<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934.
For the quarterly period ended March 31, 2000
OR
/ / 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: 0-21992
-------------------------
FOURTH SHIFT CORPORATION
(Exact name of Registrant as specified in its charter)
MINNESOTA 41-1437794
(state or other jurisdiction ( I.R.S. employer
of incorporation or organization) identification no.)
-------------------------
TWO MERIDIAN CROSSINGS
MINNEAPOLIS, MN 55423
(612) 851-1500
(Address, including zip code, of Registrant's
principal executive offices and 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. Yes X No
--- ---
The number of shares outstanding of the Registrant's Common Stock on May 8, 2000
was 10,658,786 shares.
<PAGE>
FOURTH SHIFT CORPORATION
INDEX
PART I - FINANCIAL INFORMATION PAGE
- -------------------------------------------------------------------------------
Item 1. Financial Statements:
Consolidated Balance Sheets at 2
March 31, 2000 and December 31, 1999
Consolidated Statements of Operations 3
for the three months ended
March 31, 2000 and 1999
Consolidated Statements of Cash Flows 4
for the three months ended March 31, 2000 and 1999
Notes to Interim Consolidated Financial Statements 5
Item 2. Management's Discussion and Analysis of Financial 7
Condition and Results of Operations
Item 7a. Quantitative and Qualitative Disclosures about Market 11
Risk
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 12
SIGNATURE 13
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
FOURTH SHIFT CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands)
ASSETS
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31,
2000 1999
---- ----
(Unaudited)
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents ............................. $ 10,897 $ 11,784
Accounts receivable, net .............................. 11,691 14,187
Inventories ........................................... 61 74
Prepaid expenses ...................................... 1,510 1,270
-------- --------
Total current assets ........................ 24,159 27,315
FURNITURE, FIXTURES AND EQUIPMENT, net .......................... 5,523 5,144
RESTRICTED CASH ................................................. 445 490
ACQUIRED SOFTWARE, LICENSING RIGHTS AND GOODWILL, net ........... 4,172 4,232
SOFTWARE DEVELOPMENT COSTS, net ................................. 3,568 3,301
-------- --------
TOTAL ASSETS ............................................... $ 37,867 $ 40,482
-------- --------
-------- --------
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Current portion of long-term obligations .............. $ 987 $ 1,031
Revolving credit facility ............................. 1,200 1,200
Accounts payable ...................................... 2,849 2,912
Accrued expenses ...................................... 5,582 7,468
Deferred revenue ...................................... 13,616 14,418
-------- --------
Total current liabilities ................... 24,234 27,029
LONG-TERM OBLIGATIONS ........................................... 2,992 2,834
SHAREHOLDERS' EQUITY:
Common stock .......................................... 105 105
Additional paid-in capital ............................ 33,116 32,697
Deferred compensation ................................. (308) (329)
Accumulated other comprehensive losses ................ (100) (38)
Accumulated deficit ................................... (22,172) (21,816)
-------- --------
Total shareholders' equity .................. 10,641 10,619
-------- --------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 37,867 $ 40,482
-------- --------
-------- --------
</TABLE>
The accompanying notes are an integral part of these consolidated
financial statements.
2
<PAGE>
FOURTH SHIFT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31
---------------------------
2000 1999
---------- ----------
(Unaudited)
<S> <C> <C>
REVENUE:
Software license ..................................... $ 4,683 $ 5,431
Service .............................................. 10,952 11,039
Third-party software and other ....................... 630 507
-------- --------
Total revenue .............................. 16,265 16,977
-------- --------
OPERATING EXPENSES:
Cost of licenses ..................................... 859 790
Cost of services ..................................... 5,671 5,209
Cost of third-party software and other ............... 501 305
Selling, general and administrative .................. 7,093 7,798
Product development .................................. 2,409 2,119
-------- --------
Total operating expenses ................... 16,533 16,221
-------- --------
Operating income (loss) ......................................... (268) 756
Interest expense, net ............................................ (36) (46)
Other expense, net ............................................... (29) (27)
-------- --------
INCOME (LOSS) FROM CONTINUING OPERATIONS
BEFORE PROVISION FOR INCOME TAXES ........................... (333) 683
Provision for income taxes ........................... 23 180
-------- --------
INCOME (LOSS) FROM CONTINUING OPERATIONS ......................... (356) 503
NET GAIN ON SALE OF DISCONTINUED OPERATIONS ...................... - 30
-------- --------
NET INCOME (LOSS) ................................................ $ (356) $ 533
-------- --------
-------- --------
BASIC AND DILUTED EARNINGS (LOSS) PER COMMON SHARE:
Continuing operations income (loss) per share ............... $ (0.03) $ 0.05
Discontinued operations income per share .................... - 0.00
-------- --------
Net income (loss) per share ................................. $ (0.03) $ 0.05
-------- --------
-------- --------
SHARES USED IN BASIC AND DILUTED PER COMMON SHARE COMPUTATION
Basic ................................................ 10,444 10,111
-------- --------
-------- --------
Diluted .............................................. 10,444 10,948
-------- --------
-------- --------
</TABLE>
The accompanying notes are an integral part of these consolidated
financial statements.
