UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(X) Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the period ended September 28, 1999
( ) Transition Report Pursuant to Section 13 or 15 (d) of the Securities
Exchange Act of 1934 for the transition period from ___________ to
_____________
Commission File Number 0-20498
TOPS APPLIANCE CITY, INC.
- -------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
NEW JERSEY 22-3174554
- -------------------------------------------------------------------
(State or other jurisdictions of (I.R.S. Employer I.D. No.)
incorporation or organization)
45 Brunswick Avenue, Edison, New Jersey 08818
- -------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(732) 248-2850
- -------------------------------------------------------------------
(Registrant's telephone number, including area code)
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.
( X ) Yes ( ) No
Number of shares outstanding of each of the issuer's classes of common stock,
as of September 28, 1999.
15,334,102 Shares
<PAGE>
1
TOPS APPLIANCE CITY, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)
(Unaudited)
<TABLE>
<CAPTION>
September 28, December 29,
1999 1998
------------- ------------
<S> <C> <C>
ASSETS
Current Assets:
Cash and cash equivalents $ 2,526 $ 2,672
Accounts receivable, net 3,672 1,849
Merchandise inventory 36,177 62,060
Prepaid expenses and other current assets 1,801 3,128
------ ------
Total Current Assets 44,176 69,709
Property, equipment & leasehold improvements, net 28,606 29,883
Deferred taxes 2,958 2,958
Other assets 5,251 3,663
------- --------
Total Assets $80,991 $106,213
======= ========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Short-term borrowings $19,091 $ 30,718
Accounts payable 7,131 12,309
Current portion of capital lease 124 124
Accrued liabilities and taxes payable 1,313 3,994
Customer deposits 2,864 3,236
Deferred taxes 2,958 2,958
-------- --------
Total Current Liabilities 33,481 53,339
Long-term debt 20,368 20,403
Capital lease, net of current portion 15,887 15,979
Deferred rent 2,709 2,188
Other liabilities 696 722
Shareholders' equity 7,850 13,582
-------- --------
Total Liabilities and Shareholders' Equity $ 80,991 $ 106,213
======== =========
</TABLE>
See accompanying notes.
<PAGE>
TOPS APPLIANCE CITY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
THREE AND NINE MONTHS ENDED
SEPTEMBER 28, 1999 AND SEPTEMBER 29, 1998
(Dollars in thousands except share data)
(Unaudited)
<TABLE>
<CAPTION>
3rd 3rd Nine Nine
Quarter Quarter Months Ended Months Ended
1999 1998 9/28/99 9/29/98
------- ------- ------------ ------------
<S> <C> <C> <C> <C>
Net sales and service revenues $ 79,451 $ 73,730 $ 214,593 $ 209,569
Cost of sales 61,859 57,775 166,528 163,435
-------- -------- --------- ---------
Gross profit 17,592 15,955 48,055 46,134
Selling, general and
administrative expenses 16,566 14,436 48,979 43,851
-------- -------- -------- ---------
Income (loss) from operations 1,026 1,519 (914) 2,283
Equity in (loss) of joint venture (50) - (254) -
Interest expense (1,377) (1,489) (4,574) (4,541)
-------- -------- -------- ---------
Income (loss) before benefit for
income taxes and extraordinary
item (401) 30 (5,742) (2,257)
Benefit for income taxes - - - -
------- -------- -------- --------
Income (loss) before extra-
ordinary item (401) 30 (5,742) (2,257)
Extraordinary item-gain on debt
extinguishment - 338 - 1,309
------- -------- -------- --------
Net income (loss) $ (401) $ 368 $(5,742) $ (948)
======= ======= ======== ====+====
Net income (loss) per common
share (basic) before
extraordinary item $(0.03) $ 0.01 $ (0.38) $ (0.28)
Income per common share (basic)
attributable to extraordinary
item 0.00 0.03 0.00 0.16
------- -------- -------- --------
Net income (loss) per common
share (basic) $(0.03) $ 0.04 $ (0.38) (0.12)
======= ======= ======== =========
Common shares outstanding 15,334,102 9,677,056 14,973,936 8,105,758
