SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarterly Period Ended June 30, 2000 Commission File No. 0-20406
EZCONY INTERAMERICA INC.
------------------------
(Exact Name of Registrant as Specified in Its Charter)
British Virgin Islands Not Applicable
- -------------------------------------------- -----------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
Craigmuir Chambers, P.O. Box 71,
Road Town, Tortola British Virgin Islands
- -------------------------------------------- -----------------------------
(Address of Principal Executive Offices) (Country)
Registrant's telephone number, including area code:
(507) 441-6566 (Panama)
--------------------------------------------------
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 the filing
requirements for at least 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.
At August 1, 2000
there were outstanding:
4,188,780 common shares, no par value
EZCONY INTERAMERICA INC. AND SUBSIDIARIES
INDEX TO FORM 10-Q
Page
------
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Consolidated Balance Sheets June 30, 2000
and December 31, 1999.....................................................................
Condensed Consolidated Statements of Operations and Accumulated
Deficit Three Months Ended June 30, 2000 and 1999..........................................
Condensed Consolidated Statement of Comprehensive Income.
Three Months Ended June 30, 2000 and 1999..................................................
Condensed Consolidated Statement of Comprehensive
Income. Six Months Ended June 30, 2000 and 1999...........................................
Condensed Consolidated Statement of Operations and Accumulated
Deficit for Six Months Ended June 30, 2000 and 1999........................................
Condensed Consolidated Statements of Cash Flows
Six Months Ended June 30, 2000 and 1999...................................................
Notes to Condensed Consolidated Financial Statements........................................
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations............................................................
PART II - OTHER INFORMATION
Item 5. Other Information
Item 6. Exhibits and Reports on Form 8-K...............................................................
Signatures.............................................................................................
2
EZCONY INTERAMERICA INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
JUNE 30, DECEMBER 31,
2000 1999
------------ ------------
ASSETS
Current assets:
Cash and cash equivalents $ 238,506 $ 660,644
Trade accounts receivable, net 15,515,848 14,656,363
Due from directors, officers and employees, net 497,597 369,015
Inventories 4,383,233 2,374,284
Marketable Securities 827,539 0
Prepaid expenses and other current assets 990,401 1,215,748
Restricted cash 3,097,535 4,283,039
------------ ------------
Total current assets 25,550,659 23,559,093
Property and equipment, net 4,054,083 4,146,435
Other assets 219,907 468,461
------------ ------------
Total assets $ 29,824,649 $ 28,173,989
============ ============
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt $ 451,365 $ 612,399
Notes and acceptances payable 7,517,393 13,454,687
Accounts payable 14,199,424 7,986,150
Accrued expenses and other current liabilities 114,609 92,100
------------ ------------
Total current liabilities 22,282,791 22,145,336
Long-term debt 3,967,079 2,255,692
------------ ------------
Total liabilities 26,249,870 24,401,028
------------ ------------
Shareholders' equity:
Common stock, no par value; 15,000,000 shares
authorized; 4,510,000 shares issued
and 4,188,780 and 4,510,000 shares outstanding
at June 30, 2000 and December 31, 1999 12,954,723 12,954,723
Accumulated deficit (8,925,546) (9,181,762)
Less: Treasury Stock at cost (454,398) --
Accumulated Other Comprehensive Income:
Unrealized gains on Securities available for sales -- --
------------ ------------
Total shareholders' equity 3,574,779 3,772,961
------------ ------------
$ 29,824,649 $ 28,173,989
Total liabilities and shareholders' equity =========== ===========
The accompanying notes to condensed consolidated financial statements are
an integral part of these balance sheets.
