<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
(Mark One)
[ X ] Quarterly report pursuant to section 13 or 15(d) of the Securities
Exchange Act of 1934 for the quarterly period ended July 19, 1997.
[ ] 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 0-21598
OLD AMERICA STORES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 13-3487813
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
811 NORTH COLLINS FREEWAY
Highway 75 North
PO BOX 370
HOWE, TEXAS 75459
(Address of principal executive offices)
(903)532-3000
(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 twelve months (or such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past ninety days.
Yes [ X ] No [ ]
At August 1, 1997, an aggregate of 3,520,437 shares of the registrant's
Common Stock, value of $ .01 each (the "Common Stock"), and 1,012,842 shares of
registrant's Nonvoting Common Stock, value of $ .01 each (the "Nonvoting Common
Stock"), were outstanding.
<PAGE>
OLD AMERICA STORES, INC. AND SUBSIDIARIES
TABLE OF CONTENTS
Page
- --------------------------------------------------------------------------------
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Condensed Consolidated Balance Sheets -
July 19, 1997 and January 31, 1997 3
Condensed Consolidated Statements of Operations -
Twelve weeks and twenty-four weeks ended
July 19, 1997 and July 13, 1996 4
Condensed Consolidated Statements of Cash Flows -
Twenty-four weeks ended July 19, 1997 and July 13, 1996 5
Notes to Condensed Consolidated Financial Statements 6-9
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 10
PART II. OTHER INFORMATION
Item 1. Legal Proceedings (no response required)
Item 2. Changes in Securities (no response required)
Item 3. Defaults Upon Senior Securities (no response required)
Item 4. Submission of Matters to a Vote of Security Holders (no response
required)
Item 5. Other Information (no response required)
Item 6. Exhibits and Reports on Form 8-K 11
SIGNATURES 12
2
<PAGE>
OLD AMERICA STORES, INC.
Condensed Consolidated Balance Sheets
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------------------
July 19, 1997 January 31, 1997
----------------------------------------------------
ASSETS (Unaudited)
<S> <C> <C>
CURRENT ASSETS:
Receivables, net of allowance $ 2,210,092 $ 5,947,955
Merchandise inventories 40,575,660 56,906,255
Prepaid expenses and other 1,496,477 1,891,893
------------ -----------
Total current assets 44,282,229 64,746,103
------------ -----------
Property and equipment, at cost, net 15,252,392 17,755,770
Intangible assets and deferred charges, net 35,133 13,639,227
Other assets 417,148 482,916
------------ -----------
$ 59,986,902 $96,624,016
============ ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Current debt $ 22,235,492 $ -
Accounts payable 15,619,005 21,813,553
Accrued salaries and wages 679,125 1,190,131
Other accrued liabilities 4,266,535 3,510,308
Current obligations under capital leases 16,017 29,043
Deferred income taxes - 65,000
------------ -----------
Total current liabilities 42,816,174 26,608,035
------------ -----------
Long-term debt - 23,570,850
Deferred income taxes - 947,000
------------ -----------
Total long-term liabilities - 24,517,850
------------ -----------
Commitments and contingencies
STOCKHOLDERS' EQUITY:
Common stock, par value $.01; 6,000,000 shares authorized,
3,520,437 and 3,514,500 shares issued and outstanding 35,204 35,145
Nonvoting common stock, par value $.01; 1,500,000
shares authorized; 1,012,842 shares issued and outstanding 10,128 10,128
Additional paid-in capital 42,379,611 42,350,728
Retained earnings (deficit) (25,254,215) 3,102,130
------------ -----------
Total stockholders' equity 17,170,728 45,498,131
------------ -----------
$ 59,986,902 $96,624,016
============ ===========
</TABLE>
See notes to consolidated condensed financial statements.
3
<PAGE>
OLD AMERICA STORES, INC.