========== ========= ========== =========
Income per common share
(diluted) before $ 0.00
extraordinary item ---------
Income per common share
(diluted) attributable to 0.03
extraordinary item ---------
Net Income per common share
(diluted) $ 0.03
=========
Common shares outstanding (diluted) 10,571,177
==========
</TABLE>
See accompanying notes
<PAGE>
TOPS APPLIANCE CITY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED SEPTEMBER 28, 1999 AND SEPTEMBER 29,1998
(Amounts in thousands)
(Unaudited)
<TABLE>
<CAPTION>
For the nine months ended
9/28/99 9/29/98
------- -------
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (5,742) $ (948)
Adjustments to reconcile net loss to
net cash provided by (used in)
operating activities:
Depreciation and amortization 3,104 3,444
Deferred rent 521 171
Extraordinary gain on debt extinguishment - (1,309)
Accounts receivable (1,823) (222)
Inventory 25,883 (30)
Prepaid expenses and other current assets 1,327 (626)
Accounts payable (2,446) (3,351)
Sales tax payable (910) (602)
Accrued liabilities and income taxes payable (1,771) (2,199)
Customer deposits (372) (751)
Other assets (1,820) (1,181)
Other liabilities (26) (53)
--------- ---------
Net cash provided by (used in) operating activities 15,925 (7,657)
Cash flows from investing activities:
Capital expenditures, net (1,595) (2,310)
---------- ---------
Net cash used in investing activities (1,595) (2,310)
Cash flows from financing activities:
Short-term borrowings (11,627) 6,040
Cash overdrafts (2,732) 1,251
Notes Payable (127) (1,678)
Proceeds from Issuance of Additional Capital - 5,040
Proceeds from Exercise of Stock Options - 21
Proceeds from Employee Stock Purchase Plan 10 7
---------- ---------
Net cash provided by (used in) financing activities (14,476) 10,681
---------- ---------
Increase in cash and cash equivalents (146) 714
Cash and cash equivalents, beginning of period 2,672 2,368
---------- ---------
Cash and cash equivalents, end of period $ 2,526 $ 3,082
======== ========
NON-CASH TRANSACTIONS:
Debenture Exchange $ 35 $ 7,590
======== ========
</TABLE>
<PAGE>
TOPS APPLIANCE CITY, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
NOTE 1.
The accompanying condensed consolidated financial statements
(unaudited) should be read in conjunction with the consolidated
financial statements and disclosures included in the Company's 1998
Annual Report on Form 10-K.
The condensed consolidated financial statements (unaudited) include all
adjustments (consisting of normal recurring items) which management
considers necessary to present fairly the financial position and
results of operations of the Company for the three and nine months
ended September 28, 1999 and September 29, 1998.
The results for the interim periods presented may not be indicative of
results for the full year.
NOTE 2.
On October 29, 1999, the Company closed on an agreement to sell three
store leases to Best Buy for the sum of $10.5 million. The Company
at that time received 20% of the proceeds. The balance of the proceeds
will be received when the stores are turned over to Best Buy, which is
anticipated to occur during the first week of December 1999. The
Company is presently in negotiations to sell additional stores
currently under lease.
The Company will be converting to a unique new store format, in which
it will be focusing on the sale of major appliances, housewares,
kitchen cabinets and countertops. Tops' new stores will average 20,000
to 25,000 square feet which compares to an average of 50,000 square
feet in Tops' old format. The Company will discontinue its offerings of
personal computers and related hardware, consumer electronics, as well
as bedding and office furniture.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion should be read in conjunction with the
consolidated financial statements and disclosures included in the Company's
Annual Report on Form 10-K.
