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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 EXCHANGE ACT OF 1934
For the Quarterly Period Ended June 30, 2002
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 0-631
WEBFINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 56-2043000
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
150 East 52nd Street, 21st Floor
New York, New York 10022
(Address and zip code of principal executive offices)
877-431-2942
(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 by check mark whether the registrant has filed all
documents and reports required to be filed by Sections 12, 13, or 15(d) of the
Securities Exchange Act of 1934 subsequent to the distribution of securities
under a plan confirmed by a court. Yes (X) No ( )
As of August 9, 2002, 4,366,866 shares of the issuer's Common Stock,
$.001 par value (the "Common Stock") were issued and outstanding.
Table of Contents
Page No.
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Part I Financial Information
Item 1. Consolidated Financial Statements:
Consolidated Statements of Financial Condition as of
June 30, 2002 (unaudited) and December 31, 2001 2
Consolidated Statements of Operations for the three
months ended June 30, 2002 and 2001 (unaudited) 4
Consolidated Statements of Operations for the six months
ended June 30, 2002 and 2001 (unaudited) 5
Consolidated Statements of Cash Flow
for the six months ended June 30, 2002 and 2001 (unaudited) 6
Notes to Consolidated Financial Statements (unaudited) 8
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 10
Item 3. Quantitative and Qualitative Disclosures about Market Risk 12
Part II Other Information
Item 6. Exhibits and Reports on Form 8-K 14
Signatures 15
PART I FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements
WEBFINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(Amounts in thousands except per share data)
June 30, 2002 December 31, 2001
------------- -----------------
(unaudited)
Assets
Cash and due from banks $ 3,919 $ 4,961
Federal funds sold 1,347 134
------- -------
Total cash and cash equivalents 5,266 5,095
Investment securities
Held-to-maturity (estimated fair value $21 at June
30, 2002 and $27 at December 31, 2001) 20 25
Available-for-sale 1,260 262
------- -------
Total investment securities 1,280 287
Loans, net 16,204 12,611
Less allowance for loan loss 1,459 1,972
------- -------
Total loans, net 14,745 10,639
Foreclosed assets 462 449
Premises and equipment,
net of accumulated depreciation and amortization 56 77
Accrued interest receivable 133 54
Goodwill, net of accumulated
amortization of $394 in 2002 and 2001 1,380 1,380
Other assets 1,011 897
------- -------
$24,333 $18,878
======= =======
Liabilities and Stockholders' Equity
Deposits:
Non interest-bearing demand $ 295 $ 75
Interest-bearing:
MMA and NOW deposits 408 19
Certificates of deposit 12,190 7,220
------- -------
Total deposits 12,893 7,314
Other liabilities 245 170
------- -------
Total liabilities before minority interest 13,138 7,484
Commitments and contingencies -- --
Minority interest 334 324
(continued)
2
WEBFINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (continued)
(Amounts in thousands except per share data)
June 30, 2002 December 31, 2001
------------- -----------------
(unaudited)
Stockholders' Equity
Preferred stock, 10,000,000 shares authorized, none issued -- --
Common stock, 50,000,000 shares authorized;
$.001 par value, 4,366,866 shares issued
and outstanding at June 30, 2002 and
December 31, 2001 4 4
Paid-in capital 36,606 36,606
Accumulated other comprehensive income 61 2
Accumulated deficit (25,810) (25,542)
-------- --------
Total stockholders' equity 10,861 11,070
-------- --------
$ 24,333 $ 18,878
======== ========
See accompanying notes to consolidated financial statements.
