-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PFicXNUJ3Ry6dWLpM/uvNVFxSP/9cFf6VJSImF2vQWr19MQBd8DQt7xdvaoyEw2N m7ZOhG92FSN6KrEum4+QEQ== 0000106423-95-000016.txt : 19951119 0000106423-95-000016.hdr.sgml : 19951119 ACCESSION NUMBER: 0000106423-95-000016 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950930 FILED AS OF DATE: 19951114 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: WESTLAND DEVELOPMENT CO INC CENTRAL INDEX KEY: 0000106423 STANDARD INDUSTRIAL CLASSIFICATION: OPERATORS OF NONRESIDENTIAL BUILDINGS [6512] IRS NUMBER: 850165021 STATE OF INCORPORATION: NM FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-07775 FILM NUMBER: 95591993 BUSINESS ADDRESS: STREET 1: 401 COORS BOULEVARD NW CITY: ALBUQUERQUE STATE: NM ZIP: 87121 BUSINESS PHONE: 5058319600 MAIL ADDRESS: STREET 1: 401 COORS BLVD NW CITY: ALBUQUERQUE STATE: NM ZIP: 87121 10QSB 1 FORM 10-QSB - QUARTERLY REPORT UNDER SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Mark One) [XX]QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended September 30, 1995 [ ]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission File Number: 0-7775 WESTLAND DEVELOPMENT CO., INC. ------------------------------ (Exact name of registrants specified in its charter) NEW MEXICO 85-0165021 - --------------------------------- ------------------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 401 Coors Blvd., N.W., Albuquerque, New Mexico 87121 - ------------------------------------------------------------------------------- (Address of principal executive offices) (505)831-9600 - ------------------------------------------------------------------------------- (Issuer's telephone number) N/A - ------------------------------------------------------------------------------- (Former name, former address and former three-months, if changed since last report) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act during the past 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 [ ] The number of shares of the registrant's common stock outstanding as of November 10, 1995, was: No Par Value Common: 716,608 Class B $1.00 Par Value Common: 78,600 Transitional Small Business Format (check one) Yes [ ] No [ X ] PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS WESTLAND DEVELOPMENT CO., INC. BALANCE SHEET (unaudited) September 30, 1995 ASSETS Cash and cash equivalents ........................ $ 1,918,748 Receivables: Real estate contracts ......................... $ 180,375 Less related deferred profit ............. 127,130 ------------ 53,245 Other receivables ............................. 120,982 Accrued interest .............................. 971 175,198 ------------ Land and improvements held for future development ............................ 5,339,527 Income producing properties, net ................. 3,765,514 Property and equipment, net of accumulated depreciation of $357,427 ...................... 424,169 Investment in Partnerships and joint ventures .... 249,957 Other ............................................ 583,468 ------------ $ 12,456,581 ============ LIABILITIES AND STOCKHOLDER'S EQUITY Accounts payable, accrued expenses and other liabilities ......................... $ 496,199 Accrued interest payable ......................... 18,838 Deferred income taxes ............................ 3,265,000 Notes, bonds, mortgages and assessments payable .. 4,059,668 ------------ Total liabilities ............... 7,839,705 Stockholders' equity Common stock - no par value; authorized, 736,668 shares; issued and outstanding, 716,608 shares ............................. 8,500 Class A common stock - $1.00 par value; authorized, 736,668 shares; issued, none ....................... -- Class B common stock - $1.00 par value; authorized, 491,112 shares; issued and outstanding, 76,100 shares .............................. 76,100 Additional paid-in capital .................... 491,427 Retained earnings ............................. 4,040,849 4,616,876 ------------ ------------ $ 12,456,581 ============ WESTLAND DEVELOPMENT CO., INC. STATEMENTS OF OPERATIONS (unaudited) For the 3 months ended September 30, 1995 1994 ----------- ----------- Revenues Land ...................................... $ 788,323 $ 203,651 Deferred profit recognized on installment sales .................... 7,051 10,278 Rentals ................................... 71,060 10,738 --------- --------- 866,434 224,667 Costs and expenses Cost of land revenues ..................... 295,060 1,270 Cost of rentals ........................... 33,533 11,010 Other general and administrative .......... 413,890 338,808 Legal ..................................... 37,274 25,224 --------- --------- 779,757 376,312 --------- --------- Income(loss)from operations ............ 86,677 (151,645) Other (income) expense Interest income ........................... (44,008) (29,880) Gain on sale of property and equipment ............................ (100) (112) Other income .............................. (14,612) (8,781) Interest expense .......................... 74,656 25,964 --------- --------- 15,936 (12,809) Earnings (loss) before income .......... -- -- taxes ............................... 70,741 (138,836) Income taxes expense ......................... 28,700 -- --------- --------- NET EARNINGS(LOSS) ..................... $ 42,041 $(138,836) ========= ========= Weighted average common and common equivalent shares outstanding ............................... 786,893 767,708 ========= ========= Net earnings (loss) per common and common equivalent share ................... $ .05 $ (.18) ========= ========= WESTLAND DEVELOPMENT CO., INC. STATEMENTS OF CASH FLOWS (unaudited) For the three months ended September 30, 1995 1994 ------------- ------------- Cash flows from operating activities Cash received from land sales and collections on real estate contracts receivable ................. $ 1,406,436 $ 149,666 Cash paid to develop real estate .............. (87,463) (1,270) Cash received from rental operations .......... 85,611 73,999 Cash paid for rental operations ............... (1,466) (8,552) Cash received(paid)for property taxes and maintenance ............................ 1,590 (1,505) Purchase of investments ....................... -- (11,947,908) Proceeds on sale and maturity of investments .. -- 12,778,523 Proceeds from sale of assets .................. 100 404 Interest received ............................. 39,455 19,217 Interest paid ................................. (98,463) (4,720) Income taxes(paid)received .................... (160,050) 6,603 Legal and other general and administrative costs paid ................... (672,931) (371,413) Other income .................................. 