10QSB 1 cng10qsb.htm CORNING NATURAL GAS 10QSB cng10qsb

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-QSB

QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES AND

EXCHANGE ACT OF 1934

For The Quarter Ended March 31, 2003

0-643

Corning Natural Gas Corporation

(Commission File Number)

(Exact name of registrant as specified in its charter)

New York

16-0397420

(State or other jurisdiction of

(IRS Employer ID No)

incorporation or organization)

330 W William Street, PO Box 58, Corning, New York 14830

(Address of principal executive offices)

607-936-3755

(Registrant's telephone number, including area code)

 

 

 

Indicate by checkmark whether the registrant (1) filed all reports required to be filed by Section 13 Or 15(d) of the Exchange Act of 1934 during the past 12 months and (2) has been subject to such filing requirements for at least the past 90 days. Yes X No ______.

Indicate by checkmark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes ____ No _X__.

Number of shares of Common Stock outstanding at the end of the quarter. 483,000

There is only one class of Common Stock and no Preference Stock outstanding.

CORNING NATURAL GAS CORPORATION FORM 10-QSB FOR THE QUARTER ENDED MARCH 31, 2003

Managements Discussion & Analysis

As the Companys business is seasonal, the interim results should not be used as an indication of what results of the fiscal year 2003 may be.

Consolidated revenue of $10,715,000 for the quarter increased $1,104,000 compared to the same quarter last year due primarily to an increase in utility revenue as a result of much colder weather.

Consolidated net income for the quarter was $320,000 compared to net income of $658,200 in the same quarter the previous year. Earnings of $381,300 were experienced in the utility operations compared to earnings of $641,600 last year. The Appliance Company experienced a net loss of $61,100 compared to a net loss of $6,100 the same quarter last year. The utility and Appliance earnings reduction stem from an increase in liability insurance and pension and post retirement expenses. Corning Realty experienced a net loss of $39,300 for the quarter compared to a loss of $32,700 for the same quarter last year. The Foodmart Plaza experienced a net loss of $1,600 compared to earnings of $18,100 last year. The Tax Center International earnings of $37,700 are up from $34,500 last year. Corning Mortgage experienced earnings of $3,300 compared to $2,700 last year.

The Company finances its capital additions as well as gas purchased through a combination of internally generated funds and short-term borrowing. The Company has $8,500,000 available through lines of credit at local banks, the terms of which are disclosed in the Companys latest annual report on form 10-KSB. It is expected that current capital resources will continue to be sufficient for planned operations.

Segment Overview:

The following table reflects year to date results of the segments consistent with the Companys internal financial reporting process. The following results are used in part, by management, both in evaluating the performance of, and in allocating resources to, each of these segments.

Gas

Appliance

Tax

Corning

Foodmart

Corning

Company

Corporation

Center

Realty

Plaza

Mortgage

Total

Revenue:( 1)

-03:

$14,097,114

$1,244,862

$276,517

$1,813,526

$132,583

$20,055

$17,584,657

-02:

$12,210,347

$1,202,012

$228,931

$1,659,282

$136,035

$8,283

$15,444,890

Net income (loss):

-03:

$366,191

(31,337)

66,694

25,165

15,236

8,334

$450,283

-02:

$667,728

66,383

56,324

(38,969)

39,527

1,030

$792,023

Interest Income: (1)

-03:

$17,484

36,317

4,862

--------

--------

--------

$58,663

-02:

$37,799

42,317

4,777

--------

--------

--------

$84,893

Interest Expense: (1)

-03:

$515,542

10,392

121

43,127

33,895

5,276

$608,353

-02:

$560,802

11,870

236

66,862

30,867

6,103

$676,740

Total assets: (1)&(2)

-03:

$30,003,654

3,873,469

541,241

1,686,607

1,170,013

195,928

$37,470,912

-02:

$29,238,476

3,601,353

396,880

1,908,894

1,158,667

218,952

$36,523,222

Depreciation and amortization:

-03:

$256,365

105,615

6,818

28,413

15,932

--------

$413,143

-02:

$254,812

116,593

6,440

88,316

15,231

--------

$481,392

Income tax expense:

-03:

$301,045

(14,441)

34,667

15,630

(10,639)

4,484

$330,746

-02:

$402,062

37,626

29,016

(20,075)

(20,362)

531

$428,798

(1) Before elimination of intercompany transactions.