3
WEBFINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
(Amounts in thousands except per share amounts)
For the Three Months Ended
June 30, 2002 June 30, 2001
------------- -------------
Interest income
Loans, including fees $ 523 $ 339
Due from banks 14 73
Federal funds sold 8 16
Investment securities 22 9
------- -------
Total interest income 567 437
Interest expense 80 113
------- -------
Net interest income before provision for
loan losses 487 324
Provision for loan losses (185) 289
------- -------
Net interest income after provision for
loan losses 672 35
------- -------
Noninterest income
Fee income 80 142
Miscellaneous income, net 81 170
------- -------
Total noninterest income 161 312
Noninterest expenses
Salaries, wages, and benefits 312 286
Professional and legal fees 186 161
Occupancy expense 45 49
Amortization of goodwill -- 29
Other general and administrative 303 265
------- -------
Total noninterest expenses 846 790
------- -------
Operating loss (13) (443)
Income tax credit (39) --
------- -------
Loss before minority interests (13) (443)
(Income) loss attributable to minority interests (18) 26
------- -------
Net income (loss) $ 8 $ (417)
======= =======
Basic and diluted net loss per share $ .00 $ (.10)
Weighted average number of common shares and
common share equivalents, basic 4,367 4,367
Weighted average number of common shares and
common share equivalents, diluted 4,367 4,367
See accompanying notes to consolidated financial statements
4
WEBFINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
(Amounts in thousands except per share amounts)
For the Six Months Ended
June 30, 2002 June 30, 2001
------------- -------------
Interest income
Loans, including fees $ 924 $ 735
Due from banks 32 142
Federal funds sold 14 41
Investment securities 30 16
------- -------
Total interest income 1,000 934
Interest expense 146 274
------- -------
Net interest income before provision for
loan losses 854 660
Provision for loan losses (140) 866
------- -------
Net interest income (loss) after provision for
loan losses 994 (206)
------- -------
Noninterest income
Gain on sale of loans -- 219
Fee income 216 332
Miscellaneous income, net 144 350
------- -------
Total noninterest income 360 901
Noninterest expenses
Salaries, wages, and benefits 568 601
Professional and legal fees 443 288
Occupancy expense 95 98
Amortization of goodwill -- 59
Other general and administrative 545 512
------- -------
Total noninterest expenses 1,651 1,558
------- -------
Operating loss (297) (863)
Income tax expense (credit) (39) 8
------- -------
Loss before minority interests (258) (871)
Loss (income) attributable to minority interests (10) 55
------- -------
Net loss $ (268) $ (816)
======= =======
Basic and diluted net loss per share $ (.06) $ (.19)
Weighted average number of common shares and
common share equivalents, basic 4,367 4,367
Weighted average number of common shares and
common share equivalents, diluted 4,367 4,367
See accompanying notes to consolidated financial statements.
5
WEBFINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOW (Unaudited)
(Amounts in thousands)
For the Six Months Ended
June 30, 2002 June 30, 2001
------------- -------------
Cash flows from operating activities:
Net loss from operations $ (268) $ (816)
Adjustments to reconcile net loss to net cash
used in operating activities:
Minority interest 10 (55)
Depreciation and amortization 22 22
Gain on sale of AFS securities (4) --
Gain on sale of loans -- (219)
Common stock granted in lieu of cash -- 47
Provision for loan losses (140) 866
Accretion of loan income and fees, net (68) (47)
Amortization of goodwill -- 59
Amortization of servicing assets 12 42
Decrease in valuation allowance on deferred taxes (39) --
Changes in operating assets and liabilities:
Accrued interest receivable (79) 7
Other assets (126) 146
Other liabilities 75 (624)
------- -------
Net cash used in operating activities (605) (572)
Cash flows from investing activities:
Principal payments received on held-to-maturity securities 5 2
Principal payments received on available-for-sale securities 93 71
Purchases of available-for-sale securities (1,053) (12)
Sales of available-for-sale securities 64
Purchase of premises and equipment (1) --
Cash received on settlement of loan sale -- 4,250
Sale of foreclosed assets 19 --
Loans originated and principal collections, net (3,930) (339)
------- -------
Net cash provided by (used in) investing activities (4,803) 3,972
Cash flows from financing activities:
Net increase in noninterest bearing deposits 220 --
Net increase in MMA and NOW deposits 389 --
Net increase (decrease) in certificates of deposit 4,970 (4,566)
Net increase in short term borrowings -- 186
------- -------
Net cash provided by (used in) financing activities 5,579 (4,380)
------- -------
(continued)
6
WEBFINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOW (Unaudited) (continued)
(Amounts in thousands)
For the Six Months Ended
June 30, 2002 June 30, 2001
------------- -------------
Net increase in cash and cash equivalents 171 (980)
Cash and cash equivalents at beginning of period 5,095 6,162
------- -------
Cash and cash equivalents at end of period $ 5,266 $ 5,182
======= =======
Supplemental disclosure of additional cash activities:
Cash paid for interest $ 81 $ 419
Cash paid for income taxes $ -- $ 8
Noncash investing and financing activities:
At June 30, 2002, the Company had a net unrealized gain on
available-for-sale securities of $100. As a result, the net deferred tax
liability was increased by $39 and comprehensive income of $61 was recorded in
the stockholders' equity section of the consolidated statements of financial
condition at June 30, 2002.