Results of Operations
The following table sets forth certain items in the Company's Condensed
Consolidated Statements of Operations expressed as a percentage of net sales and
service revenues:
<TABLE>
<CAPTION>
Percentage of Net Sales and Service Revenues
Three Months Ended Nine Months Ended
9/28/99 9/29/98 9/28/99 9/29/98
------- ------- ------- -------
<S> <C> <C> <C> <C>
Net sales and service revenues 100.0% 100.0% 100.0% 100.0%
Cost of sales 77.9 78.4 77.6 78.0
----- ----- ----- ------
Gross profit 22.1 21.6 22.4 22.0
Selling, general and
administrative expenses 20.8 19.6 22.8 20.9
----- ----- ----- ------
Income (loss) from operations 1.3 2.0 (0.4) 1.1
Equity in (loss) of joint venture (0.1) 0.0 (0.1) 0.0
Interest expense (1.7) (2.0) (2.1) (2.2)
----- ----- ----- ------
Income (loss) before benefit
for Income taxes and
extraordinary item (0.5) 0.0 (2.6) (1.1)
Benefit for income taxes 0.0 0.0 0.0 0.0
----- ----- ----- ------
Income (loss) before
extraordinary item (0.5) 0.0 (2.6) (1.1)
Extraordinary item - gain on
debt extinguishment 0.0 0.5 0.0 0.6
----- ----- ----- ------
Net income (loss) (0.5)% 0.5% (2.6)% (0.5)%
====== ===== ====== =====
</TABLE>
<PAGE>
Three Months Ended September 28, 1999 Compared to the Three Months Ended
September 29, 1998.
Net sales and service revenues for the three months ended September 28,
1999 increased 7.8% to $79,451,000 (10 stores) from $73,730,000 (8 stores) for
the three months ended September 29, 1998. This increase is attributable to
improved sales of air conditioners and revenues generated by the 3 most recently
opened stores in Manhattan and Brooklyn. Sales of home appliances, air
conditioners, housewares and kitchen cabinetry increased 33.0% to $51,454,000
from $38,697,000, while sales of consumer electronics declined by 20.8%
compared to the same period last year. Sales from the commercial division
decreased by 8.4% or $798,000.
Gross revenues from the sale of product protection plans for the three
months ended September 28, 1999 increased 2.6% to $3,495,000 from $3,408,000
for the three months ended September 29, 1998. This increase is attributable
to improved sales of room air conditioners and incremental revenues from the
recently opened stores. Incremental costs related to these sales totaled
$1,444,000 and $1,472,000, respectively, for the comparable period.
Gross profit for the quarter ended September 28, 1999, increased 10.3%
to $17,592,000 from $15,955,000 for the comparable period. Gross profit as a
percentage of net sales and service revenues for the three months ended
September 28, 1999 increased to 22.1% from 21.6% last year. This increase was
due in part to the significant improvement in sales of higher-margin room air
conditioners. Gross margins generated from the sales of home appliances, air
conditioners, housewares, and kitchen cabinetry averaged 25.7%, versus 15.6%
for electronics. Gross margins in the commercial sales division decreased to
6.6% from 6.8% for the comparable period. Gross margins in the commercial
division tend to be lower than gross margins on retail sales.
Selling, general and administrative expenses for the three months ended
September 28, 1999 increased 14.7% to $16,566,000 from $14,436,000 in the
three months ended September 29, 1998. This unfavorable change is the result
of the increased level of operating expenses associated with the three new
stores in New York ($2.1 million) as well as increased costs attributable to
the new Tops private label credit card ($0.6 million) which replaced the
previous GECC Tops card. The effects of these factors were partially offset by
a continued focus on cost containment, which resulted in a decrease of all
other operating expenses in the amount of $600,000.
The Company's income from operations decreased 32.5% to $1,026,000 for
the three months ended September 28, 1999 compared to net income of $1,519,000
for the three months ended September 29,1998.
The Company's 49% interest in Electronics.Net LLC, a joint venture
formed with CyberShop Holding Corp., resulted in incremental costs of $50,000
for the quarter ended September 28, 1999. This partnership commenced
operations in October 1998.
Interest expense decreased 7.5% to $1,377,000 from $1,489,000 for the
comparable period last year as a result of reduced borrowings on the revolving
credit facility and lower interest on the 6 1/2% Convertible Subordinated
Debentures.
