<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934.
For the quarterly period ended March 31, 2000
Commission file number 000-23266
UroMed Corporation
(Exact name of registrant as specified in its charter)
Massachusetts 04 - 3104185
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1400 Providence Highway
Norwood, MA 02062
(Address of principal
executive offices)
(781) 762-2080
(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.
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:
5,175,162 shares of Common stock, no par value,
outstanding at April 30, 2000.
<PAGE>
UROMED CORPORATION
FORM 10-Q
For the quarterly period ended March 31, 2000
Table of contents Page No.
Part I - FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Balance Sheet at March 31, 2000 and December 31, 1999 3
Condensed Statement of Operations for the three months ended
March 31, 2000 and 1999 4
Condensed Statement of Cash Flows for the three months ended
March 31, 2000 and 1999 5
Notes to Condensed Financial Statements 6 - 8
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 9 -13
Part II - OTHER INFORMATION
Item 6. Exhibits 14
Item 7a. Quantitative and Qualitative Disclosures
About Market Risk 14
Signatures 15
2
<PAGE>
Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
UROMED CORPORATION
CONDENSED BALANCE SHEET
(In thousands)
(unaudited)
<TABLE>
<CAPTION>
March 31, December 31,
2000 1999
---------- -----------
Assets
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 3,717 $ 3,485
Short-term investments 10,789 14,377
Accounts receivable 723 585
Inventories 1,144 841
Prepaid expenses and other assets 906 475
---------- ----------
Total current assets 17,279 19,763
Fixed assets, net 123 143
Other assets 1,867 1,970
---------- ----------
$ 19,269 $ 21,876
========== ==========
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable $ 452 $ 145
Accrued expenses 1,272 1,347
---------- ----------
Total current liabilities 1,724 1,492
---------- ----------
Convertible subordinated notes 14,393 17,393
---------- ----------
Stockholders' equity:
Common stock 107,226 107,164
Other stockholders' deficit (104,074) (104,173)
---------- ----------
Stockholders' equity 3,152 2,991
---------- ----------
$ 19,269 $ 21,876
========== ==========
</TABLE>
The accompanying notes are an integral part of the financial statements.
3
<PAGE>
Item 1. Financial Statements (continued)
UROMED CORPORATION
CONDENSED STATEMENT OF OPERATIONS
(In thousands, except per share data)
(unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
---------------------------
<S> <C> <C>
2000 1999
-------- --------
Revenues $ 1,001 $ 442
-------- --------
Costs and expenses:
Cost of revenues 733 605
Research and development 303 752
Marketing and sales 631 438
General and administrative 459 616
Restructuring - (80)
-------- --------
Total costs and expenses 2,126 2,331
-------- --------
Loss from operations (1,125) (1,889)
Interest income 230 316
Interest expense (279) (406)
-------- --------
Loss before extraordinary gain on early
retirement of debt (1,174) (1,979)
Extraordinary gain on early retirement
of debt 1,259 701
-------- --------
Net income (loss) $ 85 $(1,278)
======== ========
Basic and diluted per share amounts:
Loss before extraordinary gain on
early retirement of debt $ (.23) $ (.38)
Extraordinary gain on early
retirement of debt .25 .13
-------- --------
Net income (loss) $ .02 $ (.25)
======== ========
Basic and diluted weighted average common
shares outstanding 5,151 5,179
======== ========
</TABLE>
The accompanying notes are an integral part of the financial statements.