3
EZCONY INTERAMERICA INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF
OPERATIONS AND ACCUMULATED DEFICIT
(Unaudited)
THREE MONTHS ENDED JUNE 30
2000 1999
-------------------------
Net sales $ 14,430,119 $ 17,398,793
Cost of sales 13,158,568 16,010,778
------------ ------------
Gross profit 1,271,551 1,388,015
------------ ------------
Selling, general and administrative expenses 897,276 937,446
------------ ------------
Operating income 374,275 450,569
Other income (expenses):
Interest income 137,460 66,749
Interest expense (412,830) (411,577
Other (90,056) 17,659
------------ ------------
Total Other Income (Expenses) (365,426) (327,169)
------------ ------------
Income from continuing operations 8,849 123,400
------------ ------------
Loss from discontinued operations,
net of income taxes of $0 0 0
------------ ------------
Net Income 8,849 123,400
------------ ------------
Accumulated deficit, beginning of period (8,934,395) (9,613,294)
------------ ------------
Accumulated deficit, end of period $ (8,925,546) $ (9,489,894)
============ ============
Income per common share - basic and assuming dilution:
Income from continuing operations $ 0.002 $ 0.03
Loss from discontinued operations - 0 0
------------ ------------
Net Income $ 0.002 $ 0.03
============ ============
Weighted average number of common shares
outstanding - basic 4,192,309 4,510,000
============ ============
Income per share - dilutive:
Income from continuing operations $ 0.002 $ 0.03
Loss from discontinued operations -- --
------------ ------------
Net Income $ 0.002 $ 0.03
============ ============
Weighted average number of common shares outstanding - dilutive 4,385,182 4,510,000
============ ============
The accompanying notes to condensed consolidated financial statements are
an integral part of these balance sheets.
4
EZCONY INTERAMERICA, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF
COMPREHENSIVE INCOME
(Unaudited)
THREE MONTHS ENDED JUNE 30
2000 1999
-------- --------
Net Income $ 8,849 $123,400
Other Comprehensive Income:
Unrealized holding gains arising during the period -- --
Less: reclassification adjustments to gains included in net income -- --
-------- --------
Total Comprehensive Income $ 8,849 $123,400
-------- --------
SIX MONTHS ENDED JUNE 30
2000 1999
-------- --------
Net Income $256,216 $200,627
Other Comprehensive Income:
Unrealized holding gains arising during the period
Less: reclassification adjustments for gains included in net income 0 0
-------- --------
Total Comprehensive Income $256,216 $200,627
-------- --------
The accompanying notes to condensed consolidated financial statements
are an integral part of these statements
5
EZCONY INTERAMERICA INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF
OPERATIONS AND ACCUMULATED DEFICIT
(Unaudited)
SIX MONTHS ENDED JUNE 30,
-----------------------------------
2000 1999
------------ ------------
Net sales $ 33,116,433 $ 33,110,715
Cost of sales 30,460,576 30,404,499
------------ ------------
Gross profit 2,655,857 2,706,216
Selling, general and administrative expenses 1,717,750 1,872,986
------------ ------------
Operating income 938,107 833,230
------------ ------------
Other income (expenses):
Interest income 188,187 164,264
Interest (expense) (808,369) (870,414)
Other (61,709) 73,547
------------ ------------
Total Other Income (Expenses) (681,891) (632,603)
------------ ------------
Income from continuing operations 256,216 200,627
------------ ------------
Loss from discontinued operation net of income taxes of $0 0 0
------------ ------------
Net Income 256,216 200,627
Accumulated deficit, beginning of period (9,181,762) (9,690,521)
Accumulated deficit, end of period) (8,925,546) (9,489,894)
============ ============
Income per common share - basic :
Income from continuing operations $ 0.06 $ 0.05
Loss from discontinued operations -- --
------------ ------------
Net Income $ 0.06 $ 0.05
============ ============
Weighted average number of common shares
outstanding - basic 4,350,278 4,510,000
============ ============
Income per share - dilutive:
Income from continuing operations $ 0.06 $ 0.05
Loss from discontinued operations -- --
------------ ------------
Net Income $ 0.06 $ 0.05
============ ============
Weighted average number of common shares
outstanding - dilutive 4,483,530 4,510,000
============ ============
The accompanying notes to condensed consolidated financial statements