The Company did not record a tax benefit in the third quarter of 1999
or 1998.
The Company's net loss before extraordinary items for the three months
ended September 28, 1999 was $401,000 ($0.03 per share) compared to net income
of $30,000 (0.01 per share) for the comparable period.
During the third quarter of 1998, the Company repurchased $750,000
face value of 6 1/2% Original Subordinated Debentures resulting in a net
extraordinary gain of $338,000. No such transaction took place during the
third quarter of 1999.
The Company's net loss after the extraordinary gain on the early
extinguishment of debt was $401,000 ($0.03 per share) compared to net income
of $368,000 ($0.04 per share) for 1998.
Nine Months Ended September 28, 1999 Compared to the Nine Months Ended September
29, 1998.
Net sales and service revenues for the nine months ended September 28,
1999 increased 2.4% to $214,593,000 (10 stores) from $209,569,000 (8 stores) for
the nine months ended September 29, 1998. This increase is attributable to
improved sales of air conditioners and revenues generated by the three newest
stores in Manhattan and Brooklyn. Sales of home appliances, air conditioners,
housewares and kitchen cabinetry rose 13.0% to $120,688,000 from $106,822,000,
while sales of consumer electronics declined by 8.8% compared to the same
period last year. Sales from the commercial division decreased by 4.5% or
$1,128,000.
Gross revenues from the sale of product protection plans for the nine
months ended September 28, 1999 decreased 0.8% to $9,617,000 from $9,699,000
for the nine months ended September 29, 1998. This decrease is attributable to
price deflation and the associated decline in service contract penetration on
consumer electronics. Incremental costs related to these sales totaled
$4,071,000 and $4,250,000, respectively, for the comparable periods.
Gross profit as a percentage of net sales and service revenues for the
nine months ended September 28, 1999 increased to 22.4% from 22.0% last year.
The increase was primarily due to increased sales of higher-margin room air
conditioners. Gross margins generated from the sales of home appliances, room
air conditioners, housewares and kitchen cabinetry averaged 25.6%, versus 18.3%
for electronics. Gross margins in the commercial sales division decreased to
6.8% from 6.9% for the comparable period. Gross margins in the commercial
sales division tend to be lower than gross margins on retail sales.
Selling, general and administrative expenses for the nine months ended
September 28, 1999 increased 11.7% to $48,979,000 from $43,851,000 for the
nine months ended September 29, 1998. This unfavorable change resulted from
the increased level of operating expenses associated with the three new stores
in New York ($6.3 million) as well as increased costs attributable to the new
Tops private label credit card ($1.7 million), which replaced the previous
GECC Tops Card. The effects of these factors were partially offset by a
continued focus on cost containment, which resulted in a decrease of all other
operating expenses in the amount of $2.9 million.
The Company experienced a net loss from operations of $914,000 for the
nine months ended September 28, 1999, compared to net income of $2,283,000 for
the nine months ended September 29,1998.
The Company's participation in Electronics.Net LLC for the nine
months of 1999 resulted in additional expenses of $254,000. This entity
commenced operations in October 1998.
Interest expense increased 0.7% to $4,574,000 from $4,541,000 for the
comparable period last year as a result of the Queens capitalized lease, offset
by lower interest on the 6 1/2% Convertible Subordinated Debentures and
decreased borrowing on the revolving credit facility.
The Company did not record a tax benefit for the nine months ended
September 28, 1999 or September 29, 1998.
The Company's net loss before extraordinary items for the nine months
ended September 28, 1999 was $5,742,000 ($0.38 per share) compared to a net
loss of $2,257,000 ($0.28 per share) for the nine months ended September 29,
1998.
During the nine months of 1998, the Company repurchased $3,000,000 face
value of 6 1/2% Original Subordinated Debentures, resulting in a net
extraordinary gain of $1,309,000. No such transactions took place during the
comparable period for 1999.
For the nine months ended September 28,1999, the Company's net loss
after the extraordinary gain on the early extinguishment of debt was
$5,742,000 compared to a loss of $948,000 for the nine months ended September
29, 1998.
