125,295) 64,326
Inventories 184,196 (431,062)
Prepaid expenses and deposits 1,875 130,919
Accounts payable (400,786) 482,494
Accrued expenses 94,585 141,993
-----------------------------------------------
NET CASH USED IN OPERATING ACTIVITIES (2,752,376) (2,512,979)
-----------------------------------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property, plant and equipment (68,999) (135,097)
Payments to EDC (1,700,000)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuances of common stock - 396,000
Proceeds from long-term debt 4,475,000
Proceeds from short-term debt 150,000 2,050,000
NET CASH PROVIDED FROM FINANCING ACTIVITIES 2,856,001 2,446,000
-----------------------------------------------
NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS 103,625 (202,076)
Cash and cash equivalents, beginning of period 445,519 823,576
-----------------------------------------------
-----------------------------------------------
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 549,144 $ 621,500
===============================================
</TABLE>
SEE ACCOMPANYING NOTES
4
<PAGE> 5
<TABLE>
<CAPTION>
CARACO PHARMACEUTICAL LABORATORIES, LTD.
STATEMENTS OF SHAREHOLDERS' DEFICIT AS AT JUNE 30, 2000
--------------------------------------------------------------------------------------
PREFERRED STOCK COMMON STOCK
SHARES AMOUNT SHARES AMOUNT
--------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Balance at
January 1, 1999 285,714 $ 1,000,000 14,528,000 $ 29,025,840
Preferred dividend
Issuances of common stock 1,681,695 396,000
Retirement of Common Stock
Net loss
Balance at June 30, 1999 285,714 $ 1,000,000 16,209,695 $ 29,421,840
--------------------------------------------------------------------------------------
Balance at
January 1, 2000 285,714 1,000,000 18,556,295 31,232,465
Preferred dividend
Issuances of common stock 1,528,323 1,502,162
Net loss
Balance at June 30, 2000 285,714 $ 1,000,000 20,084,618 $ 32,734,627
--------------------------------------------------------------------------------------
<CAPTION>
---------------------------------------------------------------------------------------------------
COMMON
STOCK PREFERRED
SUBSCRIPTION STOCK ACCUMULATED
RECEIVABLE DIVIDENDS DEFICIT TOTAL
---------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Balance at
January 1, 1999 $ (120,000) $ (33,481,145) $ (3,575,305)
Preferred dividend (30,000) (30,000)
Issuances of common stock 396,000
Retirement of Common Stock
Net loss (3,525,439) (3,525,439)
Balance at June 30, 1999 $ - $ (150,000) $ (37,006,584) $ (6,734,743)
---------------------------------------------------------------------------------------------------
Balance at
January 1, 2000 - (180,000) (43,221,129) $ (11,168,664)
Preferred dividend (30,000) - (30,000)
Issuances of common stock 1,502,162
Net loss (3,508,724) (3,508,724)
Balance at June 30, 2000 $ - $ (210,000) $ (46,729,853) $ (13,205,226)
---------------------------------------------------------------------------------------------------
</TABLE>
SEE ACCOMPANYING NOTES
5
<PAGE> 6
CARACO PHARMACEUTICAL LABORATORIES LTD.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
1. BASIS OF PRESENTATION
The balance sheet as of June 30, 2000 and the related statements of operations,
stockholders' deficit and cash flows for the six months ended June 30, 2000 and
1999 are unaudited. In the opinion of management, all adjustments necessary for
a fair presentation of such financial statements have been included. Such
adjustments consisted only of normal recurring items. Interim results are not
necessarily indicative of results for the full year.
The financial statements as of June 30, 2000 and for the six months ended June
30, 2000 and 1999 should be read in conjunction with the financial statements
and notes thereto included in the Corporation's Annual Report on Form 10-KSB for
the year ended December 31, 1999.
The accounting policies followed by the Corporation with respect to the
unaudited interim financial statements are consistent with those stated in the
1999 Caraco Pharmaceutical Laboratories, Ltd., Annual Report on Form 10-KSB.
The accompanying financial statements have been prepared assuming that the
Corporation will continue as a going concern, which contemplates the realization
of assets and the satisfaction of liabilities in the normal course of business.
In August 1997, the Corporation and an Indian specialty pharmaceutical company,
Sun Pharmaceutical Industries Ltd. (Sun Pharma) completed an agreement whereby
Sun Pharma agreed to invest $7,500,000 in cash in exchange for 5,300,000 shares
of Caraco common stock. Sun Pharma has delivered all the $7.5 million
investment. Sun also agreed to transfer the technology for 25 products over a
period of 5 years in exchange for 544,000 shares of Caraco common stock to be
issued for each ANDA product and 181,333 shares for each DESI (Drug Efficacy
Study Implementation). As of June 30, 2000, Sun Pharma has delivered the formula
for 8 products, and holds approximately 45% of the outstanding common stock of
the Corporation.