3
<PAGE>
FOURTH SHIFT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31
-------------------------
2000 1999
-------- --------
(Unaudited)
<S> <C> <C>
OPERATING ACTIVITIES:
Net income (loss) ..................................................... $ (356) $ 533
Adjustments to reconcile net income (loss) to net cash provided by
(used in) operating activities:
Depreciation and amortization .................................... 655 1,036
Gain on sale of discontinued operations .......................... - (30)
Deferred compensation ............................................ 21 22
Change in current operating items:
Accounts receivable, net .................................... 2,496 438
Inventories ................................................. 13 20
Prepaid expenses ............................................ (241) 23
Accounts payable ............................................ (63) 1,195
Accrued expenses ............................................ (1,946) (2,065)
Deferred revenue ............................................ (802) 102
-------- --------
Net cash provided by (used in) operating activities .............. (223) 1,274
-------- --------
INVESTING ACTIVITIES:
Purchase of furniture, fixtures and equipment ......................... (556) (919)
Proceeds from sale of furniture, fixtures and equipment ............... - 38
Cash released from restrictions ....................................... 45 250
Proceeds from sale of discontinued operations ......................... - 39
Capitalized software development costs ................................ (686) (387)
-------- --------
Net cash used in investing activities ............................ (1,197) (979)
-------- --------
FINANCING ACTIVITIES:
Proceeds from assumption of long-term obligations ..................... 396 -
Repayments of long-term obligations ................................... (282) (433)
Proceeds from refinancing of equipment facility ....................... - 583
Payments of equipment facility ........................................ - (583)
Proceeds on issuance of common stock .................................. 419 313
-------- --------
Net cash provided by (used in) financing activities .............. 533 (120)
-------- --------
Net change in cash and cash equivalents .......................... (887) 175
CASH AND CASH EQUIVALENTS:
Beginning of period ............................................... 11,784 10,073
-------- --------
End of period ..................................................... $ 10,897 $ 10,248
-------- --------
-------- --------
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid during each period for-
Income taxes ................................................ $ 29 $-
Interest .................................................... $ 35 $ 56
-------- --------
-------- --------
</TABLE>
The accompanying notes are an integral part of these consolidated
financial statements.
4
<PAGE>
FOURTH SHIFT CORPORATION
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2000
1. The accompanying interim consolidated financial statements have been
prepared by Fourth Shift Corporation (the "Company"), without audit, in
accordance with generally accepted accounting principles for interim
financial information and pursuant to the rules and regulations of the
Securities and Exchange Commission.
The unaudited consolidated financial statements as of March 31, 2000
and 1999 and for the three month periods then ended include, in the opinion of
management, all adjustments, consisting solely of normal recurring adjustments,
necessary for a fair presentation of the financial results for the respective
interim periods. The results of operations for the three month period ended
March 31, 2000 are not necessarily indicative of results of operations to be
expected for the entire fiscal year ending December 31, 2000. The accompanying
interim consolidated financial statements have been prepared under the
presumption that users of the interim consolidated financial information have
either read or have access to the audited consolidated financial statements for
the year ended December 31, 1999. Accordingly, certain footnote disclosures that
would substantially duplicate the disclosures contained in the December 31, 1999
audited consolidated financial statements have been omitted from these interim
consolidated financial statements. It is suggested that these interim
consolidated financial statements be read in conjunction with the audited
consolidated financial statements for the year ended December 31, 1999 and the
notes thereto.
2. Other comprehensive losses were $418,000 for the quarter ended March
31, 2000. For quarter ended March 31, 1999, other comprehensive income was
$657,000. These amounts result from net income adjusted by foreign currency
translation adjustments.