During the quarter ended June 30, 2002, the Company acquired real estate
in satisfaction of loans in the amount of $32.
See accompanying notes to consolidated financial statements.
7
WEBFINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
(All numbers except shares and per share data in thousands)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation--The accompanying interim consolidated
financial statements of WebFinancial Corporation and its subsidiaries (the
"Company") are unaudited and have been prepared in conformity with the
requirements of Regulation S-X promulgated under the Securities Exchange Act of
1934, as amended (the "Exchange Act"), particularly Rule 10-01 thereof, which
governs the presentation of interim financial statements. Accordingly, they do
not include all of the information and footnotes required by generally accepted
accounting principles. The accompanying interim consolidated financial
statements should be read in conjunction with the Company's significant
accounting policies as set forth in Note 1 to the consolidated financial
statements in the Company's Annual Report on Form 10-K for the fiscal year ended
December 31, 2001 (the "2001 10-K"). The consolidated Statement of Financial
Condition at December 31, 2001 was extracted from the Company's audited
consolidated financial statements contained in the 2001 10-K, and does not
include all disclosures required by generally accepted accounting principles for
annual consolidated financial statements.
In the opinion of management, all adjustments are comprised of
normal recurring accruals necessary for the fair presentation of the interim
financial statements. Operating results for the quarter ended June 30, 2002 are
not necessarily indicative of the results that may be expected for the year
ending December 31, 2002.
2. ORGANIZATION AND RELATIONSHIPS
The consolidated financial statements include the financial
statements of WebFinancial Corporation and its subsidiaries: WebFinancial
Holding Corporation, a wholly owned subsidiary of the Company ("Holdings"),
WebBank ("WebBank"), Praxis Investment Advisers, Inc. ("Praxis"), WebFinancial
Government Lending, Inc. ("Lending"), and Web Film Financial, Inc. ("Film"),
collectively referred to as the Company. WebBank is a Utah-chartered industrial
loan corporation, and is subject to comprehensive regulation, examination, and
supervision by the Federal Deposit Insurance Corporation ("FDIC"), and the State
of Utah Department of Financial Institutions. WebBank provides commercial and
consumer specialty finance services. All intercompany accounts and transactions
have been eliminated in consolidation.
3. GOODWILL
In July 2001, the Financial Accounting Standards Board (FASB) issued
FAS 142, "Goodwill and Other Intangible Assets". FAS 142 revises the method of
accounting for goodwill and other intangible assets. FAS 142 eliminates the
amortization of goodwill, but requires goodwill to be tested for impairment at
least annually at a reporting unit level. FAS 142 became effective for the
Company on January 1, 2002. The Company has completed the first step of the
transitional goodwill impairment test as required by FAS 142. This initial test
indicated that there was no impairment of goodwill.