are an integral part of these statements
6
EZCONY INTERAMERICA INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
SIX MONTHS ENDED JUNE 30,
---------------------------------
2000 1999
----------- -----------
Cash flows from operating activities:
Net Profit $ 256,216 $ 200,627
Reconciliation of net Income to net
cash provided by operating activities:
Depreciation and amortization 108,294 107,603
Provision for doubtful accounts 331,809 300,876
----------- -----------
Changes in operating assets and liabilities:
(Increase) decrease in trade accounts receivable (1,191,294) 2,431,004
Increase in due from director . officers and employees, net (128,582) (60,373)
(Increase) decrease in inventories (2,008,949) 1,031,922
Increase in trading securities, (260,916) 0
Decrease (Increase) in prepaid expenses and other
assets 225,347 (467,684)
(Increase) decrease in other assets (30,070) 15,275
Increase in accounts payable 6,213,274 1,887,219
Increase (decrease) in accrued expenses and other
current liabilities 22,509 (328,646)
Net changes in discontinued operations 0 0
----------- -----------
Net cash provided by operating activities $ 3,537,638 $ 5,117,823
----------- -----------
Cash flows from investing activities:
Decrease in restricted cash, net 1,185,504 507,324
Purchase of securities available for sale (287,998) 0
Purchases of property and equipment (15,942) (52,187)
----------- -----------
Net cash provided by investing activities 881,564 455,137
----------- -----------
Cash flows from financing activities:
Repayments of notes and acceptances payable (5,937,294) (5,624,255)
Increase (Repayment) of long-term debt 1,550,352 (110,107)
Purchase of Treasury Stock (454,398) 0
----------- -----------
Net cash used in financing activities (4,841,340) (5,734,362)
----------- -----------
Net increase (decrease) in cash and cash equivalents (422,138) (161,402)
Cash and cash equivalents at beginning of period 660,644 1,253,073
----------- -----------
Cash and cash equivalents at end of period $ 238,506 $ 1,091,671
=========== ===========
Supplemental disclosures of cash flow information:
Cash paid during the period for interest $ 808,369 $ 870,414
=========== ===========
The accompanying notes to condensed consolidated financial statements are
an integral part of these statements.
7
EZCONY INTERAMERICA INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
(1) BASIS OF FINANCIAL STATEMENT PRESENTATION
In management's opinion, the accompanying unaudited condensed consolidated
financial statements of Ezcony Interamerica, Inc. and subsidiaries (the
"Company") contain all adjustments (consisting of only normal recurring
adjustments) necessary to present fairly the Company's financial position and
the results of its operations. The results of operations or cash flows for the
six months ended June 30, 2000 are not necessarily indicative of the results of
operations or cash flows which may be reported for the remainder of 2000.
The accompanying unaudited interim condensed consolidated financial statements
have been prepared pursuant to the rules and regulations of the Securities and
Exchange Commission for the reporting on Form 10-Q. Pursuant to such rules and
regulations, certain information and footnote disclosures normally included in
the financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted. The condensed financial
statements should be read in conjunction with the Consolidated Financial
Statements and the Notes to Consolidated Financial Statements included in the
Company's Annual Report on Form 10-K for the year ended December 31, 1999.
The accounting policies followed for interim financial reporting are the same as
those disclosed in Note 2 of the Notes to Consolidated Financial Statements
included in the Company's Annual Report on Form 10-K for the year ended December
31, 1999.
(2) EARNINGS PER SHARE - COMMON STOCK
Basic earnings or loss per common share is computed by dividing income
or loss available to common shareholders by the weighted average number
of common shares outstanding. Dilutived earnings or loss per common
share included the diluting effect of stock options and warrants. For
the three and six month periods ended June 30, 2000 and 1999, options
and warrants totaling 640,030 and 725,030 were not included in the
computation because their exercise price was greater than the average
market price of the shares.
