-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, joMU6DSRyYep62goglBNmyE0Ywi0/Gy/Kd3j30H0CcyBtC9WX0ndesWhw9I3hxom ywqhuiCPQUAQL+CpAvn4fg== 0000071478-94-000008.txt : 19941117 0000071478-94-000008.hdr.sgml : 19941117 ACCESSION NUMBER: 0000071478-94-000008 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19940930 FILED AS OF DATE: 19941107 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: NEW MEXICO & ARIZONA LAND CO CENTRAL INDEX KEY: 0000071478 STANDARD INDUSTRIAL CLASSIFICATION: 6519 IRS NUMBER: 430433090 STATE OF INCORPORATION: AZ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-00497 FILM NUMBER: 94557829 BUSINESS ADDRESS: STREET 1: 2810 N 3RD ST STREET 2: STE 203 CITY: PHOENIX STATE: AZ ZIP: 85004 BUSINESS PHONE: 6022665455 MAIL ADDRESS: STREET 1: 2810 N 3RD STREET STREET 2: SUITE 203 CITY: PHOENIX STATE: AZ ZIP: 85004 10-Q 1 10-Q FOR SEPTEMBER 30, 1994 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarter Ended: SEPTEMBER 30, 1994 Commission File Number: 0-497 NEW MEXICO AND ARIZONA LAND COMPANY Exact name of registrant as specified in its charter) ARIZONA 43-0433090 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 2810 NORTH THIRD STREET, SUITE 203, PHOENIX, ARIZONA 85004 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 602/266-5455 Indicate by check mark whether the registrant (1) has filed all reports to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding twelve 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 the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. COMMON STOCK, NO PAR VALUE 2,479,853 Class Outstanding at September 30, 1994 2 New Mexico and Arizona Land Company and Subsidiaries FORM 10-Q Page Number PART I - FINANCIAL INFORMATION Item 1. Financial Statements Consolidated statements of operations for the three and nine months ended September 30, 1994 and 1993 3 Consolidated balance sheets as of September 30, 1994 and December 31, 1993 4 Consolidated statements of cash flows for the nine months ended September 30,1994 and 1993 5 Notes to consolidated financial statements 6 Item 2. Management's discussion and analysis of financial condition and results of operations 7 PART II - OTHER INFORMATION 8 SIGNATURES 8 3 New Mexico and Arizona Land Company and Subsidiaries FORM 10-Q PART 1 - FINANCIAL INFORMATION ITEM 1: Financial Statements CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
Period ended September 30, Third Quarter Nine Months (In thousands, except per share data) 1994 1993 1994 1993 - - ----------------------------------------------------------------- Revenues: Property sales $2,330 $1,353 $7,461 $4,429 Property rentals 804 778 2,315 2,394 Investment income 243 225 960 654 Other 76 86 223 247 ------ ------ ------ ------ 3,453 2,442 10,959 7,724 Expenses: Cost of property sales 1,350 948 4,144 2,732 Rental property 302 281 893 883 General and administrative 242 291 1,342 872 Interest 257 407 815 1,246 Depreciation, depletion and amortization 135 150 404 451 Other 2 4 6 12 ------ ------ ------ ------ 2,288 2,081 7,604 6,196 Income Before Joint Ventures, Minority Interests and Income Taxes 1,165 361 3,355 1,528 Loss from joint ventures (11) (15) (199) (73) Minority interests (139) (21) (455) (21) Income Before Income Taxes 1,015 325 2,701 1,434 Provision for income taxes 390 131 1,087 571 ------ ----- ------ ----- NET INCOME $ 625 $ 194 $1,614 $ 863 ====== ===== ====== ===== Income Per Share of Common Stock $ 0.25 $0.08 $ 0.65 $0.35 ====== ===== ====== ===== Average Number of Common Shares 2,480 2,481 2,480 2,481 ====== ===== ====== ===== See the accompanying Notes to Consolidated Financial Statements.
4 New Mexico and Arizona Land Company and Subsidiaries FORM 10-Q ITEM 1: Financial Statements (continued) CONSOLIDATED BALANCE SHEETS
Unaudited September 30, December 31, (Dollars in thousands) 1994 1993 - - ---------------------------------------------------------------- Assets Properties, net $36,976 $35,899 Receivables, net 8,709 8,842 Investments in joint ventures 464 666 Cash and cash equivalents 2,498 534 Other 1,374 681 ------- ------- Total Assets $50,021 $46,622 ======= ======= Liabilities and Shareholders' Equity Notes payable and lines of credit $16,010 $15,268 Accounts payable and accrued liabilities 1,864 1,306 Deferred revenue and commissions 5,679 5,566 Deferred income taxes 2,925 3,070 ------- ------- Total liabilities 26,478 25,210 Minority Interests 747 259 Shareholders' Equity: Common stock, no par value; 30,000,000 shares authorized; 2,490,679 shares issued; 2,479,853 shares outstanding 7,812 7,812 Additional paid-in capital 920 891 Retained earnings 14,156 12,542 Treasury stock, at cost, 10,826 shares (92) (92) ------- ------- Total shareholders' equity 22,796 21,153 ------- ------- Total Liabilities and Shareholders' Equity $50,021 $46,622 ======= ======= See the accompanying Notes to Consolidated Financial Statements.