Condensed Consolidated Statements of Operations (Unaudited)
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------
Twelve Weeks Ended Twenty-four weeks ended
----------------------------- ----------------------------
July 19, 1997 July 13, 1996 July 19, 1997 July 13, 1996
----------------------------- ----------------------------
<S> <C> <C> <C> <C>
Net Sales $ 22,364,094 $ 24,934,987 $ 50,519,635 $ 52,073,856
Cost of goods sold (including
occupancy costs) 18,441,363 15,723,535 40,766,597 32,485,695
------------ ----------- ------------ -----------
Gross Profit 3,922,731 9,211,452 9,753,038 19,588,161
Selling, general and
administrative expenses 9,899,153 8,638,532 19,368,355 17,764,184
Depreciation expense 780,001 614,808 1,545,510 1,201,887
Amortization expense 85,992 115,868 215,255 241,310
Restructuring charges 17,582,713 - 17,582,713 -
------------ ----------- ------------ -----------
Loss before interest and taxes
(24,425,128) (157,756) (28,958,795) 380,780
Interest expense, net 484,701 360,301 936,802 698,263
------------ ----------- ------------ -----------
Income (loss) before income
taxes (24,909,829) (518,057) (29,895,597) (317,483)
Income taxes 455,748 (205,000) (1,539,252) (123,000)
------------ ----------- ------------ -----------
Net loss $(25,365,577) $ (313,057) $(28,356,345) $ (194,483)
============ =========== ============ ===========
Weighted average shares
outstanding 4,539,503 4,519,521 4,539,799 4,519,775
============ =========== ============ ===========
Earnings per share:
Net Income (loss) per share $(5.59) $(0.07) $(6.25) $(0.04)
============ =========== ============ ===========
</TABLE>
See notes to condensed consolidated financial statements.
4
<PAGE>
OLD AMERICA STORES, INC.
Condensed Consolidated Statements of Cash Flows (Unaudited)
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------------
TWENTY-FOUR WEEKS ENDED
----------------------------------------
JULY 19, 1997 July 13, 1996
----------------------------------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $(28,356,345) $ (194,483)
Adjustments to reconcile net loss to net
cash used for operating activities:
Depreciation and amortization 1,760,765 1,443,196
Reduction in deferred taxes payable (1,012,000) -
Gain on sale of equipment - (198,841)
Restructuring costs 17,582,713 -
Changes in assets and liabilities:
Decrease (increase) in receivables 3,385,807 (2,507,366)
Decrease (increase) in merchandise inventories 15,519,646 (2,200,987)
Decrease (increase) in prepaid expenses and other 192,216 (125,220)
Increase in other assets (146,178) (328,269)
Increase (decrease) in accounts payable (6,494,547) 24,528
Decrease in other accrued liabilities (849,561) (985,853)
------------ -----------
Net cash used for operating activities 1,582,516 (5,073,295)
------------ -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to property and equipment (263,074) (1,416,171)
Proceeds from sale of equipment - 300,000
------------ -----------
Net cash used for investing activities (263,074) (1,116,171)
------------ -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings under revolving loan, net (1,335,357) 5,680,697
Proceeds from sale of equity securities 28,942 28,218
Payments under capital leases (13,027) (11,385)
------------ -----------
Net cash provided by financing activities (1,319,442) 5,697,530
------------ -----------
Net decrease in cash - (491,936)
Cash, beginning of period - 1,239,117
------------ -----------
Cash, end of period $ - $ 747,181
============ ===========
</TABLE>
See notes to condensed consolidated financial statements.
5
<PAGE>
OLD AMERICA STORES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
(Unaudited)
1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The consolidated financial statements include the accounts of OLD AMERICA
STORES, INC., a Delaware corporation ("Old America"), and its wholly-owned
subsidiaries, OLD AMERICA STORE, INC., a Texas corporation ("Store"), and OLD
AMERICA WHOLESALE, INC., a Delaware corporation ("Wholesale") (Old America,
Store and Wholesale, collectively, the "Company"). All material intercompany
balances and transactions have been eliminated. The Company is a specialty
retailer of home decorating products and arts and crafts items with 86 operating
retail locations in 22 states throughout the United States as of the end of its
second quarter, July 19, 1997.
In the opinion of the Company's management, the accompanying unaudited
condensed consolidated financial statements include all adjustments (consisting
of normal, recurring adjustments except as discussed in note 4) that the Company
considers necessary for a fair presentation, in accordance with generally
accepted accounting principles, of the consolidated financial position of the
Company and its subsidiaries at July 19, 1997, and the results of their
operations for the twelve and twenty-four weeks and cash flows for the twenty-
four weeks ended July 19, 1997, and July 13, 1996. These results are not
necessarily indicative of the results to be expected for the current fiscal
year.
The consolidated financial information presented herein should be read in
conjunction with the audited consolidated financial statements and the notes
thereto for the fiscal years ended January 31, 1997 and 1996, included in the
Company's Annual Report on Form 10-K (File No. 0-21598) dated May 1, 1997.
The Company reports its financial results on the basis of thirteen four-
week periods. The second quarter began on April 27, 1997 and ended on July 19,
1997. The first, second and fourth quarters each year include three four-week
periods. The third quarter includes four four-week periods. The actual number
of selling days in each period may vary from year to year.