(3) EXAMINATION OF NEW OR DIFFERENT TYPES OF BUSINESS
The Company is exploring opportunities in additional and different businesses
including technology and Internet related business. Management is of the opinion
that the shareholders might be better served if the Company were able to
successfully transition into a business with greater growth potential than its
current business. Management believes that there will be continued pressure on
margins and the ability to achieve profitable operations in its current line of
business. Management has sought the guidance from investment bankers and has
involved counsel in its review of potential opportunities. The Company's efforts
in these new ventures are in the planning stages and information regarding these
activities has been made public.
(4) INCOME TAXES
Effective January 1, 1997, all income derived from export operations of
companies operating in the Colon Free Zone are tax exempt. Therefore, the
Company did not record any provision for income taxes for its operations in
Panama.
(5) SUBSEQUENT EVENT
On July 18, 2000, the Company entered into an agreement with G.L.Ware Ltd., a
company incorporated under the laws of the State of Israel, and G.L. Ware USA,
LLC, a Delaware limited liability company, to purchase the assets of G.L. Ware
USA, LLC, in exchange for shares in Ezcony. GLA engages in the field of
development, marketing and commercialization of software.
8
ITEM 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS.
INTRODUCTION
The "Management's Discussion and Analysis of Financial Condition and Results of
Operations" included herein should be read in conjunction with the Consolidated
Financial Statements, the related Notes to Consolidated Financial Statements and
Management's Discussion and Analysis of Financial Condition and Results of
Operations included in the Company's Annual Report on Form 10-K for the year
ended December 31, 1999 and the Condensed Consolidated Financial Statements and
the related Notes to Condensed Consolidated Financial Statements included in
Item 1 of this quarterly report on Form 10-Q.
The financial information given below for the three months ended June 30, 2000
and 1999 refer to the continuing operations of the Company.
COMPARISON OF THREE MONTHS ENDED JUNE 30, 2000 AND 1999
NET SALES
Net sales decreased 17.1% to $14.4 million for the three months ended June 30,
2000 from $17.4 million for the same period in 1999. The decrease is primarily
attributable to the decreased sales in the Company's existing markets due to
restriction of credit sale, elimination of risk clients and reduction of
product lines to eliminate slow selling brand names.
GROSS PROFIT
Gross profit decreased 8.4% from $1.4 million for the three months ended June
30, 1999 to $1.3 million for the same period in 2000. The Company's gross profit
margin increased to 8.8% in the three month period ended June 30, 2000 compared
to 7.9% in the comparable 1999 period. The increase is primarily attributable to
selective sales of merchandise resulting in better margins, the rejection of
orders coming at lower margins and highly competitive sales price market.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
Selling, general and administrative expenses decreased to $897,276 for the three
months ended June 30, 2000, compared to $937,446 for the same period in 1999.
The decrease in selling, general and administrative expenses is primarily
attributable to the following: (i) decrease in salaries and commissions, (ii)
closing of sales offices, (iii) implementation of a severe austerity program to
reduce operating expenses, and (iv) benefits of the implementation of the
restructuring program.
INTEREST
Interest income increased to $137,460 for the three months ended June 30, 2000
compared to $66,749 for the same period in 1999 due to interest charged to
clients on overdue accounts.
Interest expense increased to $412,830 for the three months ended June 30,2000
compared to $411,577 for the same period in 1999 as a result of additional
interest paid banks as result of end of month overdrafts.
PROFIT FROM CONTINUING OPERATIONS
Profit from continuing operations was $8,849 ($0.002 per share) for the three
months ended June 30, 2000, compared to a profit of $123,400 ($0.03 per share)
for the three months ended June 30, 1999. The change was primarily due to a
decrease in selling, general and administrative expenses and interest expenses,
and decrease of market value of securities investment.
COMPARISON OF SIX MONTHS ENDED JUNE 30, 2000 AND 1999
NET SALES
Total net sales amounted to $33.1 million for the six months ended June 30,
2000, compared to $33.1 million for the same period in 1999. The standstill is
primarily attributable to the decreased sales in the Company's existing markets
during the month of May, the restriction of credit sales and the elimination of
default clients. The Company has also reduced its product lines to eliminate
slow selling brand names and has implemented a customer and margin selective
sales program.