4
<PAGE>
Item 1. Financial Statements (continued)
UROMED CORPORATION
CONDENSED STATEMENT OF CASH FLOWS
Increase (Decrease) in Cash and Cash Equivalents
(In thousands)
(unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
--------------------------
<S> <C> <C>
2000 1999
-------- --------
Net cash used in operating activities $ (1,727) $ (2,743)
--------- ---------
Cash flows from investing activities:
Sales (purchases) of short-term
investments, net 3,602 (190)
Purchase of fixed assets (26) -
Decrease in other assets - 37
--------- ---------
Net cash provided by (used for)
investing activities 3,576 (153)
--------- ---------
Cash flows from financing activities:
Proceeds from issuance of common stock 62 -
Repurchase of convertible subordinated notes (1,679) (621)
--------- ---------
Net cash used for
financing activities (1,617) (621)
--------- ---------
Net increase (decrease) in cash and cash
equivalents 232 (3,517)
Cash and cash equivalents, beginning of period 3,485 11,576
--------- ---------
Cash and cash equivalents, end of period $ 3,717 $ 8,059
========= =========
Supplemental disclosure of cash flow information:
Interest paid $ 76 $ 36
</TABLE>
The accompanying notes are an integral part of the financial statements.
5
<PAGE>
Item 1. Financial Statements (continued)
UROMED CORPORATION
NOTES TO FINANCIAL STATEMENTS
(unaudited)
1. Nature of Business
UroMed Corporation (the "Company"), a Massachusetts corporation, was
incorporated in October 1990 and is dedicated to establishing itself as a leader
in providing interventional urological products, with a primary emphasis on the
treatment of prostate cancer. The Company has also developed and acquired
technology in urinary incontinence products.
2. Basis of Presentation
The condensed balance sheet at March 31, 2000 and the condensed statement
of operations and the condensed statement of cash flows for the three months
ended March 31, 2000 and 1999 are unaudited. In the opinion of management, all
adjustments necessary for a fair presentation of these financial statements have
been included. Such adjustments consisted only of recurring items. Interim
results are not necessarily indicative of results for a full year.
Certain prior year amounts have been reclassified to conform to the current
period financial statement presentation. These reclassifications had no impact
on net loss.
The financial statements should be read in conjunction with the Company's
audited financial statements and related footnotes for the year ended December
31, 1999, which may be found in the Company's 1999 Annual Report on Form 10-K.
3. Inventories
Inventories are stated at the lower of cost or market, cost being
determined using the first-in, first-out method. The components of inventory
at March 31, 2000 are as follows:
Raw materials $ 216
Work in process 188
Finished goods 740
--------------------------------------------
Total Inventory, net $1,144
=============================================
4. Comprehensive Loss
FASB Statement No. 130, "Reporting Comprehensive Income", establishes
standards for the reporting and display of comprehensive income or loss and its
components in the financial statements. The Company's comprehensive income for
the three months ended March 31, 2000 and 1999 was as follows (in thousands):
Quarter ended Quarter ended
March 31, 2000 March 31, 1999
-------------- --------------
Net income (loss) $ 85 ($1,278)
Unrealized gain (loss)
on investments
available-for-sale 14 (38)
-------------- --------------
Total comprehensive income
(loss) $ 99 ($1,316)
============== ==============
6
<PAGE>
5. Early Retirement of Debt
In March 2000 and in March 1999, the Company repurchased, at a discount,
portions of its outstanding 6% Convertible Subordinated Notes due October 15,
2003 the ("Notes). These repurchases occurred in unsolicited open market
transactions, with persons who are not affiliated to the Company.
During March 2000, the Company repurchased $3,000,000 in aggregate
principal amount of its Notes for $1,680,000 in cash. As a result of this
repurchase $61,000 of deferred financing fees were written off, and an
extraordinary gain of $1,259,000 has been reported in the condensed statement of
operations for the three months ended March 31, 2000.
During March 1999, the Company repurchased $1,350,000 in aggregate
principal amount of its Notes for $621,000 in cash. As a result of this
transaction $28,000 of deferred financing fees were written off and an
extraordinary gain of $701,000 had been reported in the condensed statement of
operations for the three months ended March 31, 1999.
7
<PAGE>
6. Segment Reporting
The Company has determined its reportable segments based on its method of
internal reporting, which disaggregates its business by product category. The
Company's reportable segments are (i) its prostate cancer and incontinence
business, which includes the Cavermap surgical aid, the I-125 brachytherapy
seeds and needles and all consumer and surgical incontinence products, and (ii)
its breast cancer business, which includes all development efforts for its
proposed BreastExam, BreastView and BreastCheck products.
