SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
AMENDMENT NO. 1
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 30, 1997
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 No. 0-22780
FEI COMPANY
(Exact name of registrant as specified in its charter)
Oregon 93-0621989
(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) Number)
7451 NW Evergreen Parkway
Hillsboro, Oregon 97124-5830
(Address of principal executive offices) (Zip Code)
(503) 640-7500
(Registrant's telephone number, including area code)
Not applicable
(Former name, former address and former fiscal year,
if changed since last report)
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
--- ---
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date: 17,689,549 shares of Common
Stock were outstanding at April 30, 1997.
<PAGE>
INDEX TO FORM 10-Q
Page
Part I - Financial Information
Item 1. Financial Statements
Consolidated Balance Sheets - March 30, 1997 (unaudited) and
December 31, 1996....................................................... 1
Consolidated Statements of Operations - Thirteen Weeks Ended
March 31, 1996 and March 30, 1997 (unaudited)........................... 2
Condensed Consolidated Statements of Cash Flows - Thirteen Weeks Ended
March 31, 1996 (unaudited) and March 30, 1997 (unaudited)............... 3
Notes to Consolidated Financial Statements (unaudited).................. 4
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations................................ 8
Signatures...................................................................13
<PAGE>
PART I - Financial Information
Item 1. Financial Statements
<TABLE>
<CAPTION>
FEI Company and Subsidiaries
Consolidated Balance Sheets (Unaudited)
December 31, 1996 and March 30, 1997
(In thousands, except share data)
December 31, March 30,
1996 1997
----------- --------
(PEO (Combined
Operations) Company)
<S> <C> <C>
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ -- $ 10,578
Receivables 25,349 35,330
Inventories (Note 3) 30,213 45,503
Current accounts with Philips (Note 4) 1,639 --
Other receivables and prepaid expenses 1,426 1,484
Deferred income taxes -- 2,312
--------- ---------
Total current assets 58,627 95,207
EQUIPMENT 5,658 17,786
LEASE AND NOTE RECEIVABLES -- 1,239
OTHER ASSETS (Note 5) 7,539 46,342
--------- ---------
TOTAL $ 71,824 $ 160,574
========= =========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Line of credit and notes payable $ -- $ 10,678
Accounts payable 7,585 13,271
Accrued payroll liabilities 1,648 3,285
Current accounts with Philips -- 3,747
Prepayments received 2,145 2,552
Accrued expenses/deferred income 13,277 14,342
Other current liabilities 2,897 5,500
--------- ---------
Total current liabilities 27,552 53,375
LONG-TERM PROVISIONS 1,202 562
DEFERRED INCOME TAXES -- 7,207
SHAREHOLDERS' EQUITY:
Preferred stock - 500,000 shares authorized; none -- --
issued and outstanding
Common stock - 30,000,000 shares authorized; -- 147,292
17,686,549 shares issued and outstanding at March 30,
1997
Retained earnings -- (44,235)
Division equity (Note 8) 43,070 --
Cumulative foreign currency translation adjustment -- (3,627)
--------- ---------
SHAREHOLDERS' EQUITY 43,070 99,430
--------- ---------
TOTAL $ 71,824 $ 160,574
========= =========
</TABLE>
See notes to consolidated financial statements.