GROSS PROFIT
Gross profit remained at $2.7 million for the six months ended June 30, 2000
compared to $2.7 million for the same period in 1999. The Company's gross profit
margin decreased to 8.0% in the six months period ended June
9
30, 2000 compared to 8.2% in the comparable 1999 period. The standstill is
primarily attributable to the highly competitive sales price market and
adjustments to vendors rebates in the period.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
Selling, general and administrative expenses decreased 8.3% to $1.7 million for
the six months ended June 30, 2000, compared to $1.9 million for the same period
in 1999. The decrease in selling, general and administrative expenses is
primarily attributable to the following: (i) decrease in salaries and
commissions, (ii) implementation of a severe austerity program to reduce
operating expenses, (iii) closing of sales offices, and (iv) benefits of the
implementation of the restructuring program.
INTEREST
Interest income increased to $188,187 for the six months ended June 30, 2000
compared to $164,264 for the same period in 1999 due to additional interest
being charged on overdue accounts receivable.
Interest expense decreased to $808,369 for the six months ended June 30, 2000
compared to $870,414 for the same period in 1999 as a result of a programmed
reduction of bank credit facilities to conform to the reduced sales volume.
PROFIT FROM CONTINUING OPERATIONS
Profit from continuing operations was $256,216 ($0.06 per share) for the six
months ended June 30, 2000, compared to $200,627 ($0.05 per share) for the six
months ended June 30, 1999. The change was primarily due to the decrease of
operating expenses and selective sales to obtain better sales margins.
LIQUIDITY AND CAPITAL RESOURCES
The Company historically has, and will continue, to finance its operations
through short-term bank borrowing, trade credit and, to a lesser extent,
internally generated funds.
Cash provided by operating activities was $3,537,638 in the six months ended
June 30, 2000. This is primarily due to $1.2 million increase in accounts
receivable, $2.0 increase in inventories and $6.2 increase in accounts payable.
Cash provided by investing activities was $881,564 for the six months ended June
30, 2000, attributable to a decrease in restricted cash balances of $1.2
million, capital expenditures of $15,942 and purchases of securities available
for sale of $287,998.
Cash used in financing activities was $4.8 million for the six months ended
June 30, 2000, principally due to repayments of bank borrowings of $5.9 million,
increase of long-term debt of $1.6 million and purchase of Treasury Stock of
$454,398.
Management believes that the Company's ability to repay its indebtedness must be
achieved primarily through funds generated from its operations. As the Company
expanded sales in existing markets, such sales were primarily made on a credit
basis as compared to cash basis. Future political and economic changes in the
Latin American countries in which the Company sells, such as the imposition or
lifting of exchange controls, may affect the Company's ability to collect its
accounts receivable.
From time to time, the Company experiences temporary liquidity problems that are
typically related to the Company's extension of credit to its customers.
Beginning in 1999, the Company has taken measures to decrease the number of days
to collect on its accounts receivable by not shipping merchandise to certain
customers that have significant past due balances and increasing the collection
efforts of the Company's credit and collection department and sales force.
At June 30, 2000 the Company had available with five banks an aggregate of $19
million in bank facilities of which $17.8 million was utilized. From time to
time, the Company is overdue with various bank lenders for periods of a few days
for amounts the Company does not consider to be significant in light of the size
of its borrowing. All of the Company's lines of credit and credit facilities
from its various lenders are "on demand".
The Company continues to have good relationships with its principal suppliers,
Sony and Pioneer. At June 30, 2000, the Company's credit facility with Sony was
$3.4 million, which was partially collateralized by $2.4 million in stand-by
letters of credit. The Company's credit facility with Pioneer at June 30, 2000
was $4.0 million which was
10
partially collateralized by $800,000 in stand-by letters of credit. Overall
credit facilities from suppliers was $13.0 million at June 30, 2000 of which
$9.7 were used at the end of the period.