The accounting policies of the segments are the same as those described in
Note 2, "Summary of Significant Accounting Policies" in the Company's Annual
Report on Form 10-K for the year ended December 31, 1999. The Company evaluates
the performance of its operating segments based on operating results which
represents income or loss before interest income and expense and extraordinary
gain on early retirement of debt. There are no intersegment revenues.
The table below presents information about the Company's segments for the
three months ended March 31, 2000 and March 31, 1999. Asset information by
segment is not reported, since the Company does not produce such information
internally (in thousands):
Prostate cancer
and Breast
Incontinence Cancer Totals
---------------- -------- --------
Three months ended March 31, 2000
Revenues $ 1,001 $ - $ 1,001
Depreciation (46) - (46)
Operating Loss (728) - (728)
Three months ended March 31, 1999
Revenues $ 442 $ - $ 442
Restructuring 80 - 80
Depreciation (419) (9) (428)
Operating Loss (1,003) (422) (1,425)
The following are reconciliations of the operating loss amounts presented
above to corresponding totals in the accompanying financial statements:
Three months ended March 31, 2000 1999
- --------------------------------------------------------------------
Total for reportable segments $ (728) $ (1,425)
Corporate (397) (464)
Interest income 230 316
Interest expense (279) (406)
---------- ----------
Loss before extraordinary
gain on the early retirement
of debt $ (1,174) $ (1,979)
========== ==========
During the first quarter of 2000, there were no customers to whom sales
exceeded 10% or more of total revenues. Approximately 25% of the Company's
product sales in the first quarter of 1999 were made to a customer in Japan.
8
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
This Management's Discussion and Analysis should be read incorporating
"Forward-Looking Statements and Associated Risks" contained later in this
report.
Overview
The Company is dedicated to establishing itself as a leader in providing
interventional urological products, with primary emphasis on the treatment of
prostate cancer. The Company seeks to market a portfolio of products including
its two main proprietary products for the treatment of prostate cancer: the
CaverMap Surgical Aid, available to aid physicians in preserving vital nerves
during prostate cancer surgery, and the Symmetra I-125 radioactive seeds used in
a brachytherapy procedure to treat localized prostate cancer. The Company's
product portfolio also includes brachytherapy introducer needles and fascia lata
used in incontinence surgical procedures. UroMed, through its approximate
one-third ownership interest in Assurance Medical Inc.("Assurance Medical") has
supported the development of electronic palpation technology in order to aid
physicians in the mission of finding suspicious breast lumps earlier. The
Company also continues to dedicate resources to the development and/or
acquisition of product lines that fit into its strategic platform.
During February 2000, the Company received clearance from the U.S. Food and
Drug Administration for marketing and distribution of the CaverMap Surgical Aid
for colorectal surgery. The Company is in the early stages of its marketing
plans for this new application of CaverMap.
Results of Operations
Revenues
The Company's revenues increased 126% to $1.0 million from $0.4 million for
the first quarter of 2000 as compared to the first quarter of 1999. This
increase is primarily due to increased sales levels in 2000 of CaverMap Surgical
Aid and the Symmetra seed, which was not available for sale for the same period
in 1999.
Cost of revenues
Cost of revenues increased 21% to $0.7 million from $0.6 million for the
first quarter of 2000 as compared to the first quarter of 1999. The primary
reason for the increase in 2000 was the increase in variable materials costs as
a result of increased revenue levels during the first quarter of 2000.
Operating Expenses
Research and development expenses decreased 60% to $0.3 million from $0.8
million for the first quarter of 2000 as compared to the first quarter of 1999.
Major components of the decrease are as follows: $0.2 million reduction in
Assurance Medical related expenses as Assurance Medical was spun-out into a
separate corporation in April 1999; $0.2 million reduction in CaverMap related
spending; and a $0.1 million reduction in spending in support of the development
of the production capability for Symmetra seeds.
9
<PAGE>
Marketing and sales expenses increased 44% to $0.6 million from $0.4
million for the first quarter of 2000 as compared to the first quarter of 1999.