3. In accordance with SFAS No. 86, "Accounting for the Costs of
Computer Software to be Sold, Leased, or Otherwise Marketed," certain
software development costs are capitalized upon the establishment of
technological feasibility. Costs incurred prior to the establishment of
technological feasibility and development costs incurred to improve and
enhance existing software are charged to expense as incurred.
In the first quarter of 2000, the Company capitalized $686,000 of
development costs relating to future releases of the Fourth Shift(R) Software
System ("FOURTH SHIFT") and amortized $419,000 of previously capitalized
technology. In the first quarter of 1999, the Company capitalized $387,000 of
software development costs and amortized $398,000 of previously capitalized
technology.
4. Basic EPS is computed by dividing net income by the number of
weighted average common shares outstanding. For the quarter ended March 31,
2000, 1,752,000 options were excluded from the diluted EPS calculation as the
effect would be anti-dilutive. For the quarter ended March 31, 1999, the
dilutive effect of stock options using the treasury stock method was 837,000
shares.
5
<PAGE>
5. The Company has three operating segments: Americas, Europe and Asia.
The accounting policies of the segments are the same as those described in
the summary of significant accounting policies (see Note 2 of the Company's
December 31, 1999 audited consolidated financial statements). Financial
information by operating segment as of March 31 for the three month periods
then ended is as follows (in thousands):
<TABLE>
<CAPTION>
Americas Europe Asia Eliminations Consolidated
-------- -------- -------- ------------ ------------
<S> <C> <C> <C> <C> <C>
March 31, 2000:
Revenue $11,757 $2,926 $ 1,582 $ - $16,265
Net income (loss) (567) 83 128 - (356)
Segment assets 34,599 3,435 2,616 (2,781) 37,869
March 31, 1999:
Revenue $12,053 $3,191 $ 1,733 $ - $16,977
Net income (loss) 490 (18) 61 - 533
Segment assets 27,793 5,041 3,015 (2,781) 33,068
</TABLE>
6
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
The following discussion and analysis of financial condition and
results of operations has been prepared under the presumption that users of the
interim consolidated financial statements have either read or have access to the
Company's annual report for the year ended December 31, 1999.
CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF
THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. The following Management's
Discussion and Analysis contains various "forward looking statements" within the
meaning of federal securities laws which represent management's expectations or
beliefs concerning future events, including statements regarding anticipated
sales, marketing and research and development expenditures, growth in revenue,
capital requirements, availability of new products and the sufficiency of cash
to meet operating expenses. These and other forward looking statements made by
the Company, must be evaluated in the context of a number of factors that may
affect the Company's financial condition and results of operations, including
the following:
- - The ability of the Company to continually enhance the FOURTH SHIFT product
to meet ever changing market demands for both functionality and new
technology;
- - The ability of the Company to effectively integrate newly acquired or
licensed products with FOURTH SHIFT and to train and incent its sales and
marketing staff to sell such products;
- - Fluctuations in quarterly operating results caused by changes in the
computer industry, buying patterns and general economic conditions;
- - The ability of the Company to continue to meet European Monetary Union
requirements;
- - The dependence of the Company on revenue from licensing of its FOURTH SHIFT
product;
- - The effects of changes in technology and standards in the computer
industry;
- - The significant competition among developers and marketers of industrial
software;
- - The ability of the Company to retain key employees;
- - The ability of the Company to continue to integrate complementary
applications with its FOURTH SHIFT product to meet functionality demands;
- - The Company's international operations, particularly in Asia;
- - The ability of the Company to manage expansion of international
distribution channels;
- - The dependence of the FOURTH SHIFT product line on a third-party database
management system; and
- - Evolving standards regarding intellectual property protection for software
products in general.
7
<PAGE>
RESULTS OF OPERATIONS
NET INCOME. The Company recorded a net loss of $356,000 or $.03 of
basic and diluted earnings per share for the quarter ended March 31, 2000,
compared to net income of $533,000 or $.05 of basic and diluted earnings per
share for the quarter ended March 31, 1999. The decrease in net income for the
first quarter of 2000 compared to the first quarter of 1999 is primarily due to
the decrease in license revenues.
TOTAL REVENUE decreased 4% to $16,265,000 during the three months ended
March 31, 2000 from $16,977,000 during the comparable period in 1999. We believe
the decline in revenue is primarily attributable to the year 2000 planning cycle
which has softened current demand for enterprise software solutions, resulting
in increased competition and pricing pressure.