(2) Total assets include property, plant and equipment, accounts receivable, inventories, cash and other amounts specifically related to each identified segment.

Interest income and expense have been displayed in the segment in which it has been earned or incurred. Segment interest expense other than the Gas Company is included within unregulated expenses in the consolidated statements of income.

The Company adopted Statement of Financial Accounting Standards ("SFAS") No. 142, "Goodwill and Other Intangible Assets." SFAS No. 142 discontinues the practice of amortizing goodwill and indefinite-lived intangible assets and initiates a review, at least annually, for impairment. Intangible assets with a determinable useful life will continue to be amortized over their useful lives. SFAS No. 142 applies to existing goodwill and intangible assets, and such assets acquired after June 30, 2001. SFAS No. 142 is effective for fiscal years beginning after December 15, 2001. Accordingly, the Company adopted this standard as of October 1, 2002, and no longer amortizes its existing goodwill after that date. The Company completed its initial assessment of the carrying value of goodwill and concluded that an impairment charge was not required.

The effect of the amortization of the Companys existing goodwill on net income, and basic and diluted net income per share for the quarters ended March 31, 2003 and March 31, 2002, respectively, is as follows:

For the quarter ended

For the six months ended

 

 

March 31,

 

March 31,

 

March 31,

 

March 31,

 

 

2003

 

2002

 

2003

 

2002

Net Income:

 

 

 

 

 

 

 

 

Reported net income

$

320,122

$

658,163

$

450,283

$

792,023

Goodwill amortization

 

--

 

19,500

 

--

 

39,000

Adjusted net income

$

320,122

$

677,663

$

450,283

$

831,023

 

Basic and diluted net income per share:

 

 

 

 

 

 

 

 

Reported basic and diluted net income perweighted average share

$

0.663

$

1.431

$

0.947

$

1.722

Goodwill amortization

 

--

 

0.042

 

--

 

0.042

Adjusted basic and diluted net incomeper share

$

0.663

$

1.473

$

0.947

$

1.764

 

 

 

 

 

 

 

During the first quarter of fiscal year 2003, the Company adopted Statement of Financial Accounting Standards ("SFAS") No. 144, "Accounting for Impairment or Disposal of Long Lived Assets." There was no effect on the Companys consolidated financial position, results of operations or cash flows resulted from the adoption of SFAS No. 144 during the quarter ended March 31, 2003.

In June 2002, The Financial Accounting Standards Board ( FASB) issued SFAS No. 146, "Accounting for Costs Associated with Exit or Disposal Activities." This statement is effective for exit or disposal activities initiated after December 31, 2002. This Standard will not have a material effect on the Companys consolidated financial position, results of operations or cash flows.

The information furnished herewith reflects all adjustments, which are in the opinion of management necessary to a fair statement of the results for the period. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principals generally accepted in the United States of America have been condensed or omitted pursuant to SEC rules and regulations, although the Company believes the disclosures which are made are adequate to make the information presented not misleading.

The condensed consolidated financial statements contained herein should be read in conjunction with the consolidated financial statements and notes thereto included in the Companys latest annual report on Form 10-KSB. These unaudited interim financial statements have not been audited or certified by a firm of certified public accountants.

There were no sales of unregistered securities (debt or equity) during the quarter ended March 31, 2003.

Controls and Procedures

a. Disclosure controls and procedures. Within 90 days before filing this report, we evaluated the effectiveness of the design and operation of our disclosure controls and procedures. Our disclosure controls and procedures are the controls and other procedures that we designed to ensure that we record, process, summarize and report in a timely manner the information we must disclose in reports that we file with or submit to the SEC. Thomas K. Barry, our Chief Executive Officer, and Kenneth J. Robinson, our Chief Financial Officer, reviewed and participated in this evaluation. Based on this evaluation, Barry and Robinson concluded that, as of the date of their evaluation, our disclosure controls were effective.

b. Internal controls. Since the date of the evaluation described above, there have not been any significant changes in our internal accounting controls or in other factors that could significantly affect those controls.

SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date:

May 14, 2003

Thomas K. Barry, Chairman of the Board, President and CEO.