Seasonality
Sales levels are highest during either the second or third quarter,
depending on weather conditions, as a result of demand for room air
conditioners during the summer months. The Company experiences a buildup of
room air conditioner inventory during its second quarter in anticipation of
the May through August selling season.
Liquidity and Capital Resources
In the past, the Company has relied primarily upon net cash from
operations, a revolving credit facility with institutional lenders and inventory
floor plan financing to fund its operations and growth. At September 28, 1999,
the Company had working capital of $10,695,000, which represented a decrease of
$5,675,000 from December 29, 1998. During the nine months ended September 28,
1999, the Company incurred net capital expenditures of $1,595,000, decreased
inventories by $25,883,000, decreased short term borrowing by $11,627,000 and
decreased trade payables by $5,178,000.
The Company maintains a $40,000,000 secured credit facility, expiring in
October 2001, which bears interest at the bank's base rate plus 1% or, for a
portion of the loan, LIBOR plus 3%. All of the Company's unencumbered assets
are pledged as collateral for the new facility. As of September 28, 1999,
$19,091,000 was outstanding and $1,475,000 was available for borrowings under
this credit facility.
Short-term trade credit represents a significant source of financing for
inventory. Trade credit arises from the willingness of the Company's vendors
to grant extended payment terms for inventory purchases and is financed either
by the vendor or by third-party floor-planning sources. The Company utilizes
floor-planning companies, which in the aggregate at any one time provide
financing for approximately 10% of the Company's inventory purchases. Payment
terms generally vary up to 150 days, depending upon the inventory product. The
Company typically grants the floor-planning companies a security interest in
those products financed.
The Company believes that its borrowings under available credit
facilities, revenues realized from the Best Buy transaction, short term trade
credit from vendors and inventory floor plan arrangements, combined with the
impact on operating results of the cost reductions already implemented and the
improved performance of recently opened stores will be sufficient to fund the
Company's operations and its anticipated capital expenditures, excluding new
stores, of approximately $ 1 million. No assurance can be given that such cost
reductions will produce the desired result.
This Quarterly Report on Form 10-Q may contain forward-looking
information about the Company. Many factors may cause the Company's actual
results to differ from those set forth in any forward-looking statements made
by the Company. Accordingly, there can be no assurances that any future
results will be achieved.
Year 2000 Compliance
The Company has initiated a program to prepare the Company's computer
systems and applications for the year 2000. This is necessary because computer
programs have been written using two digits rather than four to define the
applicable year. Any of the Company's computer programs that have
time-sensitive software may recognize a date using "00" as the year 1900
rather than the year 2000. This could result in a system failure or
miscalculation causing disruptions of operations, including, among other
things, a temporary inability to process normal business transactions. In
addition, many of the Company's vendors and service providers are also faced
with similar issues related to the year 2000.
In connection with the Company's programs related to year 2000,
management has assessed the Company's information systems, including its
hardware and software systems and embedded systems contained in the Company's
stores, distribution facilities and corporate headquarters. Based on the
findings of this assessment, the Company has commenced a plan to upgrade or
replace the Company's hardware or software for year 2000 readiness as well as
to assess the year 2000 readiness of the Company's vendors and service
providers. In addition, the Company's management had formulated contingency
plans, which, in the event that the Company is unable to fully achieve year
2000 readiness in a timely manner, or any of the Company's vendors or service
providers fail to achieve year 2000 readiness, may be implemented to minimize
the risks of interruptions to the Company's business.
Based on its assessment to date of the year 2000 readiness of the
Company's vendors, service providers and other third parties on which the
Company relies for business operations, the Company believes that its
principal vendors, service providers and other third parties are taking action
for year 2000 compliance. However, the Company has limited ability to test and
control such third parties' year 2000 readiness, and the Company cannot
provide assurance that failure of such third parties to address the year 2000
issue will not cause an interruption of the Company's business.