For a variety of political and economic reasons, the import of nonessential
items such as consumer electronics has been restricted or prohibited from time
to time by many Latin American countries through exchange controls, import
quotas and restrictions, tariffs and other means. Accordingly, changes in the
trade policies of Latin American countries affect both the market for the
Company's products as well as the Company's ability to sell its products. The
ability of the Company to sustain continued sales growth is greatly dependent on
(i) the continuing favorable economic and political climate of the Latin
American countries that it is currently operating in; (ii) the Company's ability
to maintain or increase profit margins on its sales within the competitive
market that it operates in; (iii) the availability of payment methods to its
customers; and (iv) to a lesser extent, product availability.
COUNTRY RISK
The Company does a substantial amount of business in Latin America. There are
significant "country risks" which arise in connection with this business,
including those associated with the receipt of payment for goods sold. Colombia,
which represents a significant market for the Company, is a country for which
the United States Government has taken a particular interest in monitoring the
flow of funds. Although the Company believes that payments received currently
comply with all applicable United States Government regulations and laws, there
can be no assurance that forms of payment will not be challenged by the United
States Government, or that business done in Colombia by the Company will not be
materially affected by this government scrutiny.
SEASONALITY
The Company's operations have historically been seasonal, with generally higher
sales in the third and fourth fiscal quarters. Typically, higher third and
fourth quarter sales result from increased sales in anticipation of the
Christmas holiday season. In addition, sales may also vary by fiscal quarter as
a result of the availability of merchandise for sale. Therefore, the results of
any interim period are not necessarily indicative of the results that might be
expected during a full fiscal year.
FORWARD LOOKING STATEMENTS
From time to time, the Company publishes "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act of 1995, including
certain statements in the "Management's Discussion and Analysis of Financial
Condition and Results of Operations," of this Form 10-Q, which relate to such
matters as anticipated financial performance, business prospects, technological
developments, new products and similar matters. The Private Securities
Litigation Reform Act of 1995 provides a safe harbor for forward-looking
statements. In order to comply with the terms of the safe harbor, the Company
notes that a variety of factors could cause the Company's actual results and
experience to differ materially from the anticipated results or other
expectations expressed in the Company's forward-looking statements. Such factors
include, among others: (i) the successful retrenchment of the Company's
operation in Panama, (ii) the general availability of credit from its principal
suppliers and banks to the Company, specifically, the continued cooperation of
its major suppliers and its banks to provide credit and their forbearance from
time to time as well as the successful consolidation of the Company's
borrowings; (iii) the discontinuation of certain non-profit aspects of its
business, e.g. certain products and customers; (iv) the Company's ability to
increase the profit margins on its sales within the highly competitive markets
in which it operates in; (v) continued positive economic developments in those
foreign countries in which the Company conducts a material amount of business,
including Colombia, Venezuela and Ecuador, as well as those markets which are
the source of competition, e.g. Asia.
11
PART II - OTHER INFORMATION
ITEM 5. OTHER INFORMATION
On July 18, 2000, the Company entered into an agreement with G.L.Ware Ltd., a
company incorporated under the laws of the State of Israel, and G.L. Ware USA,
LLC, a Delaware limited liability company, to purchase the assets of G.L. Ware
USA, LLC, in exchange for shares in Ezcony. GLA engages in the field of
development, marketing and commercialization of software.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
A. Exhibit 27 Financial Data Schedule
B. None
12
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.
EZCONY INTERAMERICA INC.
Date: August 15, 2000 BY: /s/ EZRA COHEN
--------------
Ezra Cohen, President and
Chief Executive Officer
Date: August 15, 2000 BY: /s/ CARLOS N. GALVEZ
--------------------
Carlos N. Galvez
Chief Financial Officer
13
EXHIBIT INDEX
EXHIBIT DESCRIPTION
- ------- -----------
27 Financial Data Schedule