2. SUBSEQUENT EVENT - BANKRUPTCY FILING
On August 11, 1997, the Company filed a voluntary petition for
reorganization under Chapter 11 of the United States Bankruptcy Code (the
"Bankruptcy Code") in the United States Bankruptcy Court for the District of
Delaware, (the "Bankruptcy Court"). The Company is currently operating its
business as a debtor-in-possession under the supervision of the Bankruptcy
Court.
As of the Petition Date, actions to collect pre-petition indebtedness are
stayed and other contractual obligations may not be enforced against the
Company. In addition, under the Bankruptcy Code the Company may reject leases
and executory contracts. Parties affected by these rejections may file claims
with the Bankruptcy Court in accordance with the reorganization process.
Substantially all liabilities as of the Petition Date are subject to settlement
under a plan of reorganization to be voted upon by the creditors and confirmed
by the Bankruptcy Court.
6
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OLD AMERICA STORES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
- --------------------------------------------------------------------------------
The Company's Bankruptcy filing was precipitated by a number of factors.
Deep discounting in the fourth quarter of 1996 eroded margins and reduced
liquidity. The reduction in cash flow greatly increased the level of vendor
payables at 1996 year-end and resulted in higher than normal past due invoices.
Vendors responded to the past due situation by reducing shipments in the first
and second quarters of 1997, which slowed sales and further decreased liquidity.
In addition, the Company recorded an inventory shrink estimate of $2.9 million
at the end of the first quarter based on physical inventory results at twenty-
one of the Company's retail locations. This accrual reduced the Company's
borrowing base and further limited the Company's ability to pay vendors. In
late June, management unsuccessfully attempted to convince trade creditors to
ship goods under a proposal which required vendors to defer payment on past due
balances until September through December, 1997. Finally, the Company was in
default with respect to its bank line throughout a significant portion of the
second quarter and operated under a forbearance agreement until it filed for
Chapter 11 bankruptcy on August 11, 1997.
3. GOING CONCERN
The Company incurred net losses without regard to the restructuring charges
(discussed in note 4) of $7,783,000 for the quarter ended July 19, 1997 and
$10,774,000 for the twenty four weeks ended July 19, 1997. The Company has
closed sixteen stores. The Company's Chapter 11 filing, liquidity issues and
continuing operating losses raise substantial doubt about the Company's ability
to continue as a going concern.
The Company's ability to continue as a going concern is dependent upon the
willingness of the Company's vendors to continue to ship merchandise to stores
and negotiate payment terms for post petition purchases. Although debtor-in-
possession financing has been obtained and the Company is currently negotiating
with its key vendors for basic and seasonal merchandise, assurance can not be
given that the necessary cash flow will be generated in the third and fourth
quarters to allow the Company to continue normal operations.
The Company's financial statements for the quarter ended July 19, 1997 have
been prepared on a going concern basis which contemplates the realization of
assets and the settlement of liabilities and commitments in the normal course of
business with the exception of the restructuring charges discussed in note 4.
The financial statements do not reflect any adjustments that might result from
the outcome of this uncertainty.
4. RESTRUCTURING CHARGES
As a result of the Company's continuing evaluation of the carrying value of
its long-lived tangible and intangible assets, additional losses from operations
in the second quarter and other factors discussed in note 3, the Company
recorded restructuring charges of $17,583,000 in the second quarter of 1997.
7
<PAGE>
OLD AMERICA STORES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
- --------------------------------------------------------------------------------
These charges are summarized as follows:
<TABLE>
<S> <C>
Write-off of goodwill $13,160,000
Write-off of net book value of assets for closed stores 3,419,000
Other restructuring charges 1,004,000
-----------
Total restructuring charges $17,583,000
===========
</TABLE>
As a result of recent significant losses recorded by the Company and the
attendant uncertainty regarding the Company's reorganization proceedings,
management of the Company and the Board of Directors concluded that goodwill
previously recorded had been permanently impaired and, therefore, should be
written off. The net book value of goodwill charged to operations was
$13,160,000.
As part of the Company's restructuring program, management closed sixteen
unprofitable stores in June and July 1997. Management has also identified four
additional stores slated for closure within the next sixty days. For these
twenty stores, the Company has recorded a charge to earnings as part of its
restructuring costs equal to the sum of 1) the net book value of fixtures and
equipment, 2) all remaining unpaid lease payments through the unexpired term of
the lease, and 3) the write off of all other assets which have no future value
subsequent to the store closure date. Such amounts aggregated $3,419,000.