1
<PAGE>
FEI Company and Subsidiaries
Consolidated Statements of Operations (Unaudited)
Thirteen Weeks Ended March 31, 1996 and March 30, 1997
(In thousands except per share data)
Thirteen Weeks Ended
March 31, March 30,
1996 1997
--------- ---------
(PEO (Combined
Operations) Company)
Net sales $ 17,593 $ 32,067
Cost of sales 11,154 24,957
-------- --------
Gross profit 6,439 7,110
Research and development costs 2,411 2,585
Selling, general and administrative costs 4,717 9,083
Amortization of intangibles (Note 6) -- 256
Purchased in-process research and development (Note 6) -- 38,046
Restructuring and reorganization costs (Note 7) -- 2,478
-------- --------
Loss from operations (689) (45,338)
Other income (expense) -- (197)
-------- --------
Loss before income taxes (689) (45,535)
Income tax expense (benefit) (144) (1,300)
-------- --------
Net loss $ (545) $(44,235)
======== ========
Pro forma loss per share (Note 2) $ (0.06) $ (3.39)
======== ========
Pro forma weighted average common and common equivalent 9,729 13,037
shares outstanding (Note 2)
See notes to consolidated financial statements
2
<PAGE>
FEI Company and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(Unaudited)
Thirteen Weeks Ended March 31, 1996 and March 30, 1997
(In thousands)
Thirteen Weeks Ended
March 31, 1996 March 30, 1997
-------------- --------------
(PEO (Combined
Operations) Company)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (545) $(44,235)
Other items impacting operating cash flows 5,431 49,865
------- --------
Net cash provided by operating activities 4,886 5,630
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of equipment (2,399) (1,072)
Purchase of businesses (2,703) --
Net change in leases receivable -- 102
------- --------
Net cash used in investing activities 5,102 (970)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net borrowings on line of credit -- 1,542
Proceeds from exercise of stock options -- 3
Net cash received from Philips 216 8,000
------- --------
Net cash provided by financing activities 216 9,545
FOREIGN CURRENCY TRANSLATION ADJUSTMENT -- (3,627)
------- --------
NET INCREASE IN CASH AND CASH EQUIVALENTS -- 10,578
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD -- --
------- --------
CASH AND CASH EQUIVALENTS, END OF PERIOD $ -- $ 10,578
======= ========
SUPPLEMENTAL SCHEDULE OF CASH FLOW
Cash paid during the period for interest $ -- $ 185
See notes to consolidated financial statements.
3
<PAGE>
FEI COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. NATURE OF BUSINESS
FEI Company and its wholly owned subsidiaries (the "Company") design,
manufacture and market focused ion beam ("FIB") workstations, transmission
electron microscopes ("TEMs"), scanning electron microscopes ("SEMs") and
components of these products. The Company has manufacturing operations in
Hillsboro, Oregon; Eindhoven, The Netherlands; and Brno, Czech Republic. Sales
and service operations are conducted in eight countries and the U.S.,
constituting a majority of the worldwide market for the Company's products. In
addition, the Company's products are sold through distribution agreements with
affiliates of Philips Electronics N.V.
("Philips") located in approximately 20 additional countries.
The Company's products are sold to manufacturers of semiconductors and life
science and materials science customers. The Company's FIB workstations are sold
primarily to semiconductor manufacturers. The Company's electron microscope
products are sold primarily to life science and materials science research
institutes, universities and industrial customers, as well as to a limited
number of semiconductor manufacturers.
The Company is an indirect subsidiary of Philips which owns, through one of its
subsidiaries, 55% of the outstanding stock of the Company.
2. BASIS OF PRESENTATION
On February 21, 1997, FEI Company completed a combination transaction (the
"Combination") with the electron optics business ("PEO Operations") of Philips
Industrial Electronics International B.V. ("PIE"), a wholly owned subsidiary of
Philips. Pursuant to the Combination, FEI Company acquired shares of two
Philips' subsidiaries owning substantially all of the assets and liabilities of
PEO Operations' business, and issued to PIE a number of shares of FEI Common
Stock equal, after issuance, to 55% of the outstanding shares of Common Stock of
FEI Company. The transaction is being accounted for as a "reverse acquisition"
for accounting and financial reporting purposes, whereby PIE will be treated as
the accounting acquiror because PIE acquired control of the Company by acquiring
55% of the outstanding voting securities of the Company in the transaction. As a
result, the historical financial statements of the Company are the historical
financial statements of the PEO Operations for all periods prior to the date of
the Combination.
Pro forma earnings per share have been calculated assuming the shares of the
Company issued to PIE in the Combination were outstanding for the PEO Operations
and the combined company for all periods presented and assuming the shares of
the Company outstanding prior to the Combination were issued as of the closing
date of the Combination.