SOFTWARE LICENSE REVENUE consists of fees paid by customers for the
right to use the Company's software. Software license revenue for the first
quarter of 2000 decreased 14% to $4,683,000 from $5,431,000 during the same
quarter in 1999. At the regional level, license revenue increased 1% in the
Americas, decreased 41% in Europe and decreased 37% in Asia from the same period
in 1999.
SERVICE REVENUE includes customer support fees, training, consulting,
installation and project management. Service revenue for the first quarter of
2000 decreased 1% to $10,952,000 from $11,039,000 during the same quarter in
1999. A significant amount of service revenue is derived from the implementation
of new software systems sold in the previous two quarters. The decrease in
service revenue was primarily due to the decline in license revenue in the last
two quarters of 1999.
THIRD-PARTY SOFTWARE REVENUE is derived from the relicensing of
third-party software licenses (complementary applications). These complementary
applications have been engineered to function with the FOURTH SHIFT software and
extend the functionality of FOURTH SHIFT. Third-party software and other revenue
increased 24% to $630,000 in the first quarter of 2000 from $507,000 during the
same quarter in 1999. This increase is primarily related to the increase in
sales of add-on modules to the installed base of customers.
COST OF LICENSES increased to $859,000 in the first quarter of 2000
from $790,000 in the same period of 1999. As a percentage of total license
revenue, cost of licenses was 18% in the three month period ended March 31,
2000, up from 15% in the prior year comparable period. The increase in the cost
of licenses in both absolute dollars and as a percentage of revenue is primarily
due to costs associated with an OEM licensing agreement with a leading customer
relationship management software vendor and secondarily due to the fixed royalty
cost of database software embedded in FOURTH SHIFT.
COST OF SERVICES increased to $5,671,000, for the three months ended
March 31, 2000 from $5,209,000, for the same period of 1999. Cost of services as
a percent of service revenue for the period was 52%, compared to 47% in the same
period in 1999. The increase in the cost of services in both absolute and
percentage terms is due to start-up costs related to the Company's expanded
product offerings and the significant level of fixed costs associated with
generating service revenue.
COST OF THIRD-PARTY SOFTWARE AND OTHER increased to $501,000 in the
first quarter of 2000 from $305,000 in the same period of 1999. The cost of
third-party software as a percentage of third-party software revenue rose to 80%
for the quarter ended March 31, 2000 from 60% in the comparable period in 1999.
This increase is primarily due to changes in the mix of software products
licensed in the quarter.
8
<PAGE>
SELLING, GENERAL AND ADMINISTRATIVE expense was $7,093,000, or 44% of
total revenue, for the three month period ended March 31, 2000, down from
$7,798,000, or 46% of total revenue, for the same period in 1999. The decrease
of selling, general and administrative expenses in both absolute dollars and as
a percent of revenue reflects the Company's focused efforts to control expenses.
PRODUCT DEVELOPMENT expense for the three months ended March 31, 2000
increased to $2,409,000 from $2,119,000 for the three months ended March 31,
1999. As a percentage of total revenue, product development increased to 15% in
the first quarter of 2000 from 12% during the same period in 1999. The increase
in product development expense in both absolute dollars and as a percentage of
revenue is due to the Company's increased investment in e-commerce initiatives.
In the first quarter of 2000, the Company capitalized $686,000 of
development costs relating to future releases of FOURTH SHIFT and amortized
$419,000 of previously capitalized technology. In the first quarter of 1999, the
Company capitalized $387,000 of software development costs and amortized
$398,000 of previously capitalized technology.
PROVISION FOR INCOME TAXES. The provision for income taxes for the
three months ended March 31, 2000 and 1999 was comprised of U.S. federal, state
and foreign income taxes. The Company's U.S. federal taxes are limited to
alternative minimum taxes due to utilization of net operating loss
carryforwards.
LIQUIDITY AND CAPITAL RESOURCES
During the three month period ended March 31, 2000 the Company's
cash and cash equivalents decreased $887,000 to $10,897,000.
The Company's operating activities used $223,000 during the three
month period ended March 31, 2000. Net income adjusted for noncash items
generated cash in the amount of $320,000. The reduction in receivables
generated $2,496,000 of cash. These sources were offset by a reduction in
accrued expenses of $1,946,000 and a reduction in deferred revenue of
$802,000. The decrease in accrued expenses resulted from payments of
commissions and bonuses accrued during 1999.