5. INVENTORIES
As a result of inventory shrink experienced at the end of the first quarter
in twenty-one retail locations, management accrued inventory shrink equal to 2%
of sales for all stores not inventoried at quarter one. Management also made the
decision to take physical inventories at all remaining stores in quarter two.
The results of those physical counts disclosed an average shrink of 2.4% of
sales since each store's last count for which an additional charge of $390,000
was recorded in the second quarter. Management intends taking selected store
inventories in future periods in order to monitor shrink results going forward.
Additionally, management plans to take physical counts on approximately forty
stores at the end of December, 1997.
6. INCOME TAXES
While the Company has recorded significant operating losses year-to-date,
the Company is unable to recognize the tax benefits from such losses in the
accompanying financial statements since there is no assurance of future
realization of such benefits. Income tax expense of approximately $456,000 has
been recorded to reflect a valuation allowance against tax benefits recorded in
the first quarter which, because of the Company's continued deterioration in the
second quarter, may not be realized.
7. LONG-TERM DEBT
The Company had a revolving credit facility with a two bank group (the
"Lenders") which provided the Company with a $30,000,000 revolving loan (the
"Agreement"). The Agreement allowed
8
<PAGE>
OLD AMERICA STORES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
- --------------------------------------------------------------------------------
the Company to borrow up to 50% of the carrying value of its merchandise
inventories. Interest under the facility was charged at the prime rate or the
London Interbank Offering Rate (LIBOR) plus 2.5%, at the Company's option. The
Company was required to pay a yearly fee of 37.5 basis points (.375%) on the
unused portion of the revolver. Any draws under the facility were secured by
the assets of the Company.
On August 12, 1997, the Company obtained Debtor-in-Possession (DIP)
financing from GBFC/BankBoston. The proceeds from this financing were used to
pay off the Company's existing lenders and provide working capital to the
Company. The financing consists of a $30 million revolving credit facility (the
"Revolver") and $5 million in term loans (the "Term Loans"). The Revolver
provides for advances equal to 65% of eligible inventory, as defined. The Term
Loans require no principal payment until January 1, 1998 at which time monthly
installments of $211,111 are due and payable. Both the Revolver and Term Loans
bear interest equal to GBFC/BankBoston Base Rate (8.59% on August 11, 1997) plus
.625%. These facilities become due and payable at the earlier of 1) August 11,
1999, 2) emergence from Chapter 11 Bankruptcy or 3) any default under the
financing agreement.
In order to obtain the DIP financing, the Company agreed to pay a $700,000
commitment fee of which $500,000 was paid upon closing of the facility and the
balance is payable in one year ($100,000 is refundable in the event the DIP
financing is repaid during the second year of its term). In addition, the
Company is required to pay a facility fee of $200,000 (payable in monthly
installments of $8,333.33 each) and a yearly fee of 25 basis points (.25%) on
the unused portion of the Revolver. All amounts borrowed under the Revolver and
Term Loans are secured by the assets of the Company.
9
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Results of Operations
Second Quarter 1997 Compared to Second Quarter 1996
- ---------------------------------------------------
Net Sales. Net sales for the second quarter ended July 19, 1997, decreased by
$2,571,000 or 10.3% to $22,364,000 from $24,935,000 for the quarter ended July
13, 1996. Comparable store sales for the quarter were down 14.9% over the
second quarter in the prior year. Comparable store sales have continued to
deteriorate as a result of higher out-of-stock positions and reduced advertising
as compared to the prior year. Net sales have also declined due to the closure
of sixteen stores during the quarter.
Gross Profit. Gross profit for the second quarter decreased 57.4% or $5,288,000
to $3,923,000 or 17.5% of net sales, from $9,211,000 or 36.9% of net sales in
1996. The 19.4% decrease in gross profit as a percent of net sales is primarily
attributable to (i) an increase in the accrual for inventory shrinkage which
reflects actual results achieved during the first half of the year, (ii) an
increase in warehouse and procurement costs due to a 16.1% decline in inventory
levels from the prior year, (iii) lower merchandise margins attributable to
increased discounting incurred during the quarter in an attempt to stimulate
sales, and (iv) an increase in markdowns related to clearance merchandise.
Selling, General and Administrative Expenses. Selling, general and
administrative expenses for the second quarter of 1997 increased $1,260,000 or
14.6% to $9,899,000 or 44.3% of net sales from $8,639,000 or 34.6% of net sales
in 1996. This 9.7% of net sales increase is primarily attributable to an
increase in salaries and wages (6.6%) due to lost leverage from lower sales.