5 New Mexico and Arizona Land Company and Subsidiaries FORM 10-Q ITEM 1: Financial Statements (continued) CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
Nine months ended September 30, 1994 1993 (Dollars in thousands) - - ----------------------------------------------------------------- CASH FLOW FROM OPERATING ACTIVITIES: Net income $1,614 $ 863 Non-cash items included above: Depreciation, depletion and amortization 404 451 Deferred revenue (577) (611) Deferred income taxes (145) (258) Loss from joint ventures 198 73 Minority interests 455 21 Employee restricted stock plan 29 40 Net Change In: Receivables 3 (14) Land held for sale (1,091) (188) Other assets (443) 154 Accounts payable and accrued liabilities 558 479 ------ ----- Net cash flow from operating activities 1,005 1,010 CASH FLOW FROM INVESTING ACTIVITIES: Additions to properties (660) (2,005) Proceeds from sale of properties 270 55 Proceeds from notes receivable 820 884 Contribution to joint ventures 0 (19) Distributions from joint ventures 4 43 ------ ------ Net cash flow from investing activities 434 (1,042) CASH FLOW FROM FINANCING ACTIVITIES: Proceeds from debt 3,531 2,875 Payment of debt (3,039) (2,735) Capital contribution from minority interest partners 33 275 Purchase treasury shares 0 (51) ------ ------ Net cash flow from financing activities 525 364 ------ ------ Net increase in cash and cash equivalents 1,964 332 ------ ------ Cash and cash equivalents at beginning of year 534 216 ------ ------ Cash and cash equivalents at end of period $2,498 $ 548 ====== ====== See the accompanying Notes to Consolidated Financial Statements
6 New Mexico and Arizona Land Company and Subsidiaries FORM 10-Q ITEM 1: Financial Statements (continued) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. In the opinion of the Company, the accompanying unaudited consolidated financial statements contain all adjustments of only a recurring nature necessary to present fairly the financial position, the results of operations and cash flows for the periods presented. The accompanying statements do not include all disclosures considered necessary for a fair presentation in conformity with generally accepted accounting principles. Therefore, it is recommended that these accompanying statements be read in conjunction with the notes to consolidated financial statements appearing in the Company's 1993 annual report on Form 10-K. 2. The results of operations for the three and nine months ended September 30, 1994 and 1993, are not necessarily indicative of the results to be expected for the full year. 3. During the nine months ended September 30, 1994 and 1993, the Company sold land in exchange for notes receivable in the amount of $816,000 and $1,409,000 respectively, all of which was deferred. 4. The Company s consolidated financial statements include those of its wholly-owned subsidiaries, NZ Properties, Inc., NZ Development Corporation and NZU Inc., along with three joint ventures in which the Company holds a majority ownership. 5. Certain amounts have been reclassified for comparative purposes. 6. Earnings per share are based on 2,479,853 and 2,480,906 shares in 1994 and 1993 respectively, which represent the weighted average number of shares outstanding. 7 New Mexico and Arizona Land Company and Subsidiaries FORM 10-Q ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS LIQUIDITY AND CAPITAL RESOURCES Cash flow from operations, along with unused borrowing capacity, should be adequate for continuing operations and modest future investments. Financing, at the joint venture level, is being utilized to develop single-family lots. These loans are secured by the properties involved, along with guarantees from the Company and its partner. On January 1, 1994 the Company s line of credit converted to a reducing revolving term loan with a commitment base of $3,750,000. On April 26,1994 the commitment base on this line reduced to $2,500,000 and on January 1, 1995 the base will further reduce to $1,250,000. The loan, which matures June 30, 1995, is secured by various real estate holdings and notes receivable. At September 30, 1994 the Company had $150,000 borrowed on this line. RESULTS OF OPERATIONS For the nine months ended September 30, 1994, net income was $1,614,000 ($.65 per share) compared to $863,000 ($.35 per share) for the same period of 1993. During the nine month period of 1994, the Company recorded two major expense items, the liability of $398,000 in connection with the resignation of its president and additional depletion of $186,000 on certain of its oil and gas interests. But, due to increased sales of single-family lots, the sale of a 23-acre single-family site, the recognition of interest income from a note receivable, and a decrease in interest expense, earnings for the nine month period of 1994 outpaced those of the same period of 1993. In October 1994, escrow closed on the sale of an office/industrial building located in Phoenix and a multi-family parcel in one of our Seven Bar projects in Albuquerque (NZ holds a majority interest in the Seven Bar joint ventures). Proceeds from these sales will result in a substantial gain in the fourth quarter 1994. With the Seven Bar sale, the Company has recouped its investment in one of the two Seven Bar joint ventures. Funds from these and other sales are earmarked for reinvestment and the Company is diligently pursuing redeployment of these assets. 8 New Mexico and Arizona Land Company and Subsidiaries FORM 10-Q PART II - OTHER INFORMATION There were no proceedings, changes, occurrences or other matters occurring during the nine month period ended September 30, 1994, requiring a response to Items 1 through 5 of Regulation S-K. 6. Exhibits and Reports on Form 8-K (A) Exhibits Exhibit 27. Financial Data Schedule (B) Form 8-K filed May 11, 1994 Item 1. Change in Control of Registrant 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. New Mexico and Arizona Land Company s/E.M.BEDEWI E. M. Bedewi, Sr. Vice President and Treasurer s/W. M. KELLEY W. M. Kelley Vice President and Corporate Secretary Date: November 7, 1994 EX-27 2 ART. 5 FDS FOR 3RD QUARTER 10-Q
5 1,000 9-MOS DEC-31-1994 SEP-30-1994 2,498 0 8,709 0 0 0 41,540 4,564 50,021 0 0 7,812 0 0 14,984 50,021 7,461 10,959 4,144 6,385 0 0 815 2,701 1,087 1,614 0 0 0 1,614 .65 .65
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