The accompanying unaudited consolidated financial statements have been prepared
in accordance with the instructions to Form 10-Q and Article 2 of Regulation
S-X. Accordingly, they do not include all of the information and footnotes
required by generally accepted accounting principles for complete financial
statements. In the opinion of management, all adjustments considered necessary
for fair presentation have been included. In addition to the adjustments for
normal recurring accruals, the Company recorded charges in the first quarter of
1997 of approximately $38.0 million associated with the purchase of in-process
research and development, as a result of the Company's combination with PEO
Operations. The Company also recorded a $2.5 million restructuring and
reorganization charge primarily associated with the relocation of the Company's
Wilmington, Massachusetts manufacturing operations.
Before the Combination, the PEO Operations were operated as a business unit of
PIE. Management of Philips allocated certain costs in preparation of the
historical financial statements of the PEO Operations. No assurance is given
that these cost allocations reflect the actual costs that would have been
incurred by the PEO Operations if it had been operated as a stand-alone
business. Moreover, the preparation of financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumptions that affect the reported amount of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amount of revenues and expenses during the reported
period. Actual results could differ from estimates.
4
<PAGE>
The accompanying consolidated financial statements should be read in conjunction
with the consolidated financial statements and footnotes thereto included in the
Company's annual report on Form 10-K for the year ended December 31, 1996 as
well as the financial statements and footnotes of PEO Operations for the year
ended December 31, 1996 included in the Company's report on Form 8-K/A dated May
7, 1997.
3. INVENTORIES
Inventories consist of the following (in thousands):
December 31, March 30,
1996 1997
----------- ---------
Raw materials and assembled parts $ 13,018 $ 19,341
Work in process 9,610 18,214
Finished goods 9,909 11,994
--------- --------
32,537 49,549
Inventory reserves (2,324) (4,046)
-------- -------
Total inventories, net $ 30,213 $ 45,503
========= ========
4. CURRENT ACCOUNTS WITH PHILIPS
Current accounts with Philips represent net accounts receivable and accounts
payable between the Company and other subsidiaries of Philips. Most of the
current account transactions relate to deliveries of goods.
Current accounts with Philips consist of the following (in thousands):
December 31, March 30,
1996 1997
------------ ---------
Current accounts receivable $ 2,471 $ 6,789
Current accounts payable (832) (10,536)
------- --------
Total current accounts with Philips $ 1,639 $ (3,747)
======= ========
5. OTHER ASSETS
Other assets consist of the following (in thousands)
December 31, March 30,
1996 1997
------------ ---------
Goodwill, net (Note 6) $ 1,525 $ 17,035
Existing technology, net (Note 6) - 16,353
Noncurrent service inventories, net of
valuation reserves of $2,661 and $5,381,
respectively 6,014 8,634
Investment in Norsam Technologies, Inc.,
at cost - 3,267
Capitalized software, net - 416
Deposits and other - 637
-------- ---------
$ 7,539 $ 46,342
======== =========
6. THE COMBINATION
On February 21, 1997, FEI Company ("Pre-Combination FEI") acquired substantially
all of the assets and liabilities of the PEO Operations. The PEO Operations were
acquired in exchange for 9,728,807 newly issued shares of the Company's Common
Stock, which constituted, when issued to PIE, 55% of the shares of Common Stock
then
5
<PAGE>
outstanding. Because PIE acquired control of the Company by acquiring 55% of the
outstanding voting securities of the Pre-Combination FEI, the Combination was
treated as a "reverse acquisition" for accounting and financial reporting
purposes whereby purchase accounting was applied to the financial statements of
Pre-Combination FEI. The results of operations of Pre-Combination FEI are
included subsequent to February 21, 1997.
