UNITED STATES
SECURITIES & 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
For the transition period from ___________ to ______________
Commission file number: 0-28234
MEXICAN RESTAURANTS, INC.
(Exact name of registrant as specified in its charter)
TEXAS
(State or other jurisdiction of 76-0493269
incorporation or organization) (IRS Employer Identification Number)
1135 EDGEBROOK, HOUSTON, TEXAS 77034-1899
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: 713-943-7574
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
--- ---
Number of shares outstanding of each of the issuer's classes of common stock, as
of July 22, 2002: 3,425,605 SHARES OF COMMON STOCK, PAR VALUE $.01.
PART 1 - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
MEXICAN RESTAURANTS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(UNAUDITED) (AUDITED)
ASSETS 6/30/2002 12/30/2001
------------ ------------
Current assets:
Cash and cash equivalents $ 319,427 $ 311,423
Royalties receivable 128,856 113,329
Other receivables 567,070 554,211
Inventory 591,425 654,237
Taxes receivable 192,174 333,038
Prepaid expenses and other current assets 623,432 682,058
------------ ------------
Total current assets 2,422,384 2,648,296
------------ ------------
Property, plant and equipment 26,363,001 25,500,483
Less accumulated depreciation (9,758,836) (8,749,475)
------------ ------------
Net property, plant and equipment 16,604,165 16,751,008
Deferred tax assets 906,855 1,145,360
Property held for resale 958,487 1,399,672
Other assets 8,460,236 8,122,278
------------ ------------
$ 29,352,127 $ 30,066,614
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current installments of long-term debt $ 1,000,000 $ 1,000,000
Accounts payable 1,930,163 1,947,973
Accrued sales and liquor taxes 483,704 464,495
Accrued payroll and taxes 928,724 1,123,083
Accrued expenses 818,316 1,266,786
------------ ------------
Total current liabilities 5,160,907 5,802,337
------------ ------------
Long-term debt, net of current portion 4,622,729 5,572,729
Other liabilities 816,053 580,696
Deferred gain 2,289,569 2,393,639
Stockholders' equity:
Preferred stock, $.01 par value, 1,000,000 shares
authorized -- --
Capital stock, $0.01 par value, 20,000,000 shares
authorized, 4,732,705 shares issued 47,327 47,327
Additional paid-in capital 20,121,076 20,121,076
Retained earnings 7,965,672 6,873,797
Deferred compensation (109,563) (130,215)
Treasury stock, cost of 1,181,600 and 1,191,000 shares, respectively (11,561,643) (11,194,772)
------------ ------------
Total stockholders' equity 16,462,869 15,717,213
------------ ------------
$ 29,352,127 $ 30,066,614
============ ============
2
MEXICAN RESTAURANTS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
13-WEEK 13-WEEK 26-WEEK 26-WEEK
PERIOD ENDED PERIOD ENDED PERIOD ENDED PERIOD ENDED
06/30/02 07/01/01 06/30/02 07/01/00
------------ ------------ ------------ ------------
Revenues:
Restaurant sales $ 15,252,133 $ 15,520,414 $ 30,237,031 $ 30,971,435
Franchise fees and royalties 307,913 299,995 622,843 606,486
Other 11,233 64,993 17,658 85,482
------------ ------------ ------------ ------------
15,571,279 15,885,402 30,877,532 31,663,403
------------ ------------ ------------ ------------
Costs and expenses:
Cost of sales 4,198,866 4,300,098 8,245,060 8,549,635
Labor 5,000,758 5,104,894 9,882,310 10,216,473
Restaurant operating expenses 3,656,919 3,981,999 7,314,637 7,766,718
General and administrative 1,275,223 1,363,345 2,622,979 2,658,595
Depreciation and amortization 554,635 576,417 1,097,051 1,150,010
Pre-opening costs -- -- -- 254
------------ ------------ ------------ ------------
14,686,401 15,326,753 29,162,037 30,341,685
------------ ------------ ------------ ------------
Operating income 884,878 558,649 1,715,495 1,321,718
------------ ------------ ------------ ------------
Other income (expense):
Interest income 17,330 3,372 27,172 14,046