19,612 8,193 ------------ ------------ Net cash provided by operating activities ..... 532,431 701,237 ------------ ------------ Cash flows from investing activities Capital expenditures for income producing and other properties .............. (85,278) (273,506) Sinking fund deposit .......................... -- (126,180) Net cash used in investing ..................... -- -- activities .................................. (85,278) (399,686) ------------ ------------ Cash flows from financing activities Borrowing on notes, mortgages and assessments payable ........................ -- 62,020 Repayments of bonds, mortgages, notes and assessments payable ............... (53,233) (14,475) Payment of dividends .......................... (475,625) (767,708) ------------ ------------ Net cash used in financing activities .......... (446,208) (720,163) ------------ ------------ NET INCREASE (DECREASE)IN CASH AND CASH EQUIVALENTS ......................... 945 (418,612) Cash and cash equivalents at beginning of period .......................... 1,917,803 2,791,233 ------------ ------------ Cash and cash equivalents at end of period ................................ $ 1,918,748 $ 2,372,621 ============ ============ Reconciliation of net earnings (loss) to net cash used in operating activities Net earnings (loss) ............................ $ 42,041 $ (138,836) Adjustments to reconcile net earnings(loss)to net cash used in operating activities Depreciation .............................. 42,470 7,408 Collection on real estate contracts receivable .................... 442,400 36,774 Profit recognized on prior years' installment sales ................ (7,051) (10,278) Gain on sale of assets .................... -- (112) Change in Investments ............................... -- 831,019 Deferred income taxes ..................... -- 6,000 Rents receivable, accrued interest property tax and other .................. 109,391 16,667 Land and improvements held for future development and income producing properties .................... 329,817 (5,476) Other assets .............................. (24,886) 57,957 Accounts and retainages payable, accrued interest and other liabilities ............................ (401,751) (99,886) ------------ ------------ Net cash provided by operating activities ......................... $ 532,431 $ 701,237 ============ ============ WESTLAND DEVELOPMENT CO., INC. NOTES TO THE FINANCIAL STATEMENTS (unaudited) September 30, 1995 1. The balance sheet at September 30, 1995, statements of cash flows and statements of operations for the three months ended September 30, 1995 and September 30, 1994 have been prepared by the Company, without audit. In the opinion of management, all adjustments, including normal recurring adjustments necessary to present fairly the financial position, results of operations and cash flows, have been made. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principals have been condensed or omitted. It is suggested that these financial statements be read in conjunction with the Company's audited financial statements at June 30, 1995. The results of operations for the three months ended September 30, 1995 are not necessarily indicative of operating results for the full year. 2. The computation of net earnings per common and common equivalent share has been based upon the weighted average number of shares of outstanding common stock and common stock issuable without further consideration (referred to as equivalents), which for the three and month period ended September 30, 1995 was 786,893 and for the three month period ended September 30, 1994 was 767,708. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS During the three months ended September 30, 1995, the Company's cash and cash equivalents increased by $945. During this period, the Company received $532,431 from operations and $82,650 from the sale of stock, invested $85,278 in fixed and other assets, retired $53,233 of debt and paid dividends in the amount of $475,625. During the first quarter of the current fiscal year, the Company had revenue of $866,434 compared to $224,667 during the same period in the prior fiscal year. Operating expenses during the three months ended September 30, 1995, were $779,757 compared to $376,312 during the comparable period in 1994. In April 1995, the Company began selling small improved residential lots in addition to the large tracts it had sold in the past. These sales amounted to $434,000 in the first quarter and added $250,000 to the cost of sales for the period. In addition, the Company has acquired two commercial properties which have increased rental revenues by $60,000 in fiscal 1996 over the prior year. The Company may expend approximately $2,000,000 or more to acquire replacement lands and property for the land sold to the National Park Service under threat of condemnation. In the event the Company does not replace the property sold to the National Park Service, it may need to utilize a substantial portion of its liquid investments for federal and state income taxes. PART II. OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS 1. WESTLAND DEVELOPMENT CO., INC., ET. AL. V. KENNY ROMERO, ET. AL. This matter, which was previously reported, was settled on August 7, 1995, on terms that are subject to a non-disclosure agreement. The settlement amount was non-material. 2. ANZURES V. CRESTVIEW FUNERAL HOME, INC. AND WESTLAND DEVELOPMENT CO., INC. This matter, which was previously reported, was settled on September 18, 1995, on terms that are subject to a non-disclosure agreement. The settlement amount was non-material. ITEM 2. CHANGES IN SECURITIES NONE ITEM 3. DEFAULTS IN SENIOR SECURITIES NONE ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS NONE ITEM 5. OTHER INFORMATION NONE ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) There are no exhibits required by Item 601 of Regulation S-K. (b) Reports on Form 8-K. State whether any reports on Form 8-K have been filed during the quarter for which this report is filed, listing the items reported, any financial statements filed, and the dates of any such reports. NONE 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. WESTLAND DEVELOPMENT CO., INC. DATE:___________________ By:____________/s/_______________ Barbara Page, President, Chief Executive Officer and Chief Accounting Officer EX-27 2
5 3-MOS JUN-30-1996 SEP-30-1995 1918748 0 175198 0 5339527 0 4674169 484486 12456581 0 628900 84600 0 0 4532276 12456581 788323 866434 295060 328593 467100 0 74656 70741 28700 42041 0 0 0 42041 0.05 0
-----END PRIVACY-ENHANCED MESSAGE-----