The following tables reconcile the Company's net earnings for the
three months and six months ended June 30, 2002 and 2001 adjusted to exclude
goodwill amortization pursuant to SFAS 142 to amounts previously reported:
Three Months Ended
June 30, 2002 June 30, 2001
------------- -------------
Net income (loss)
Reported net income (loss) $ 8 $ (417)
Add back: Goodwill amortization - 29
------- -----------
Adjusted net income (loss) $ 8 $ (388)
======= ===========
Income (loss) per share - basic and diluted
Reported net income (loss) $ .00 $ (.10)
Goodwill amortization - .01
------- -----------
Adjusted net income (loss) $ .00 $ (.09)
======= ===========
8
Six Months Ended
June 30, 2002 June 30, 2001
------------- -------------
Net loss
Reported net loss $ (268) $ (816)
Add back: Goodwill amortization - 59
------- --------
Adjusted net loss $ (268) $ (757)
======= ========
Loss per share - basic and diluted
Reported net loss $ (.06) $ (.19)
Goodwill amortization - .01
------- --------
Adjusted net loss $ (.06) $ (.18)
======= =========
4. OTHER COMPREHENSIVE INCOME (LOSS)
Other comprehensive income (loss) is defined as the change in equity
during a period, from transactions and other events not included in net
earnings, excluding changes resulting from investments by owners (e.g.,
supplement stock offerings) and distributions to owners (e.g., dividends).
As of June 30, 2002, accumulated comprehensive income (loss)
consisted of the following:
Balance at December 31, 2001 $ 2
Net change during the period related
to unrealized holding loss
on AFS securities arising
during the period. 59
--
Balance at June 30, 2002 $ 61
=========
9
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
The following discussion should be read in conjunction with the
consolidated financial statements of the Company and the notes thereto presented
elsewhere herein.
CHANGES IN FINANCIAL CONDITION
June 30, 2002 Compared to December 31, 2001
Total assets increased by $5,455,000 during the six months ended
June 30, 2002. Almost all of the Company's asset growth occurred at WebBank. In
January 2002, WebBank began factoring commercial accounts receivable. The
balance of factored accounts receivable at June 30, 2002 was $2,890,000. Other
changes in total assets between December 31, 2001 and June 30, 2002 involved
increases in WebBank's commercial loan portfolio of $672,000 and federal funds
sold of $1,213,000. The increase in the Company's total assets was funded
primarily with a $4,970,000 increase in certificates of deposit at WebBank.
Other deposits at WebBank increased by $609,000.
CHANGES IN RESULTS OF OPERATIONS
Three Months Ended June 30, 2002 Compared to Three Months Ended June 30, 2001
Net income for the quarter ended June 30, 2002 was $8,000 or $.00
per share compared to a net loss of $(417,000) or $(.10) per share for the same
period in 2001. The majority of the Company's $425,000 or $.10 per share
improvement between periods was attributable to WebBank.
The Company's net interest income after provision for loan losses
increased by $637,000 between the two periods primarily due to a $474,000
decrease in the provision for loan losses at WebBank. During 2001, WebBank
discontinued its commercial lending program. Subsequent loan paydowns, payoffs
and upgrades at WebBank in the second quarter of 2002 created excess loan loss
reserves of $185,000. This excess reserve was recaptured and taken into income
during the quarter ended June 30, 2002.
Noninterest income for the Company decreased by $151,000 between the
two periods. Fee income declined by $62,000 primarily because WebBank's
commercial loan origination, payday lending and structured settlement programs
were discontinued in 2001. The unfavorable impact of this loss of business was
partially offset by new student loan and medical treatment lending programs.
Miscellaneous income declined by $89,000 in large part because of non-recurring
items in 2001 at WebBank including a program termination fee and recovery of an
operational loss.
The Company's noninterest expense increased by $56,000 between the
two periods. The increase was spread relatively evenly over most expense
categories. Partially offsetting the increases in other expense categories was
the discontinuance of goodwill amortization at WebBank at the beginning of 2002
in accordance with Statement of Financial Accounting Standard No. 142.