Interest expense (84,625) (219,116) (203,949) (410,868)
Other, net 7,410 245,040 29,379 254,808
------------ ------------ ------------ ------------
(59,885) 29,296 (147,398) (142,014)
------------ ------------ ------------ ------------
Income before income tax expense 824,993 587,945 1,568,097 1,179,704
Income tax expense 230,998 205,710 476,222 412,826
------------ ------------ ------------ ------------
Net income $ 593,995 $ 382,235 $ 1,091,875 $ 766,878
============ ============ ============ ============
Basic income per share $ 0.17 $ 0.11 $ 0.31 $ 0.22
============ ============ ============ ============
Diluted income per share $ 0.17 $ 0.11 $ 0.31 $ 0.22
============ ============ ============ ============
Weighted average number of shares (basic) 3,470,851 3,530,718 3,487,840 3,529,024
============ ============ ============ ============
Weighted average number of shares (diluted) 3,581,074 3,530,718 3,569,353 3,529,024
============ ============ ============ ============
3
MEXICAN RESTAURANTS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
26-WEEK PERIODS ENDED
----------------------------
6/30/2002 7/1/2001
----------- -----------
Cash flows from operating activities:
Net income $ 1,091,875 $ 766,878
Adjustments to reconcile net income to net cash
provided by operating activities:
Deferred compensation 20,652 20,652
Depreciation and amortization 1,097,051 1,150,010
Deferred gain amortization (104,070) (117,557)
Deferred taxes 238,505 181,229
Loss (gain) on sale of property, plant & equipment 10,182 (224,656)
Changes in assets and liabilities:
Royalties receivable (15,527) 23,041
Other receivables 29,616 (252,372)
Income tax receivable/payable 140,864 358,401
Inventory 62,812 69,097
Prepaid and other current assets 25,727 (601,273)
Other assets (5,572) (191,973)
Accounts payable (17,810) (172,257)
Accrued expenses and other liabilites (623,620) 341,258
Other liabilities 201,837 95,657
----------- -----------
Total adjustments 1,060,647 679,257
----------- -----------
Net cash provided by operating activities 2,152,522 1,446,135
----------- -----------
Cash flows from investing activities:
Purchase of property, plant and equipment (915,743) (1,117,274)
Proceeds from sale of property, plant and equipment 78,000 108,738
Payment received on note for sale of property 10,096 --
----------- -----------
Net cash used in investing activities (827,647) (1,008,536)
----------- -----------
Cash flows from financing activities:
Net borrowings (payments) under line of credit (950,000) (527,271)
Purchase of treasury stock (366,871) (29,375)
----------- -----------
Net cash used in financing activities (1,316,871) (556,646)
----------- -----------
Increase (decrease) in cash and cash equivalents 8,004 (119,047)
----------- -----------
Cash and cash equivalents at beginning of period 311,423 636,334
----------- -----------
Cash and cash equivalents at end of period $ 319,427 $ 517,287
=========== ===========
Supplemental disclosure of cash flow information:
Cash paid during the period:
Interest $ 182,912 $ 396,621
Income Taxes $ 106,615 $ 97,597
Non-cash investing and financing activity:
Sale of property for note receivable $ 398,047 $ 244,109
4
MEXICAN RESTAURANTS, INC. AND CONSOLIDATED SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. BASIS OF PRESENTATION
In the opinion of Mexican Restaurants, Inc. (the "Company"),
the accompanying consolidated financial statements contain all
adjustments (consisting only of normal recurring accruals and
adjustments) necessary for a fair presentation of the consolidated
financial position as of June 30, 2002, and the consolidated statements
of income and cash flows for the 26-week and 13-week periods ended June
30, 2002 and July 1, 2001. The consolidated statements of income for
the 26-week and 13-week period ended June 30, 2002 is not necessarily
indicative of the results to be expected for the full year.