The Corporation has never achieved sales necessary to support operations. The
Corporation has, as of June 30, 2000, a stockholders' deficit of $13,205,226.
Realization of a major portion of the assets is dependent upon the Corporation's
ability to meet its future financing requirements and the success of future
operations, the outcome of which cannot be determined at this time.
Management's plans include reducing the stockholders' deficit with the infusion
of additional funding and generating operating profits by:
- Focusing on compliance with FDA regulations.
- Focusing on research and development with a staff of 8. Additionally,
continued support from Sun Pharma having 26 researchers working in
India supporting Caraco's research and development efforts. These
personnel have a proven background in the pharmaceutical development.
-6-
<PAGE> 7
- The research and development team has already established
bio-equivalence of nine ANDA products, of which seven have been filed
with the FDA for approval. Further, seven DESI products have been
developed and are being marketed. The team is presently working on 21
products, which are in different stages of development. There is no
assurance, however, that any of these products will be marketed. The
Corporation expects to complete the development of four to six products
each year.
- The Corporation intends to increase the width and depth of its product
portfolio to serve customers effectively.
- The Corporation is committed to continuing R&D efforts with continuing
support from Sun Pharma, through their R&D efforts and financial
arrangement support.
- With the increase in the number of products, as well as anticipated
volume increases for existing products, it is expected that
manufacturing capacity utilization will improve, resulting in better
cost absorption and improved margins.
- The Corporation will strive to enhance customer reach and achieve
customer satisfaction through reliable product deliveries.
2. COMPUTATION OF LOSS PER SHARE
Loss per share is computed using the weighted average number of common shares
outstanding during each period and considers a dual presentation and
reconciliation of "basic" and "diluted" per share amounts. Diluted reflects the
potential dilution of all common stock equivalents. Since the assumed exercise
of common stock options and warrants and the assumed conversion of preferred
stock and convertible stockholder notes into common stock would be antidilutive,
such exercise is not assumed for purposes of determining diluted loss per share.
Accordingly, diluted and basic per share amounts are equal in each period.
The weighted average number of common shares outstanding (basic and diluted) for
the periods ended June 30, 2000 and June 30, 1999 were 19,236,483 and 18,552,295
respectively.
3. MORTGAGE NOTE
EDC Loan
Debt at June 30, 2000 consists of a note payable to the Economic Development
Corporation (EDC) of the City of Detroit, related to funds advanced to the
Corporation pursuant to a Development and Loan Agreement (the "Agreement") dated
August 10, 1990 as amended. The note is collateralized by a first mortgage,
effectively, on all of the Corporation's property and equipment purchased
pursuant to the Agreement.
-7-
<PAGE> 8
Effective April 2, 1993, and subsequently on August 5, 1997, the Corporation and
the EDC of the City of Detroit restructured the Agreement discussed above. The
amendments included the deferral of scheduled principal and interest payments
until February 1, 1999, at which time additional deferred principal and interest
due under the terms of the original agreement were required in amounts
sufficient to amortize the total deferred amount through July 2002.
Additionally, the amendment included a reduction in the stipulated interest rate
from the inception of the loan through 1993 from 10% to 8.5%. The interest rates
from 1994 through July 2002 vary from 5% to 6.3% as described in the amendments.
(Effective rate 5.93% at June 30, 2000).
As a condition of the deferral, the EDC was provided additional security on all
the Corporation's existing equipment and the Corporation is required to comply
with several additional financial and operating covenants which include,
limiting capital expenditures made without the consent of the EDC to under $2
million during the deferral period, and abstaining from share redemption during
the payment deferral period.
The Corporation is currently renegotiating the repayment terms with the EDC.
During the 1st half of 2000, the Corporation has made payments of $1,700,000 to
the EDC. Such payments have not brought the Corporation current in its
obligation to the EDC, and all such payments were made without prejudice to the
rights of the EDC to exercise all remedies available to the EDC for failure to
make the scheduled payments. While the terms of the restructured loan are being
negotiated, the Corporation intends to continue to make payments to the EDC,
again without prejudice to the rights of the EDC. Upon a final agreement of the
final restructured terms of the loan, of which there can be no assurance, the
Corporation expects to then commence making the requisite agreed upon payments.
4. STOCKHOLDER NOTES PAYABLE
Stockholder Notes Payable
Stockholder notes payable consist of the following obligations as of June 30:
10% Promissory note payable to Sun Pharma, principal balance $5,300,000
payable in full in October 2003, with interest payable
semi-annually, subject to the provisions of an Inter-Creditor
agreement.