The Company obtained an appraisal of the fair market value of the intangible
assets acquired to serve as a basis for allocation of the purchase price to the
various classes of assets. The Company allocated the total purchase price of
$122.9 million to the assets acquired as follows (in thousands):
Current assets $ 43,893
Equipment 8,321
Leases receivable 1,341
Other assets 4,744
Existing technology intangible 16,490
In-process research and product development 38,046
Goodwill and other intangibles 17,122
Deferred income taxes (7,085)
---------
$ 122,872
To determine the value of each of Pre-Combination FEI's product lines, projected
revenue net of provision for operating expenses, income taxes and returns on
requisite assets were discounted to a present value. This approach was applied
to existing technology as well as to research and development projects which
have not been proven technologically feasible and which had not generated
revenue at the date of the Combination. As a result of this valuation, the fair
value of existing technology and in-process technology were determined to be
$16,490,000 and $38,046,000, respectively.
The amortization periods for existing technology and goodwill have been
established at 12 years and 15 years, respectively. The existing focused ion
beam technology, which is now in its third year of commercialization, is
estimated to have a 15-year life. Management will evaluate these amortization
periods from time to time. It is possible that estimates of anticipated future
gross revenues, the remaining estimated economic life of products or
technologies, or both may be reduced due to competitive pressures or other
factors.
In accordance with the applicable accounting pronouncements, a one-time charge
of $38,046,000 associated with the writeoff of acquired in-process research and
product development was recorded immediately subsequent to the closing of the
Combination. Generally, it is the Company's policy to expense research and
development costs.
Unaudited pro forma combined statement of operations data, presented as if the
Combination had occurred on January 1, 1996, are as follows:
Thirteen Weeks Ended
----------------------
March 31, March 30,
1996 1997
-------- ---------
Net sales $ 26,829 $ 35,011
======== =========
Net income (loss) $ 96 $ (9,428)
======== =========
Pro forma earnings (loss) per share $ 0.01 $ (0.72)
======== =========
7. RESTRUCTURING AND REORGANIZATION
In March 1997, the Company approved a plan to restructure its ElectroScan
operations by relocating the majority of its ElectroScan manufacturing
activities from Wilmington, Massachusetts to the Company's Netherlands
manufacturing facility. In conjunction with this plan, the Company announced its
intent to layoff 11 ElectroScan employees in manufacturing, sales and
administration and cease the majority of its manufacturing operations at the
Wilmington, Massachusetts facility. The total cost of the restructuring is
estimated to be approximately $2.1 million, recorded in the period ended March
30, 1997, including the remaining goodwill of $1.7 million attributable to the
acquisition of the assets of ElectroScan Corporation and approximately $400,000
of severance and other costs.
6
<PAGE>
In addition, the Company recorded a charge of approximately $400,000 associated
with costs relating to integrating the businesses of Pre-Combination FEI and the
PEO Operations.
8. SHAREHOLDERS' EQUITY
Effective as of the closing of the Combination, division equity of the PEO
Operations was reclassified to paid-in capital of the Company.
9. NEW ACCOUNTING PRINCIPLE
In February 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 128 ("SFAS No. 128"), "Earnings per Share,"
which requires companies to present two new measures of earnings per share,
basic and diluted. If SFAS No. 128 had been adopted for all periods presented,
basic and diluted earnings per share would not have materially differed from
reported earnings per share.
7
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Results of Operations
The following table sets forth consolidated statement of operations data as a
percentage of sales for the PEO Operations for the thirteen weeks ended March
31, 1996 and for the Company for the thirteen weeks ended March 30, 1997.
Operating results for the thirteen weeks ended March 30, 1997 are not
necessarily indicative of the results that may be expected for the year ended
December 31, 1997. The following table should be read in conjunction with the
Combined Financial Statements of the PEO Operations and the footnotes thereto
included in the Company's Form 8-K/A dated May 7, 1997 and the financial
statement and footnotes of Pre-Combination FEI included in the Company's annual
report on Form 10-K for the year ended December 31, 1996.