The Company has committed significant resources in connection with
resolving its year 2000 issues. The Company expects that the principal costs
will be those associated with the replacement and testing of its computer
applications, all of which are expected to be replaced or upgraded during
the current year. The Company estimates that the total external costs
associated with implementing year 2000 readiness will be approximately
$3.0 million, consisting of system replacement (GERS Retail Systems) costs of
$1.0 million, equipment replacement of $1.0 million and consulting costs of
$1.0 million. During the nine months of 1999, the Company incurred $2,000,000
of consulting and equipment-related expenditures associated with year 2000
readiness. The Company will finance $2.2 million of the cost of its year 2000
remediation through a new credit facility with the balance funded by income
generated from operations.
The Company's ability to execute its plan in a timely manner has been
adversely affected by a variety of factors, some of which are beyond the
Company's control, including availability and continuity of consultants,
turnover of key employees and unforeseen implementation problems.
Consequently, the Company has decided to move forward with its year 2000
contingency plan in order to minimize the risk of interruptions to the
Company's business.
The contingency plan includes two segments: First, the complete
conversion of the existing financial system to the GERS Retail Systems software
package. This component is currently in the testing phase and is anticipated
to be fully implemented and operational by December 15, 1999. Second, the
point of sale (POS) and inventory systems are currently being upgraded to
year 2000 compliant versions of the existing software, which is anticipated
to be completed by November 15, 1999. The POS and inventory systems will then
be converted to the GERS Retail Systems software during the first quarter 2000.
Because the Company believes that the risks of year 2000 compliance are not
material in light of its implementation of its contingency plan, the Company
has not developed any further contingency plans. The Company does not believe
that any interruptions are likely to have a material adverse effect on the
Company's results of operation, liquidity or financial condition.
<PAGE>
Part II
Other Information:
ITEM 1. Legal Proceedings
Not applicable
ITEM 2. Changes in Securities
Not applicable
ITEM 3. Default Upon Senior Securities
Not applicable
ITEM 4. Submission of Matters to a Vote of Security Holders
Not applicable
ITEM 5. Other Information
Not applicable
ITEM 6. Exhibits and Reports on Form 8-K
Form 8-K, filed August 19,1999, regarding changes to the
Beneficial Stock Ownership table.
Form 8-K, filed September 17, 1999, superseding the August 19
Form 8-K filing.
Form 8-K, filed October 28, 1999, regarding the sale of
store leases to Best Buy.
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.
Dated: November 12, 1999
TOPS APPLIANCE CITY, INC.
BY: /s/ Thomas L. Zambelli
-------------------------
Thomas L. Zambelli
Chief Accounting Officer
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<CIK> 0000888470
<NAME> TOPS 10-Q
<S> <C> <C>
<PERIOD-TYPE> 9-MOS 3-MOS
<FISCAL-YEAR-END> DEC-28-1999 DEC-28-1999
<PERIOD-END> SEP-28-1999 SEP-28-1999
<CASH> 2,526 2,526
<SECURITIES> 0 0
<RECEIVABLES> 3,672 3,672
<ALLOWANCES> 0 0
<INVENTORY> 36,177 36,177
<CURRENT-ASSETS> 44,176 44,176
<PP&E> 28,606 28,606
<DEPRECIATION> 0 0
<TOTAL-ASSETS> 80,991 80,991
<CURRENT-LIABILITIES> 33,481 33,481
<BONDS> 20,368 20,368
0 0
0 0
<COMMON> 0 0
<OTHER-SE> 7,850 7,850
<TOTAL-LIABILITY-AND-EQUITY> 80,991 80,991
<SALES> 214,593 79,451
<TOTAL-REVENUES> 214,593 79,451
<CGS> 166,528 61,859
<TOTAL-COSTS> 166,528 61,859
<OTHER-EXPENSES> 48,979 16,566
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 4,574 1,377
<INCOME-PRETAX> (5,742) (401)
<INCOME-TAX> 0 0
<INCOME-CONTINUING> (5,742) (401)
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> (5,742) (401)
<EPS-BASIC> (0.38) (0.03)
<EPS-DILUTED> 0 0
</TABLE>