IMPACT OF RECENTLY ISSUED ACCOUNTING STANDARDS
In July 2001, the FASB issued Statement on Financial
Accounting Standards No. 142, "Goodwill and Other Intangible Assets,"
(SFAS 142) which became effective for our Company the beginning of
fiscal 2002. SFAS 142 requires goodwill and other intangible assets
with indefinite lives no longer be amortized. SFAS 142 further requires
the fair value of goodwill and other intangible assets with indefinite
lives be tested for impairment upon adoption of this statement,
annually and upon the occurrence of certain events, and be written down
to fair value if considered impaired. The adoption of SFAS 142 resulted
in the elimination of annual amortization expense related to goodwill
in the amount of approximately $329,468. If SFAS had been adopted in
fiscal 2001, adjusted net income for the second quarter and the 26-week
period would have been $435,774 and $873,955, or $0.12 and $0.24 per
share, respectively. Our management has evaluated goodwill as required
by SFAS 142 and has determined that no impairment of goodwill exists.
In August, 2001, the FASB issued Statement on Financial
Accounting Standards No. 144, "Accounting for the Impairment or
Disposal of Long-Lived Assets," (SFAS 144) which became effective for
our Company the beginning of fiscal 2002. SFAS 144 requires that
long-lived assets to be disposed of by sale be measured at the lower of
carrying amount or fair value less cost to sell, whether reported in
continuing operations or in discontinued operations. SFAS 144 broadens
the reporting of discontinued operations to include all components of
an entity with operations that can be distinguished from the rest of
the entity and that will be eliminated from the ongoing operations of
the entity in a disposal transaction. There has been no impact on our
financial position or results of operations due to the adoption of SFAS
144.
SFAS No. 145, "Rescission of FASB Statements No. 4, 44, and
64, Amendment of FASB Statement No. 13 and Technical Corrections," was
issued in April 2002. SFAS No. 145 provides guidance for income
statement classification of gains and losses on extinguishment of debt
and accounting for certain lease modifications that have economic
effects that are similar to sale-leaseback transactions. SFAS No. 145
is effective for the Company in January 2003. The Company is evaluating
the impact of SFAS No. 145.
SFAS No. 146, "Accounting for Exit or Disposal Activities" was
issued in June 2002. SFAS No. 146 addresses significant issues
regarding the recognition, measurement, and reporting of costs that are
associated with exit and disposal activities, including restructuring
activities that are currently accounted for pursuant to the guidance
set forth in EITF Issue No. 94-3, "Liability Recognition for Certain
Employee Termination Benefits and Other Costs to Exit an Activity."
SFAS No. 146 is effective for the Company in January 2003. The Company
is evaluating the impact of SFAS No. 146.
5
2. ACCOUNTING POLICIES
During the interim periods the Company follows the accounting
policies set forth in its consolidated financial statements in its
Annual Report and Form 10-K (file number 0-28234). Reference should be
made to such financial statements for information on such accounting
policies and further financial details.
3 NET INCOME (LOSS) PER COMMON SHARE
Basic income per share is based on the weighted average shares
outstanding without any dilutive effects considered. Diluted income per
share reflects dilution from all contingently issuable shares,
including options and warrants. As of June 30, 2002 and July 1, 2001,
the Company had 1,066,770 and 900,170 options and warrants outstanding,
respectively. As of June 30, 2002 and July 1, 2001, such stock options
and warrants have the effect of increasing basic weighted average
shares outstanding by 110,223 and 0 for the 13-week periods and by
81,513 and 0 for the 26-week periods, respectively.
ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Form 10-Q contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause the actual results,
performance or achievements of the Company to be materially different
from any future results, performance or achievements expressed or
implied by such forward-looking statements. Such factors include, among
others, the following: accelerating growth strategy; dependence on
executive officers; geographic concentration; increasing susceptibility
to adverse conditions in the region; changes in consumer tastes and
eating habits; national, regional or local economic and real estate
conditions; demographic trends; inclement weather; traffic patterns;
the type, number and location of competing restaurants; inflation;
increased food, labor and benefit costs; the availability of
experienced management and hourly employees; seasonality and the timing
of new restaurant openings; changes in governmental regulations; dram
shop exposure; and other factors not yet experienced by the Company.
The use of words such as "believes", "anticipates", "expects",
"intends" and similar expressions are intended to identify
forward-looking statements, but are not the exclusive means of
identifying such statements. Readers are urged to carefully review and
consider the various disclosures made by the Company in this report and
in the Company's Annual Report and Form 10-K for the fiscal year ended
December 30, 2001, that attempt to advise interested parties of the
risks and factors that may affect the Company's business.
6
RESULTS OF OPERATIONS
Revenues. The Company's revenues for the second quarter of
fiscal year 2002 were down $314,123 or 2.0% to $15.6 million compared
with the same quarter one year ago. Restaurant sales for the second
quarter of fiscal year 2002 were down $268,281 compared with the same
quarter one year ago, to $15.3 million. The decline reflects the
December 30, 2001 closure of three under-performing restaurants in
Boise, Idaho. In the fiscal quarter ended July 1, 2001, the three
restaurants located in Boise, Idaho accounted for $417,511 in
restaurant sales. Towards the end of the second quarter of fiscal year
2001, in addition to the three restaurants that were closed, one
restaurant was acquired from a franchisee. Total system sales at
restaurants operating in both fiscal quarters ("same-stores") increased
1.4%. Company-owned same-store sales for the quarter decreased 0.9%.
Franchise-owned same-store sales for the quarter increased 4.4%.
On a year-to-date basis, the Company's revenues were down
$785,871 or 2.5% to $30.9 million compared with the same 26-week period
one year ago. Restaurant sales were down $734,404 or 2.4% compared with
the same 26-week period one year ago. The decrease was due to the same
factors discussed above. Year-to-date total system same-store sales
increased 1.8%. Company-owned same-store sales for the 26-week period
decreased 1.1%. Franchise-owned same-store sales for the 26-week period
increased 5.7%.
Costs and Expenses. Cost of sales, consisting primarily of
food and beverage costs, but also including paper and supplies,
decreased as a percentage of restaurant sales in the second quarter of
fiscal 2002 to 27.5% as compared with 27.7% in the same quarter in
fiscal 2001. While a small portion of the improvement was due to the
closure of under-performing restaurants, most of the improvement was
the result of buying efficiencies.
On a year-to-date basis, cost of sales decreased as a
percentage of restaurant sales to 27.3% as compared with 27.6% in the
same quarter in fiscal 2001. The decrease was due to the same factors
discussed above.
Labor and other related expenses decreased as a percentage of
restaurant sales to 32.8% in the second quarter of fiscal 2002 as
compared with 32.9% in the same quarter in fiscal 2001. While a small
portion of the improvement was due to the closure of under-performing
restaurants, most of the improvement was the result of labor
efficiencies gained through increased same-store sales at Casa Ole and
La Senorita.
On a year-to-date basis, labor and other related expenses
decreased as a percentage of restaurant sales to 32.7% in the 26-week
period ended June 30, 2002 compared with 33.0% in the same 26-week
period one year ago. The decrease was primarily due to the same factors
discussed above.
Restaurant operating expenses, which primarily includes rent,
property taxes, utilities, repair and maintenance, liquor taxes and
advertising, decreased as a percentage of restaurant sales to 24.0% in
the second quarter of fiscal 2002 as compared with 25.7% in the same
quarter in fiscal 2001. The improvement reflects lower utility and
occupancy expenses.
On a year-to-date basis, restaurant operating expenses
decreased as a percentage of restaurant sales to 24.2% in the 26-week
period ended June 30, 2002 compared with 25.1% in the same 26-week
period one year ago. The decrease was primarily due to the same factors
discussed above.