The major components of the increase are $0.1 million in increased marketing
expenses for the Symmetra seed, and $0.1 million in increased selling expenses
as a result of increased sales activity and sales headcount in 2000 versus 1999.
General and administrative expenses decreased 25% to $0.5 million from $0.6
million for the first quarter of 2000 as compared to the first quarter of 1999.
The reduction was primarily due to decreased Assurance Medical expenses due to
their April 1999 spin-out into a separate corporation.
Restructuring
In March 1999, the Company entered into a lease termination agreement in
respect of the facility that it committed to abandoning during the fourth
quarter of 1998. Based upon the terms of this agreement, the Company's cost of
exiting this facility were $80,000 less than the Company's original estimates
that were included within the restructuring liability as of December 31, 1998.
As a result, the Company reversed $80,000 of the restructuring liability during
the first quarter of 1999. The remaining balance of $142,000 at March 31, 1999
was paid out in cash during 1999.
Interest income and interest expense
Interest income decreased 27% to $0.2 million from $0.3 million in the
first quarter of 2000 as compared to the first quarter of 1999. The decrease was
attributable to the reduction of the Company's investment portfolio as a result
of funding the Company's operations and repurchasing a portion of its
Convertible Subordinated Notes.
Interest expense decreased 31% to $0.3 million from $0.4 million in the
first quarter of 2000 as compared to the first quarter of 1999. The decrease was
attributable to the reduction in outstanding Convertible Subordinated Notes due
to repurchases thereof during 2000 and 1999.
10
<PAGE>
Extraordinary gain on early retirement of debt
In March 2000 and in March 1999, the Company repurchased, at a discount,
portions of its outstanding 6% Convertible Subordinated Notes due October 15,
2003 the ("Notes). These repurchases occurred in unsolicited open market
transactions, with persons who are not affiliated to the Company.
During March 2000, the Company repurchased $3.0 million in aggregate
principal amount of its Notes for $1.7 million in cash. As a result of this
repurchase, an extraordinary gain of $1.3 million has been reported in the
condensed statement of operations for the three months ended March 31, 2000.
During March 1999, the Company repurchased $1.4 million in aggregate
principal amount of its Notes for $0.6 million in cash. As a result of this
repurchase, an extraordinary gain of $0.7 million had been reported in the
condensed statement of operations for the three months ended March 31, 1999.
Liquidity and Capital Resources
Cash and short-term investments totaled $14.5 million at March 31, 2000
compared to $17.9 million at December 31, 1999. At March 31, 2000, the Company's
funds were invested in corporate debt obligations and money market funds.
Net cash used in operating activities of $1.7 million during the three
months ended March 31, 2000 was primarily a result of the net loss before the
extraordinary gain for the period. In addition there was a cash outflow of $0.5
million in the form of an advance payment to Bebig (Manufacturer of Symmetra
seeds) and $0.3 million in increased inventory primarily as a result of
supporting current sales and demand levels.
Net cash provided by investing activities was $3.6 million during the three
months ended March 31, 2000 due primarily to net sales of short-term
investments.
Net cash used for financing activities was $1.6 million during the three
months ended March 31, 2000, as a result of the $1.7 million used to repurchase
$3.0 million in aggregate principal amount of Notes.
In October 1996, the Company completed the sale of $69.0 million of its 6%
Convertible Subordinated Notes due October 15, 2003 (the "Notes"). In March
2000, the Company had repurchased $3.0 million of Notes for $1.7 million.
Through March 2000, the Company repurchased a total of $54.6 million in
aggregate principal amount of its Notes resulting in an outstanding principal
balance of the Notes at March 31, 2000 of $14.4 million. The Company is
considering from time to time additional repurchases of its Notes. Any
repurchases of Notes may be made on the open market or in privately negotiated
transactions. The Company plans to fund such purchases from its working capital.