 

Date:

May 14, 2003

Kenneth J. Robinson, Chief Financial Officer

 

 

 

 

CORNING NATURAL GAS CORPORATION AND SUBSIDIARY

Condensed Consolidated Statements of Income

Unaudited

Form 10 QSB

Quarter Ended

Six Months Ended

March 31, 2003

March 31, 2002

March 31, 2003

March 31, 2002

Utility Operating Revenues

$9,209,240

$8,104,721

$14,097,114

$12,210,347

Cost and Expense

Operating Expense

8,268,078

6,834,118

12,905,787

10,618,073

Interest Expense

263,705

278,875

515,542

560,802

Income Tax

273,742

365,492

301,045

402,062

Other Deductions, Net

4,332

4,180

8,643

10,585

Total Costs and Expenses

8,809,857

7,482,665

13,731,017

11,591,522

Utility Operating Income

399,383

622,056

366,097

618,825

Other (Expense)Income

(18,154)

19,544

94

48,903

Corning Natural Gas Appliance Corp.

Operating Revenues

558,293

487,641

1,281,179

1,202,012

Cost and Expense

Depreciation Expense

53,210

59,288

105,615

116,593

Operating Expense

562,095

434,533

1,221,854

981,410

Federal Income Tax Expense(Benefit)

(4,694)

51

(14,441)

37,626

Equity in Earnings of Assoc Cos

599

22,692

115,941

57,912

Income(Loss) of Appliance Corp.

(61,107)

16,563

84,092

124,295

Net Income

$320,122

$658,163

$450,283

$792,023

Weighted average earnings per share-

basic & diluted

$0.663

$1.431

$0.947

$1.722

Weighted average earnings per share = Net income as shown above divided

by 483,000 and 460,000 shares for quarters ended March 31, 2003 and 2002, respectively and

475,333 and 460,000 shares for six months ended March 31, 2003 and 2002, respectively.

 

 

 

 

 

 

 

CORNING NATURAL GAS CORPORATION AND SUBSIDIARY

Consolidated Balance Sheets

Unaudited

Form 10 QSB

Assets

March 31, 2003

September 30, 2002

Plant:

Utility property, plant and equipment

$24,493,562

$23,980,978

Non-utility - property, plant and equipment

4,546,947

4,394,455

Less accumulated depreciation

11,251,595

10,846,228

Total plant utility and non-utility net

17,788,914

17,529,205

Investments:

Marketable securities available for sale at fair value

1,451,240

1,249,551

Investment in joint venture and associated companies

195,727

200,416

Total investments

1,646,967

1,449,967

Current assets:

Cash and cash equivalents

154,096

281,036

Customer accounts receivable, less allowance for uncollectibles

5,297,112

1,398,496

Gas stored underground, at average cost

738,817

1,599,178

Gas and appliance inventories

564,171

654,839

Prepaid expenses

722,589

635,321

Prepaid income taxes

4,020

35,478

Total current assets

7,480,805

4,604,348

Deferred debits and other assets:

Regulatory assets:

Income taxes recoverable through rates

1,016,661

1,016,661

Unrecovered gas costs

884,185

761,172

Other

237,564

485,034

Goodwill net of amortization

1,493,719

1,493,719

Unamortized debt issuance cost

295,863

306,642

Other

1,212,509

1,207,233

Total deferred debits and other assets

5,140,501

5,270,461

Total assets

$32,057,187

$28,853,981

CORNING NATURAL GAS CORPORATION AND SUBSIDIARY

Consolidated Balance Sheets

Unaudited

Form 10 QSB

Capitalization and liabilities:

March 31, 2003

September 30, 2002

Common stockholders' equity:

Common stock (common stock $5.00 par value per share.

Authorized 1,000,000 shares; issued and outstanding

483,000 and 460,000 shares at March 31, 2003 and

September 30, 2002, respectively.)

$2,415,000

$2,300,000

Other paid-in capital

790,886

653,346

Retained earnings

2,550,337

2,352,592

Accumulated other comprehensive loss-

net unrealized loss on securities available for sale and

minimum pension liability

(862,277)

(1,137,098)

Total common stockholders' equity

4,893,946

4,168,840

Long-term debt, less current installments

10,442,121

10,593,738

Current liabilities:

Current portion of long-term debt

528,268

416,005

Borrowings under lines-of-credit

5,425,000

5,475,000

Accounts payable

4,731,227

2,262,896

Accrued expenses

779,743

593,686

Customer deposits and accrued interest

417,166

795,061

Deferred income taxes

473,588

473,588

Accrued general taxes

0

57,513

Supplier refunds

74,529

59,212

Total current liabilities

12,429,521

10,132,961

Deferred credits and other liabilities:

Deferred income taxes

1,838,418

1,581,536

Deferred compensation and post-retirement

benefits

1,638,975

1,724,658

Deferred pension costs

530,625

422,660

Other

283,581

229,588

Total deferred credits and other liabilities

4,291,599

3,958,442

Concentrations and commitments

Total capitalization and liabilities

$32,057,187

$28,853,981

 

 

 

 

CORNING NATURAL GAS CORPORATION AND SUBSIDIARY

Condensed Consolidated Statements of Cash Flows

Unaudited

Form 10 QSB

Six Months Ended

March 31, 2003

March 31, 2002

Cash flows from operating activities:

Net income

$450,283

$792,023

Adjustments to reconcile net income to net cash

used in operating activities:

Depreciation and amortization

413,143

481,392

Unrealized gain on investment

(73,103)

(92)

Gain on sale of marketable securities

(137)

(10,638)

Deferred income taxes

256,882

608,341

Changes in assets and liabilities:

(Increase) decrease in:

Accounts receivable

(3,898,616)

(1,888,971)

Gas stored underground

860,361

(817,255)

Gas and appliance inventories

90,668

36,473

Prepaid expenses

(87,268)

46,290

Unrecovered gas costs

(123,013)

875,777

Prepaid income taxes

31,458

(216,258)

Deferred charges - pension and other

242,194

111,501

Increase (decrease) in:

Accounts payable

2,468,331

(55,670)

Customer deposit liability

(377,895)

(363,180)

Accrued general taxes

(57,513)

113,347

Supplier refunds

15,317

(73,818)

Other liabilities and deferred credits

377,776

(352,719)

Net cash provided by(used in) operating activities

588,868

(713,457)

Cash flow from investing activities:

Purchase of securities available for sale

(78,488)

(106,837)

Investment in joint venture

0

(5,250)

Capital expenditures, net of minor disposals

(547,966)

(483,263)

Net cash used in investing activities

(626,454)

(595,350)

Cash flows from financing activities:

Net (repayments)borrowings under lines-of-credit

(50,000)

2,044,767

Cash dividends paid

0

(299,000)

Repayment of long-term debt

(39,354)

(323,747)

Net cash (used in)provided by financing activities

(89,354)

1,422,020

Net (decrease)increase in cash and cash equivalents

(126,940)

113,213

Cash and cash equivalents at beginning of period

281,036

225,239

Cash and cash equivalents at end of period

$154,096

$338,452

Supplemental disclosures of cash flow information:

Cash paid during the period for:

Interest

$778,856

$645,681

Income taxes

$184,398

$119,500

 

 

 

 

 

 

 

 

 

Corning Natural Gas Corporation Certification under Section 906 of the Sarbanes/Oxley

Act filed as part of the 10-QSB for Quarter Ended March 31, 2003.

Presented on signature page of 10-QSB

 

 

CERTIFICATION

 

Each of the undersigned hereby certifies in his capacity as an officer of Corning Natural Gas Corporation (the "Company") that the Quarterly Report of the Company on Form 10-QSB for the period ended March 31, 2003 fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934 and that the information contained in such report fairly presents, in all material respects, the financial condition of the Company at the end of such period and the results of operations of the Company for such period.

 

Dated: May 14, 2003

 

Thomas K. Barry, Chairman of the Board,

Chief Executive Officer

 

Kenneth J. Robinson, Executive Vice President,

Chief Financial Officer

 

 

 

 

 

 

 

 

CERTIFICATION PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
We, Thomas K. Barry and Kenneth J. Robinson, certify that:
1. We have reviewed this quarterly report on Form 10-QSB of Corning Natural Gas Corporation,
2. Based on our knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
3. Based on our knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;
4. We are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and ourselves have:
a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;
b) evaluated the effectiveness of the registrants disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and
c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;
5. We have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrants board of directors:
a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrants ability to record, process, summarize and report financial data and have identified for the registrants auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal controls; and
6. We have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.
Date: May 14, 2003

 

 

 

Thomas K. Barry, Chairman of the Board,

Kenneth J. Robinson, Executive Vice President,
Chief Executive Officer

Chief Financial Officer