General and administrative expenses decreased as a percentage
of total sales to 8.2% in the second quarter of fiscal 2002 as compared
with 8.6% in the same quarter in fiscal year 2001. During the second
quarter in fiscal 2001, the Company accrued $100,000 in severance.
Without the severance, general and administrative expense, as a
percentage of total sales, for second quarter in fiscal 2001 would have
been 8.0%.
On a year-to-date basis, general and administrative expenses
increased as a percentage of total sales 10 basis points to 8.5% in the
26-week period ended June 30, 2002 compared with 8.4% in the
7
same 26-week period one year ago. The increase reflects a lower revenue
base as the Company closed under-performing restaurants.
Depreciation and amortization expense did not change as a
percentage of total sales, remaining at 3.6% in the second quarter of
fiscal 2002 compared with 3.6% the same quarter in fiscal 2001. In
fiscal year 2002, the Company adopted SFAS 142, "Goodwill and Other
Intangible Assets," which requires goodwill and other intangible assets
with indefinite lives no longer be amortized. During the second quarter
of fiscal year 2001, amortization expense was $82,367.
On a year-to-date basis, depreciation and amortization expense
also did not change as a percentage of total sales, remaining at 3.6%
for the 26-week period ended June 30, 2002 compared with 3.6% the same
26-week period one year ago. For the 26-week period ended July 1, 2001,
amortization expense was $164,734.
The Company did not open any new restaurants in the first or
second quarters of 2002; consequently, there were no pre-opening costs.
Other Income (Expense). Net other income (expense) decreased
from income to an expense by $89,181 compare with the second quarter in
fiscal 2001. The decrease was due to last year's $226,000 gain on sale
of one restaurant. For the second quarter of fiscal 2002, interest
expense decreased by $134,491 compared with the second quarter in
fiscal 2001. The decrease reflects a decline in debt outstanding and a
decline in interest rates. Total debt as of June 30, 2002 was $5.6
million compared with $7.8 million as of July 1, 2001.
On a year-to-date basis, net other income (expense) increased
in expense by $5,384 due to the factors discussed above.
Income Tax Expense. For the second quarter of fiscal 2002, the
Company's effective tax rate was 28.0% as compared with 35.0% in the
same quarter in fiscal 2001. The decrease was due to the utilization of
tax credit carryforwards and the adjustment of tax basis assets related
to previous acquisitions.
On a year-to-date basis, the Company's effective tax rate was
30.0% compared with 35.0% in the same 26-week period one year ago. The
decrease was due to the utilization of tax credit carryforwards and the
adjustment of tax basis assets related to previous acquisitions.
LIQUIDITY AND CAPITAL RESOURCES
The Company met capital requirements for the 26-week period
ended June 30, 2002 with cash generated by operations. As of June 30,
2002, the Company's operations generated approximately $2,152,522 in
cash, as compared with $1,446,135 in the 26-week period one year ago.
As of June 30, 2002, the Company had a working capital deficit of
approximately $2.7 million. A working capital deficit is common in the
restaurant industry, since restaurant companies do not typically
require a significant investment in either accounts receivable or
inventory.
The Company's principal capital requirements are the funding
of new restaurant development or acquisitions and remodeling of older
units. During the 26-week period of fiscal 2002, capital expenditures
on property, plant and equipment were approximately $915,743 as
compared to $1,117,274 for the 26-week period of fiscal 2001. Capital
expenditures included the remodeling of four restaurants. The Company
also sold a previously closed restaurant for $78,000 in cash and a note
for $400,000, for a total of $478,000. Additionally, the Company had
cash outlays for necessary replacement of equipment and leasehold
improvements in various older units. There are no new restaurants
planned for fiscal year 2002. The Company does plan to modestly remodel
one more
8
restaurant in fiscal year 2002. The Company estimates its capital
expenditures for the remainder of the fiscal year will be approximately
$800,000.