Investing activities used $1,197,000 of cash for the three month
period ended March 31, 2000. This includes cash uses of $556,000 for the
purchase of furniture, fixtures and equipment, and $686,000 of capitalized
development costs.
Financing activities generated $553,000 of cash during the three
month period ended March 31, 2000. This was comprised of proceeds on issuance
of common stock under the Company's employee stock purchase program and upon
exercise of stock options of $419,000 and a net increase of long-term
obligations in the amount of $114,000.
The Company has capital commitments with respect to software that it
embeds and licenses with its software, and third party software that it has
agreed to distribute. Under the remaining three years of an agreement with a
database supplier, the Company has a $6,750,000 commitment that it pays in
equal monthly installments. The Company has also entered into a commitment to
pay minimum licensing royalties of $500,000 for the contract year ending June
30, 2000, and $1,000,000 for each of the subsequent four contract years. In
addition, the Company has one $375,000 payment remaining on a licensing
agreement entered into in 1999 requiring the Company to pay $1,500,000 over
one year in equal quarterly installments. As part
9
<PAGE>
of the 1999 acquisition of Computer Aided Business Solutions ("CABS"), the
Company entered into an agreement to pay four equal installments of $625,000
due on December 31, 2000, 2001, 2002 and 2003.
The Company believes that the $11,342,000 of cash, cash equivalents and
short-term investments on hand at March 31, 2000, together with the Company's
available line of credit and anticipated cash flows from operations will be
sufficient to fund operating cash needs over the next twelve months. At March
31, 2000, the Company was in compliance with all related financial performance
covenants under the bank line of credit. If the above sources of cash are not
sufficient to fund operations, the Company may need to seek additional funds
through equity or debt financing.
10
<PAGE>
ITEM 7a. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Company does not enter into financial instruments for trading or
speculative purposes and does not currently utilize derivative financial
instruments. Certain sales made through certain foreign subsidiaries are
denominated in the subsidiaries' functional currencies. The effect of foreign
currency exchange rate fluctuations versus the U.S. Dollar on these revenues is
largely offset to the extent expenses of the foreign subsidiary are incurred and
paid for in that same currency. None of these foreign operations have
significant receivables, obligations or commitments denominated in currencies
other than these operations' functional currencies. The Company does not have
any foreign currency swaps or derivatives and is not subject to material foreign
currency exchange risk. The Company had $2,248,000 (US dollars) worth of RMB on
March 31, 2000 in its China operations. The Chinese government controls the
currency in the Peoples Republic of China. Although no major fluctuations have
significantly impacted the Company, the risk does exist that the Chinese
government may devalue the currency, which would impact the financial position
of the Company's subsidiary in China.
11
<PAGE>
PART II - OTHER INFORMATION
ITEM 6. - EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
27. Financial Data Schedule
(b) Reports on Form 8-K
No reports on Form 8-K were filed during the three months
ended March 31, 2000.
12
<PAGE>
SIGNATURE
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.
Fourth Shift Corporation
May 12, 2000
/s/ DAVID G. LATZKE
------------------------------
David G. Latzke
Vice President and Chief Financial Officer
(principal financial officer)
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEETS AND STATEMENT OF OPERATIONS INCLUDED IN THE
COMPANY'S FORM 10-Q AS OF AND FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2000
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK>0000905724
<NAME>Fourth Shift Corporation
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 10,897
<SECURITIES> 0
<RECEIVABLES> 11,691<F1>
<ALLOWANCES> 0
<INVENTORY> 61
<CURRENT-ASSETS> 24,159
<PP&E> 18,684
<DEPRECIATION> (13,161)
<TOTAL-ASSETS> 37,867
<CURRENT-LIABILITIES> 24,234
<BONDS> 0
0
0
<COMMON> 105
<OTHER-SE> 10,536
<TOTAL-LIABILITY-AND-EQUITY> 37,867
<SALES> 5,313
<TOTAL-REVENUES> 16,265
<CGS> 1,360
<TOTAL-COSTS> 16,533
<OTHER-EXPENSES> 29
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 36
<INCOME-PRETAX> (333)
<INCOME-TAX> 23
<INCOME-CONTINUING> (356)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (356)
<EPS-BASIC> (.03)
<EPS-DILUTED> (.03)
<FN>
<F1>THESE ASSETS REPRESENT AMOUNTS NET OF ALLOWANCE FOR DOUBTFUL ACCOUNTS.
</FN>
</TABLE>