10% promissory note payable to Sun Pharma Global, Inc., a $1,000,000
wholly owned subsidiary of Sun Pharma, subject to the
provisions of an Inter-Creditor agreement. Further to
$850,000 from earlier period, the Corporation has received
$150,000 during the second quarter.
10% Promissory note payable to a stockholder director, $ 75,000
payable in installments with a final payment due
December 2000.
----------
Stockholders Notes due $6,375,000
==========
-8-
<PAGE> 9
Notes payable to Sun Pharma and Sun Pharma Global, Inc. are subordinated to the
EDC loan, Sun Pharma and Sun Global currently have no intention of demanding
payment within the upcoming year; therefore, such notes have been classified as
long term. Further, the Corporation has repaid two shareholder creditors holding
notes payable of $1,290,000 by issue of common stock during the second quarter.
Further, one shareholder director holding notes payable of $175,000 has been
repaid $100,000 by issue of common stock during the second quarter and the
balance $75,000 shall be repaid by the year end.
5. LINE OF CREDIT FROM ICICI BANK
As enhanced commitment and support from Sun Pharma, the Corporation has been
able to get an additional line of credit of $ 5 million from ICICI Bank of India
through the security guarantee of Sun Pharma to finance the research and
development activities, upgrade facilities, repayment of loans and working
capital requirements. Proceeds of the loan in the amount of $4,200,000 have been
received by the Corporation as of June 30, 2000 with interest payments due
quarterly and quarterly principal payments due from December 2003 through
September 2005.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF PLAN OF OPERATIONS
Sales
Net sales for the periods ended June 30, 2000 and 1999 were $1,355,432 and
$1,684,258 respectively. For the second quarter ended June 30, 1999 net sales
were $573,195 compared to $804,812 for the corresponding quarter of the previous
year. This decrease can be mainly attributed to absence of contract
manufacturing activity and the increased resources of the Corporation shifting
from production to FDA compliance, which is separately commented upon below.
There has been a commitment by management to ensure that the entire team of
personnel are involved in the FDA compliance areas of activity.
Gross Profit (Differential)
The Corporation posted a gross loss of $22,950 for the first six months of 2000,
compared to a gross profit of $39,961 during the same period of 1999. Gross loss
for the quarter ended June 30, 2000 was $2,988 compared to gross profit of
$19,103 recorded in the corresponding quarter in 1999. This decrease can be
mainly attributed to absence of contract manufacturing activity and the
increased resources of the Corporation shifting from production to FDA
compliance, which is separately commented upon below. There has been a
commitment by management to ensure that the entire team of personnel are
involved in the FDA compliance areas of activity.
Selling, General and Administrative Expenses (SG&A)
Selling, general and administrative expenses for the periods ended June 30, 2000
and June 30, 1999 were $1,278,272 and $930,507 respectively, representing an
increase of almost 37%. For the quarter ended June 30, 2000 SG&A was $748,732 as
against $459,328 for a similar period in 1999. The increase in SG&A is mainly
due to the expenses incurred for FDA compliance, by retaining very highly
regarded consultants, which management views as a future investment for the
Corporation.
-9-
<PAGE> 10
Research and Development expenses
Research and Development expenses of $1,474,289 for the period ended June 30,
2000 were lower by 33%, when compared with $2,201,121 incurred during the
corresponding period of 1999. R&D expenses for the quarter ended June 30, 1999
were $944,749 as against $1,031,472 in the corresponding period of the previous
year. The reduced spending represents the commitment of the Corporation to
increase its focus on FDA compliance and increased personnel and efforts in the
new focus of the Corporation.
The Corporation is working on two promising products for ANDA submission during
2000/2001. As of June 30, 2000 the Corporation has submitted seven ANDA
applications to the US FDA for approval. In addition the Corporation has plans
to commence development of six products comprising both ANDA and DESI products.
Although the products are developed with utmost care, the Corporation cannot
guarantee the success of the bio-equivalence studies, or FDA approval.
Interest Expense
Interest expense, which is incurred primarily in connection with the
Corporation's mortgage obligation to the EDC, interest on notes payable to Sun
Pharma and Sun Global as well as a new line of credit granted to the Corporation
by ICICI Bank, and guaranteed by Sun Pharma was $744,734 and $442,025 for
periods ended June 30, 2000 and 1999, respectively. Interest expense for the
quarter ended June 30, 2000 was $330,216 compared with $235,364 during the same
period in 1999.
Results of Operations
Operating losses for the period ended June 30, 2000 and 1999 were $2,775,511 and
$3,091,937 respectively. For the second quarter ended June 30, 2000 the
operating loss was $1,696,469 as against $1,704,061 during the corresponding
period of 1999. The operating losses are directly related to (1) net sales,
which were inadequate to absorb the fixed costs of the Corporation's operational
expenses and (2) including the impact of research and development spending and
SG&A expenses due to the change of focus of the Corporation to FDA compliance.