Thirteen Weeks Ended
March 31, March 30,
1996 1997
-------- ---------
(PEO (Combined
Operations) Company)
Sales 100.0% 100.0%
Cost of sales 63.4% 77.8%
----- ------
Gross profit 36.6% 22.2%
Research and development costs 13.7% 8.1%
Selling, general and administrative costs 26.8% 28.3%
Amortization of intangibles - 0.8%
Purchased in-process research and development - 118.7%
Restructuring and reorganization - 7.7%
----- ------
Income from operations (3.9)% (141.4)%
Other expense - (0.6)%
----- ------
Loss before income taxes (3.9)% (142.0)%
Income tax expense (benefit) (0.8)% (4.1)%
----- ------
Net loss (3.1)% (137.9)%
===== ======
Thirteen Weeks Ended March 30, 1997 and March 31, 1996
Sales. Sales increased $14.5 million (82%) to $32.1 million in the 1997 period
from $17.6 million in the 1996 period. The increase in net sales in 1997
compared to 1996 was primarily the result of the acquisition of Pre- Combination
FEI, which contributed approximately $8.1 million dollars in revenue for the
period from the Closing of the Combination on February 21, 1997 ("Closing")
through March 30, 1997. In addition, sales of electron microscopes increased
$6.4 million in the 1997 period compared to the 1996 period, due to a general
strengthening of core markets for these products.
8
<PAGE>
Sales outside the U.S. accounted for 68% and 76% of sales for the 1997 period
and the 1996 period, respectively. The Company expects sales outside the U.S. to
continue to represent a significant percentage of its net sales.
Gross Profit. Gross profit increased $0.7 million (10%) to $7.1 million in the
1997 period from $6.4 million in the 1996 period. The primary causes for the
increase in gross profit in 1997 from 1996 in dollar amount were (i) an increase
in electron microscope sales which contributed approximately $2.5 million of
gross profit and (ii) the addition of approximately $2.0 million of gross profit
from sales of Pre-Combination FEI subsequent to Closing, offset by (i) a change
in the method of valuing inventories to conform and reconcile differences in the
overhead pools of the combining entities, which decreased gross profit by $3.2
million, and (ii) an increase in valuation allowance for a certain type of
high-tension tank inventory by $645,000 as a result of a decision to accelerate
the phase out of this tank. Gross profit as a percentage of net sales was 22%
and 37% for the 1997 and 1996 periods, respectively. Gross profit declined as a
percentage of sales due to the change in method of valuing inventory and the
increased valuation allowance for high-tension tank inventory.
Research and Development. Research and development expense increased $174,000
(7%) to $2.6 million in the 1997 period from $2.4 million in the 1996 period.
This increase was primarily the result of the addition of research and
development costs incurred by Pre-Combination FEI subsequent to Closing. As a
percentage of sales, research and development expense was 8% and 14% of sales in
the 1997 and 1996 periods, respectively, with the decrease in 1997 resulting
from increased sales and from a relatively lower level of research and
development spending at Pre-Combination FEI.
Selling, General and Administrative. Selling, general and administrative costs
increased $4.4 million (93%) to $9.1 million in the 1997 period from $4.7
million in the 1996 period, in part as a result of the addition of $1.2 million
of selling, general and administrative costs incurred by Pre-Combination FEI
subsequent to Closing and the write-off of an uncollectible account receivable
of approximately $565,000. As a percentage of net sales, selling, general and
administrative expense was 28% and 27% in the 1997 and 1996 periods,
respectively.
Income Tax Expense (Benefit). The Company's effective income tax rates for the
1997 and 1996 periods were 3% and 21%, respectively. In the 1997 and 1996
periods, the Company's tax benefit of $1.3 million and $144,000 was below the
federal statutory rate due primarily to the impact of foreign taxes and also, in
the 1997 period, to the write-off of purchased research and development. The
Company's effective income tax rate will continue to vary from the Company's
federal statutory tax rate of 34% primarily due to the impact of foreign taxes
and the amortization of goodwill for book purposes.