Although sixteen stores were closed during the quarter, additional labor costs
were incurred to move merchandise to remaining stores after the closures.
As a result of lowering the Company's store count from 102 stores to 86
stores and implementing an austerity program, management has reduced its
corporate payroll by approximately $900,000 on an annualized basis going
forward. Management intends to continue reviewing its corporate cost structure
to hold such costs in line with its remaining store base.
Depreciation Expense. Depreciation expense increased from $615,000 in the
second quarter of 1996, to $780,000 in 1997. This increase is primarily
associated with capitalized costs of new stores incurred since the second
quarter of 1996.
Restructuring Charges. Restructuring charges were recorded due to the Company's
determination that certain long-lived tangible and intangible assets had been
permanently impaired and the decision to close sixteen stores during the
quarter. The restructuring charges amounted to $17,583,000 and were primarily a
write-off of goodwill ($13,160,000) and costs related to completed and planned
store closures ($3,419,000).
Interest Expense. Interest expense increased from $360,000 in the second
quarter of 1996, to $485,000 in the second quarter of 1997. The growth in
interest expense is due to increased borrowings under the revolving loan
facility to finance the nine new stores in 1996.
10
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (CONTINUED)
Net Income. Net income for the second quarter decreased from a net loss of
$313,000 in the second quarter of 1996 to a loss of $25,366,000 for 1997. This
net loss equates to $5.59 loss per share based on 4,539,503 weighted average
shares outstanding for the second quarter of 1997, as compared to $0.07 loss per
share for the second quarter of 1996 based on 4,519,521 weighted average shares
outstanding.
FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES
Capital expenditures for property and equipment amounted to $263,000 for
the twenty-four weeks ended July 19, 1997. Such expenditures are related to
normal replacement of store equipment. The Company's inventory has decreased
$16,330,000 from $56,906,000 at January 31, 1997 to $40,576,000 on July 19,
1997. This decrease reflects the reduction in the total number of stores, 102
stores at January 31, 1997, down to 86 stores at the end of the second quarter.
In addition, per store inventory has declined from an average of $558,000 per
store at January 31, 1997, to an average of $472,000 per store at July 19, 1997.
This per store decrease reflects a significant reduction in vendor shipments
resulting from higher-than-normal past due balances for the Company's vendors
payable.
At July 19, 1997, bank debt was $22,235,000, a decrease of $1,336,000 from
January 31, 1997. At the end of the second quarter, the Company was in an
overline position with respect to its credit agreement, however, the lenders
agreed to continue normal operations until the Chapter 11 Bankruptcy filing on
August 11, 1997. In conjunction with the Chapter 11 filing the Company obtained
debtor-in-possession (DIP) financing from GBFC/BankBoston which allowed the
Company to repay its existing indebtedness and have cash availability to
purchase inventory going forward.
The Company is currently in the process of preparing the reorganization
plan.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
The Company filed a report on Form 8-K on August 19, 1997 reporting that
the Company had filed for bankruptcy protection under Chapter 11 of Title 11 of
the United States Code (the "Bankruptcy Code") in the United States Bankruptcy
Court for the District of Delaware.
11
<PAGE>
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.
OLD AMERICA STORES, INC.
Date: September 2, 1997 By: /s/ Jim D. Schultz
----------------- ------------------------------
Jim D. Schultz
Vice President, Secretary,
Treasurer and Chief Financial
Officer (Principal Financial
and Accounting Officer)
12
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FORM 10-Q
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JAN-31-1998
<PERIOD-START> APR-27-1997
<PERIOD-END> JUL-19-1997
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 2,210,092
<ALLOWANCES> 0
<INVENTORY> 40,575,660
<CURRENT-ASSETS> 44,282,229
<PP&E> 22,927,227
<DEPRECIATION> 7,674,835
<TOTAL-ASSETS> 59,986,902
<CURRENT-LIABILITIES> 42,816,174
<BONDS> 0
0
0
<COMMON> 45,332
<OTHER-SE> 17,125,396
<TOTAL-LIABILITY-AND-EQUITY> 59,986,902
<SALES> 50,519,633
<TOTAL-REVENUES> 50,519,633
<CGS> 40,766,597
<TOTAL-COSTS> 38,711,833
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 936,802
<INCOME-PRETAX> (29,895,597)
<INCOME-TAX> (1,539,252)
<INCOME-CONTINUING> (28,356,345)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (28,356,345)
<EPS-PRIMARY> (6.25)
<EPS-DILUTED> 0
</TABLE>