On July 9, 2002, a fire damaged and closed a Company-leased
restaurant. The restaurant, which was insured for both property damage
and business interruption, will likely be closed for approximately 120
days, and the Company does not expect any material losses as a result
of this fire.
On June 29, 2001, the Company re-financed $7.8 million of its
debt with Fleet National Bank. The new credit facility is for $10.0
million. The credit facility consists of a $5.0 million term note that
requires quarterly principal payments of $250,000 and matures on June
29, 2006. The credit facility also includes a $5.0 million revolving
line of credit that matures on June 29, 2004. The interest rate is
either the prime rate or LIBOR plus a stipulated percentage.
Accordingly, the Company is impacted by changes in the prime rate and
LIBOR. The Company is subject to a non-use fee of 0.5% on the unused
portion of the revolver from the date of the credit agreement. As of
June 30, 2002, the Company had $5.6 million outstanding on the credit
facility and is in full compliance with all debt covenants. Over the
last several years, the Company's debt was incurred to acquire
Monterey's Acquisition Corp, which was acquired on July 1997, La
Senorita Restaurants, which was acquired on April 30, 1999, to develop
new restaurants, to remodel existing restaurants, as well as to
accommodate other working capital needs. The Company paid down debt
$950,000 during the 26-week period of fiscal 2002, and anticipates that
it will use excess cash flow during the remainder of fiscal 2002 to pay
down debt approximately $1.0 million more (a total of $2.0 million for
fiscal year 2002). During the second quarter of fiscal 2002, the
Company's Board of Directors authorized management to implement a
limited stock repurchase program in the amount of $350,000. The stock
repurchase program was substantially completed during the second
quarter with the acquisition of 78,500 common shares for $337,731, or
$4.30 per share. The Company also purchased 11,175 vested options for
$13,400 and 9,400 common shares for $40,068 from former employees and a
former director of the Company. The shares acquired are being held for
general corporate purposes, including the offset of the dilutive effect
on shareholders from the exercise of stock options.
The Company's management believes that with its operating
cash flow and the Company's revolving line of credit with Fleet
National Bank, funds will be sufficient to meet operating requirements
and to finance routine capital expenditures and remodels through the
end of the 2002 fiscal year. Unless the Company violates an important
debt covenant, the Company's credit facility with Fleet National Bank
is not subject to triggering events that would cause the credit
facility to become due sooner than the maturity dates described in the
previous paragraph.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Company does not have or participate in transactions
involving derivative, financial and commodity instruments. The
Company's long-term debt bears interest at floating market rates. Based
on amount outstanding at June 30, 2002, a 1% change in interest rates
would change interest expense by $14,000.
9
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(A) EXHIBITS
Exhibit
Number Document Description
------- --------------------
99.1 Certification of Chief Executive Officer Pursuant to
18 U.S.C. Section 1350, as Adopted Pursuant to Section
906 of the Sarbanes-Oxley Act of 2002
99.2 Certification of Chief Financial Officer Pursuant to
18 U.S.C. Section 1350, as Adopted Pursuant to Section
906 of the Sarbanes-Oxley Act of 2002
10
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
MEXICAN RESTAURANTS, INC.
Dated: August 2, 2002 By: /s/ Curt Glowacki
-------------------------
Curt Glowacki
Chief Executive Officer
(Principal Executive Officer)
Dated: August 2, 2002 By: /s/ Andrew J. Dennard
-------------------------
Andrew J. Dennard
Senior Vice President, Chief Financial Officer & Treasurer
(Principal Financial Officer and
Principal Accounting Officer)
11
INDEX TO EXHIBITS
Exhibit
Number Document Description
------- --------------------
99.1 Certification of Chief Executive Officer Pursuant to
18 U.S.C. Section 1350, as Adopted Pursuant to Section
906 of the Sarbanes-Oxley Act of 2002
99.2 Certification of Chief Financial Officer Pursuant to
18 U.S.C. Section 1350, as Adopted Pursuant to Section
906 of the Sarbanes-Oxley Act of 2002