Risks of International Operations. Certain risks are inherent in international
operations, including changes in demand resulting from fluctuations in interest
and exchange rates, the risk of government financed competition, changes in
trade policies, tariff regulations and
9
<PAGE>
difficulties in obtaining export licenses. Changes in relevant foreign currency
exchange rates between time of sale and time of payment may also have a material
effect on reported financial results.
Liquidity and Capital Resources
At March 30, 1997, the Company had total cash and cash equivalents of $10.6
million compared to zero at December 31, 1996 for the PEO Operations.
Historically, net cash of the PEO Operations was included in Current Accounts
with Philips and, as such, recorded as Division Equity of Philips Industrial
Electronics. Cash provided by operating activities for the thirteen weeks ended
March 30, 1997 was $5.6 million compared to $4.9 million for the thirteen weeks
ended March 31, 1996.
Investing activities during the thirteen weeks ended March 31, 1997 used net
cash of $1.0 million, primarily due to continued capital expenditures to provide
the basis for growth. During the thirteen weeks ended March 31, 1996, the
Company used net cash of $5.1 million, primarily to purchase additional
operating equipment and to purchase the operations of ElectroScan Corporation
and the manufacturing facility in Brno, Czech Republic.
Net cash provided by financing activities for the thirteen weeks ended March 30,
1997 was $9.5 million compared to $216,000 for the 1996 period. The increase
consisted of $8.0 million of cash received from Philips as part of the
Combination and additional borrowings on the Company's line of credit. During
the period ended March 31, 1996, the PEO Operations received $216,000 from
Philips to fund operations.
The Company expects to continue to use cash to fund operations. In the future,
the Company will not have access to financing through Philips' intercompany
accounts, and Philips and its affiliates are not obligated to provide additional
funds, pursuant to the terms of the Combination Agreement or otherwise. Philips
has also advised the Company that it has no present intention to provide any
funds to the Company. The Company will be required to seek credit arrangements
with commercial banks and other institutional lenders, other than the existing
line of credit now maintained, or from other sources of equity or debt
financing. There is no assurance that any such additional financing will be
available on terms that are favorable to the Company. The Company believes its
cash and cash equivalents and borrowings available under its line of credit will
be sufficient to fund operations during the near term.
Backlog
The Company's backlog consists of purchase orders it has received for products
it expects to ship within the next twelve months. The Company's backlog at March
30, 1997, was $56 million. A substantial portion of the Company's backlog
relates to orders for a relatively small number of products. As a result, the
timing of the receipt of an order from a single customer could have a
significant impact on the Company's backlog at any date. For this and other
10
<PAGE>
reasons, the amount of backlog at any date is not necessarily determinative of
revenue in future periods.
11
<PAGE>
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934,
the registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
FEI COMPANY
(Registrant)
WILLIAM G. LANGLEY
Dated: August 12, 1997 ---------------------------------------
William G. Langley
Chief Financial Officer
and Authorized Officer
12
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
COMPANY'S CONSOLIDATED FINANCIAL STATEMENTS AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> OTHER
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> MAR-30-1997
<CASH> 10,578
<SECURITIES> 0
<RECEIVABLES> 36,352
<ALLOWANCES> (1,022)
<INVENTORY> 45,503
<CURRENT-ASSETS> 95,207
<PP&E> 24,916
<DEPRECIATION> (7,130)
<TOTAL-ASSETS> 162,273
<CURRENT-LIABILITIES> 55,074
<BONDS> 0
0
0
<COMMON> 147,292
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 162,273
<SALES> 32,067
<TOTAL-REVENUES> 32,067
<CGS> 24,957
<TOTAL-COSTS> 24,957
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (197)
<INCOME-PRETAX> (45,535)
<INCOME-TAX> (1,300)
<INCOME-CONTINUING> (44,235)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (44,235)
<EPS-PRIMARY> (3.39)
<EPS-DILUTED> (3.39)
</TABLE>