CHANGES IN RESULTS OF OPERATIONS
Six Months Ended June 30, 2002 Compared to Six Months Ended June 30, 2001
The net loss for the six months ended June 30, 2002 was $(268,000)
or $(.06) per share compared to a net loss of $(816,000) or $(.19) per share for
the same period in 2001. The Company's improvement from period to period was
$548,000 or $.13 per share, the majority of which occurred at WebBank.
The Company's net interest income after provision for loan losses
increased by $1,200,000 between the two periods primarily due to a decrease in
the provision for loan losses of $1,006,000 at WebBank. The discontinuation of
10
WebBank's commercial loan program during 2001 resulted in excess loan loss
reserve which was recaptured and taken into income during the first six months
of 2002.
Noninterest income for the Company decreased by $541,000 between the
two periods. Discontinuance of the commercial loan origination program at
WebBank in 2001 resulted in a decrease in gain on sale of loans of $219,000. As
stated earlier, fee income declined by $116,000 primarily because WebBank's
commercial loan origination, payday lending and structured settlement programs
were discontinued in 2001, which was partially offset by two new fee generating
programs. Miscellaneous income declined by $206,000 in large part because of
non-recurring items in 2001 at WebBank including start-up and termination fees
and recovery of an operational loss.
The Company's noninterest expense increased by $93,000 between the
two periods. A large part of the change was due to a $155,000 increase in
professional and legal fees. At WebFinancial Corporation, professional and legal
fees increased by $91,000 from period to period, most of which were incurred in
the first quarter of 2002 to defend against legal action brought by a former
employee. WebBank's professional and legal fees increased by $64,000 primarily
as a result of new program development costs and aggressive loan collection
efforts in 2002. As explained previously, goodwill amortization was discontinued
at WebBank at the beginning of 2002 in accordance with Statement of Financial
Accounting Standard No. 142. In addition, the Company's reduction in salary,
wages, and benefits expense of $33,000 was attributable to staff reductions made
by WebBank in October 2001.
LIQUIDITY AND CAPITAL RESOURCES
The Company's liquidity generally comes from either cash and cash
equivalents or borrowings by WebBank. At June 30, 2002 and December 31, 2001,
the Company's cash and cash equivalents totaled $5,266,000 and $5,095,000,
respectively. Funding for WebBank is obtained primarily from certificates of
deposit obtained through brokers and from a secured line of credit with a local
correspondent bank. Management believes that the Company's current cash and cash
equivalent balances, expected operating cash flows, and WebBank borrowing
sources are adequate to meet its liquidity needs through at least the next 12
months.
The Company continues to actively seek acquisition transactions.
There can be no assurance that the Company will be able to acquire an additional
business, or that such business will be profitable. In order to finance an
acquisition, the Company may be required to incur or assume indebtedness or
issue securities. To date, the Company has no agreements or understandings with
respect to future acquisitions.
FORWARD-LOOKING STATEMENTS
The following important factors, among others, could cause actual
results to differ materially from those indicated by forward-looking statements
made in this Quarterly Report of Form 10-Q and presented elsewhere by
management. All forward-looking statements included in this document are based
on information available to the Company on the date hereof, and the Company
assumes no obligation to update any such forward-looking statements. A number of
uncertainties exist that could affect the Company's future operating results,
including, without limitation, general economic conditions, changes in interest
rates, the Company's ability to attract deposits, the Company's ability to
control costs, and the risk factors described in the 2001 10-K. Because of these
and other factors, past financial performance should not be considered an
indication of future performance. The Company's future quarterly operating
results may vary significantly. Investors should not use historical trends to
anticipate future results and should be aware that the trading price of the
Company's Common Stock may be subject to wide fluctuations in response to
quarterly variations in operating results and other factors, including those
discussed above.
11
Item 3. Quantitative and Qualitative Disclosures about Market Risk
The Company maintains investment and commercial loan portfolios.