A number of uncertainties exist that may influence the Corporation's future
operating results, including general economic conditions, changes in conditions
affecting the pharmaceutical industry primarily related to generic drug
competition, obtaining additional financing, government restrictions on sale of
certain products, complying to FDA norms and thereby obtaining FDA approvals,
development by competitors of new or superior products or new technology for
production of products or the entry into the market of new competitors.
FDA Compliance
The Corporation underwent an FDA inspection during 1999, at which time it
received an FDA 483 (List of Observations). The Corporation responded to those
observations and met with the Detroit District Director of the FDA. During the
1st quarter of 2000, the FDA conducted another inspection. The Corporation
received another FDA 483, to which the Corporation responded in June 2000. In
July 2000, the Corporation received a warning letter from the FDA relating to
deviations and/or deficiencies in the Good Manufacturing Practices (GMP's). The
areas of concern relate to record-keeping systems, testing standards, staff
training and proficiency and quality systems.
-10-
<PAGE> 11
In response to the FDA 483s and warning letter, the Corporation has retained the
services of a reputed and well-respected FDA compliance-consulting firm to help
it address the GMP compliance issues and develop the implementation plan to
respond to the noted deficiencies and/or deviations. The Corporation has
responded to the FDA indicating the corrective measures and plan to rectify the
deviations and deficiencies referred to above. Failure to rectify the
deficiencies and/or deviations may result in enforcement action by the FDA. The
Corporation is making all efforts to overcome the shortcomings and comply with
all of its regulatory requirements. However, the Corporation does not guarantee
that the efforts made by the Corporation would necessarily result in FDA
approving the GMPs or the ANDA products pending approval being granted.
Liquidity and Capital Resources
At June 30, 2000, the Corporation had negative working capital of $9,457,939
compared with working capital of $853,761 of the corresponding period of 1999.
The negative working capital for the period ended June 30, 2000 was mainly due
to the maturity of a portion of EDC debt and related accrued interest, which has
been classified as current, a majority of which was termed as Long term during
1999. To enable the Corporation to fund its research and development activities,
repayment of term loans and the increased working capital needs Sun Pharma has
stood as security guarantor for a credit line of $5 million on behalf of the
Corporation with ICICI Bank of India. As of June 30, 2000 the Corporation has
received $4,200,000 from ICICI Bank through this credit facility.
Further, Sun Pharma continues to support the Corporation in its activities and
is trying to negotiate and help the Corporation raise additional funds required
for financial need of the Corporation.
-11-
<PAGE> 12
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
NONE
ITEM 2. CHANGES IN SECURITIES
NONE
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Although the Corporation has made payments of $1,700,000 to the
Economic Development Corporation (EDC), such payments have not brought
the Corporation current in its obligation to the EDC, and all such
payments were made without prejudice to the rights of the EDC to
exercise all remedies available to the EDC for failure to make the
scheduled payments.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The Annual General Meeting of the Shareholders (the "meeting") of the
Corporation was held on June 8, 2000 in Detroit, Michigan, for the
purposes of electing two directors for three-year terms expiring in
2003 and upon the election and qualification of their successors.
The results of the election were as follows:
<TABLE>
<CAPTION>
NAME OF THE DIRECTOR VOTES FOR VOTES WITHELD
<S> <C> <C>
Jay F. Joliat 16,471,833 1,957,932
Dilip S. Shanghvi 18,299,180 130,585
</TABLE>
The names of the directors whose terms continued after the
meeting are as follows:
David W. Adamany (but see item 5 below)
David A. Hagelstein
Phyllis Harrison-Ross
Narendra N. Borkar
Sudhir V. Valia
Sailesh T. Desai
ITEM 5. OTHER INFORMATION
On July 26, 2000, Dr. David W. Adamany resigned as a director
of the Corporation. Dr. Adamany did not resign as a result of
a disagreement with the Corporation.
ITEM 6. EXHIBITS
A. The following exhibits are filed as part of this report and are
attached hereto:
Exhibit 4 - Copy of the Agreement between the Corporation and ICICI
Bank
Exhibit 27 - Financial Data Schedule
B. There were no Form 8-K's filed during the second quarter of 2000.
-12-
<PAGE> 13
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Corporation has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
CARACO PHARMACEUTICAL LABORATORIES, LTD.
By: /s/ Narendra N. Borkar
--------------------------------
Narendra N. Borkar
Chief Executive Officer (a duly
Authorized Signatory of the
Corporation)
Dated: August 14, 2000
-13-
<PAGE> 14
EXHIBIT INDEX
EXHIBIT EXHIBIT TABLE
NUMBER EXHIBIT
------ -------------
4 Agreement between ICICI Bank
and the Corporation for
the term loan of $5 million.
27 Financial Data Schedule
-14-