The Board of Directors of the Company authorized a Common Stock repurchase
program in 1999 (the "Repurchase program"). The Company is authorized to
repurchase up to one million shares of the outstanding Common Stock, from time
to time, subject to prevailing market conditions. As of March 31, 2000, the
Company has repurchased approximately 240,000 shares of its Common Stock for
$573,000 as part of the Repurchase program. Purchases pursuant to the Repurchase
program may be made on the open market or in privately negotiated transactions.
The Company plans to fund such purchases from its working capital. The Company
did not repurchase any common stock during the first quarter of 2000.
The Company's common stock is presently listed on the Nasdaq SmallCap
Market("Nasdaq SmallCap") under the symbol URMD. The Nasdaq SmallCap has
continued listing requirements that must be maintained by all the companies it
lists. The Company may not be able to comply with all of the Nasdaq SmallCap
continued listing requirements for the entire year of 2000. There is no
assurance that the Company's common stock will continue to be listed on the
Nasdaq SmallCap or that the movement of the Company's common stock from the
Nasdaq SmallCap to another stock exchange or to over-the-counter bulletin board
will not have a material adverse effect on the market value or liquidity of the
Company's common stock.
The Company believes that available cash, cash equivalents and short-term
investments will be sufficient to meet the Company's operating expenses and
capital requirements for at least the next twelve months. The Company's future
long-term liquidity and capital requirements depend on numerous factors,
including, but not limited to: development of the Company's marketing
capability, market acceptance of the CaverMap Surgical Aid and the I-125 seed.
There can be no assurance that the Company will not require additional financing
or that, if required, such financing will be available on terms acceptable to
the Company.
11
<PAGE>
Year 2000
The Company has not experienced any significant problems related to the
year 2000-date rollover. In general, however, all problems related to the year
2000-date rollover may not yet have become apparent. While the Company believes
its efforts to date have successfully addressed the problems, there can be no
assurance until the passage of time that no further problems will occur. All
year 2000 readiness costs have been expensed and were insignificant.
The Company completed the process of preparing for the Year 2000 date
change during 1999. This process included testing the Company's internal
business software and working with third parties to address their Year 2000
issues. To date, the Company has successfully managed the transition,
experiencing no significant disruptions as a result of the Year 2000 date
change. Because the Company's internal business software is Year 2000 compliant
and the Company has not been notified by any of its significant suppliers or
service providers of their lack of Year 2000 compliance, the Company does not
have a contingency plan in place.
Although considered unlikely, unanticipated issues in the Company's
computer systems, including problems associated with its significant suppliers
and service providers and disruptions in the economy in general, could still
occur notwithstanding the Company's efforts to achieve Year 2000 readiness. The
Company will continue to monitor its computer systems, including interaction
with significant suppliers and service providers, throughout 2000 in order to
address any Year 2000 issues. If significant Year 2000 issues do arise, there
can be no assurance that the Company will be able to develop and implement a
contingency plan in a timely manner, and, if not, the Company's operations could
be adversely affected.
The Company spent an aggregate of approximately $1.2 million on the
hardware, software, installation and testing of an Enterprise Resource Planning
System, which is Year 2000 compliant. The Company does not anticipate incurring
significant additional costs for further testing and compliance activities.
The preceding discussion contains forward-looking statements information
within the meaning of Section 21E of the Exchange Act. This disclosure is also
subject to protection under the Year 2000 Information and Readiness Disclosure
Act of 1998, Public Law 105-271, as a "Year 2000 Statement" and "Year 2000
Readiness Disclosure" as defined therein. Actual results may differ materially
from such projected information due to changes in underlying assumptions.
12
<PAGE>
FORWARD-LOOKING STATEMENTS AND ASSOCIATED RISKS
Certain statements contained in this Quarterly Report on Form 10-Q may be
considered forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934,
including statements regarding (i) the planned progression of the Company's
commercialization strategies for the CaverMap Surgical Aid, the Symmetra I-125
brachytherapy seed and introducer needle including the timing and extent of
sales, (ii) the continued marketing activities for the commercial launch of the
Symmetra I-125 brachytherapy seeds, (iii) the Company's planned uses for its
cash and other liquid resources, and (iv) the extent of future revenues,
expenses and results of operations and the sufficiency of the Company's
financial resources to meet planned operational costs and other expenditure
needs, and the development of partnerships and/or strategic alliances for all
incontinence and breast care products and related assets and technology. These
forward-looking statements are based largely on the Company's expectations and
are subject to a number of risks and uncertainties, many of which are beyond the
Company's control. Actual results could differ materially from these
forward-looking statements as a result of certain factors, including those
described below:
- - The uncertainty that the CaverMap Surgical Aid and Symmetra I-125 seeds
will gain market acceptance among physicians in the United States.