Both of these activities are subject to specific policies that are focused on
preserving principal, maintaining proper liquidity to meet operating needs, and
maximizing yields.
The Company's operations may be subject to a variety of market
risks, the most material of which is the risk of changing interest rates.
Generally, interest rate risk is the volatility in financial performance
attributable to changes in market interest rates, which may result in either
fluctuation of net interest income or changes to the economic value of the
equity of the Company. The following discusses certain factors that may affect
the Company's financial results and operations and should be considered in
evaluating the Company.
Interest Rates. The Company's earnings may be impacted by changing
interest rates. Changes in interest rates impact the level of loans, deposits
and investments, the credit profile of existing loans, the rates received on
loans and securities and the rates paid on deposits and borrowings. The Company
attempts to minimize interest rate risk through various means including the
matching of interest rate volatility of assets and liabilities. However,
significant fluctuations in interest rates may have an adverse effect on the
Company's financial condition and results of operations.
Market Risk. The fair value of the Company's loans and deposit
accounts at June 30, 2002 approximated their book value. Market risk was
estimated as the potential decrease (increase) in future earnings and cash flows
resulting from a hypothetical 3% increase (decrease) in the Company's estimated
weighted average lending rate at June 30, 2002. Although a large portion of the
interest on the Company's loans are indexed to a market rate, there would be no
material effect on the future earnings or cash flows related to the Company's
total debt for such a hypothetical change.
Government Regulation and Monetary Policy. The banking industry is
subject to extensive federal and state supervision and regulation. Significant
new laws or changes in existing laws, or repeals of existing laws may cause the
Company's results to differ materially. Further, federal monetary policy,
particularly as implemented through the Federal Reserve System, significantly
affects credit conditions for the Company and a material change in these
conditions could have a material adverse impact on the Company's financial
condition and results of operations.
Competition. The banking and financial services businesses in the
Company's lines of business are highly competitive. The increasingly competitive
environment is a result of changes in regulation, changes in technology and
product delivery systems, and the accelerating pace of consolidation among
financial service providers. The results of the Company may differ if
circumstances affecting the nature or level of competition change.
Credit Quality. A source of risk arises from the possibility that
losses will be sustained because borrowers, guarantors and related parties may
fail to perform in accordance with the terms of their loans. The Company has
adopted underwriting and credit monitoring procedures and credit policies,
including the establishment and review of the allowance for credit losses, that
management believes are appropriate to minimize this risk by assessing the
likelihood of nonperformance, tracking loan performance and diversifying the
Company's credit portfolio. These policies and procedures, however, may not
prevent unexpected losses that could have a material adverse effect on the
Company's results.
Non-banking Activities. The Company may expand its operations into
new non-banking activities in 2002. Although the Company has experience in
providing bank-related services, this expertise may not assist us in our
expansion into non-banking activities. As a result, we may be exposed to risks
associated with, among other things, (1) a lack of market and product knowledge
12
or awareness of other industry related matters and (2) an inability to attract
and retain qualified employees with experience in these non-banking activities.
Proposed Legislation. From time to time, various types of federal
and state legislation have been proposed that could result in additional
regulation of, and modifications of restrictions on, the business of the
Company. It cannot be predicted whether any legislation currently being
considered will be adopted or how such legislation or any other legislation that
might be enacted in the future would affect the business of the Company.
13
PART II OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
See exhibit index immediately following the signature page.
(b) Reports on Form 8-K during the quarter
None.
14
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.
Date: August 9, 2002 WebFinancial Corporation
By: /s/ Warren G. Lichtenstein
--------------------------
Warren G. Lichtenstein
President and Chief Executive Officer
By: /s/ Glen M. Kassan
------------------------------
Glen M. Kassan
Vice President and Chief Financial Officer
15
EXHIBIT INDEX
11 Statement Regarding Computation of Net Loss Per Share
99.1 Certification of Chief Executive Officer
99.2 Certification of Chief Financial Officer