- - The uncertainty that the Company will be able to develop and maintain
an effective sales force and implement a successful marketing campaign
for the CaverMap Surgical Aid and the Symmetra I-125 brachytherapy
seed in the United States.
- - The Company's dependence on others, including Bebig, for its products
and raw materials and other certain components of its products,
including certain materials available only from single sources.
- - The uncertain protection afforded the Company by its patents and/or
other intellectual property rights relating to the Company's products.
- - The uncertainty as to whether the Company will be able to market and
sell its products at prices that permit it to achieve satisfactory
margins in the production and marketing of its products.
- - Risks relating to FDA and other governmental oversight of the Company's
operations, including the possibility that the FDA could impose costly
additional labeling requirements on, or restrict the marketing of, the
Company's products, or suspend operations at one or more of the Company's
facilities.
- - The uncertainty of the size of the potential markets of the Company's
products.
Other relevant risks are described in the Company's Annual Report on
Form 10-K for the year ended December 31, 1999 under the headings
"Forward-Looking Statements and Associated Risks" and "Risk Factors", and
are incorporated herein by reference.
13
<PAGE>
Part II. OTHER INFORMATION
Item 6. Exhibits
27 Financial Data Schedule
Item 7a. Quantitative and Qualitative Disclosures About Market Risk
The Company does not use derivative financial instruments. Less than 10% of
the Company's sales in the first quarter of 2000 were to foreign customers,
primarily in Europe. All such foreign sales are denominated in U.S. dollars. The
Company believes, based on a hypothetical ten percent adverse movement in
foreign currency exchange rates for the European Euro, the potential losses in
future earnings and cash flows are immaterial, although the actual effects may
differ materially from the hypothetical analysis.
14
<PAGE>
SIGNATURES
Pursuant to 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.
UroMed Corporation
Date: May 11, 2000 /s/ Daniel Muscatello
-------------- ----------------------------------
President and Chief Executive
Officer
Date: May 11, 2000 /s/ Domenic C. Micale
-------------- -----------------------------------
Domenic C. Micale, Vice President
of Finance and Administration, and
Treasurer
15
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION FROM THE BALANCE
SHEET AND THE STATEMENT OF OPERATIONS FILED AS PART OF THE QUARTERLY
REPORT ON FORM 10Q AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
QUARTERLY REPORT ON FROM 10Q.
</LEGEND>
<CIK> 0000917821
<NAME> UroMed-Corp.
<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> 3,717
<SECURITIES> 10,789
<RECEIVABLES> 723
<ALLOWANCES> 0
<INVENTORY> 1,144
<CURRENT-ASSETS> 17,279
<PP&E> 1,537
<DEPRECIATION> 1,414
<TOTAL-ASSETS> 19,269
<CURRENT-LIABILITIES> 1,724
<BONDS> 14,393
0
0
<COMMON> 107,226
<OTHER-SE> (104,074)
<TOTAL-LIABILITY-AND-EQUITY> 30,147
<SALES> 1,001
<TOTAL-REVENUES> 1,001
<CGS> 733
<TOTAL-COSTS> 2,126
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (279)
<INCOME-PRETAX> (1,174)
<INCOME-TAX> 0
<INCOME-CONTINUING> (1,174)
<DISCONTINUED> 0
<EXTRAORDINARY> 1,259
<CHANGES> 0
<NET-INCOME> 85
<EPS-BASIC> 0.02
<EPS-DILUTED> 0.02
</TABLE>
