0000071478-95-000010.txt : 19950802 0000071478-95-000010.hdr.sgml : 19950802 ACCESSION NUMBER: 0000071478-95-000010 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950630 FILED AS OF DATE: 19950801 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: NEW MEXICO & ARIZONA LAND CO CENTRAL INDEX KEY: 0000071478 STANDARD INDUSTRIAL CLASSIFICATION: LESSORS OF REAL PROPERTY, NEC [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: 95557878 BUSINESS ADDRESS: STREET 1: 3033 NORTH 44TH STREET STREET 2: SUITE 270 CITY: PHOENIX STATE: AZ ZIP: 85018-7228 BUSINESS PHONE: 6029528769 MAIL ADDRESS: STREET 1: 3033 NORTH 44TH STREET STREET 2: SUITE 270 CITY: PHOENIX STATE: AZ ZIP: 85018-7228 10-Q 1 10-Q FOR JUNE 30, 1995 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q /X/ Quarterly Report Under Section 13 or 15(d)of the Securities Exchange Act of 1934. For the quarterly period ended June 30, 1995. / / Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. For the transition period from n/a to n/a. 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.) 3030 North 44th Street, Suite 270, Phoenix, Arizona 850018-7228 (Address of principal executive offices) (Zip Code) 602/952-8836 (Registrant's telephone number,including area code) 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 2,727,538 Class Outstanding at July 24, 1995 2 NEW MEXICO AND ARIZONA LAND COMPANY AND SUBSIDIARIES INDEX Page Number PART I - FINANCIAL INFORMATION Item 1. Financial Statements Consolidated Statements of Operations for the six and three months ended June 30, 1995 and 1994 3 Consolidated Balance Sheets as of June 30, 1995 and December 31, 1994 4 Consolidated Statements of Cash Flows for the six months ended June 30, 1995 and 1994 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 Consolidated Statements of Operations (Unaudited)
(Amounts in thousands, except per share data) Three months Six months ended June 30, ended June 30, 1995 1994 1995 1994 ----------------------------------------------------------------- Revenues: Property sales $3,588 $2,987 $6,357 $5,131 Property rentals 739 739 1,493 1,511 Investment income 453 277 982 717 Other 1,227 97 1,270 147 -------- -------- -------- -------- $6,007 $4,100 $10,102 $7,506 Expenses: Cost of property sales 2,480 1,508 3,901 2,794 Rental property 268 308 523 591 General and administrative 369 738 658 1,100 Interest 229 282 473 558 Depreciation, depletion and amortization 120 131 242 269 Other 2 2 4 4 -------- -------- -------- -------- 3,468 2,969 5,801 5,316 -------- -------- -------- -------- Income Before Joint Ventures, Minority Interests and Income Taxes 2,539 1,131 4,301 2,190 Gain(loss)from joint ventures 701 (192) 1,594 (188) Minority interests (251) (260) (506) (316) -------- -------- -------- -------- Income Before Income Taxes 2,989 679 5,389 1,686 Provision for income taxes 1,186 285 2,140 697 -------- -------- -------- -------- NET INCOME $1,803 $394 $3,249 $989 ======== ======== ======== ======== Income Per Share of Common Stock $0.66 $0.14 $1.19 $0.36 ======== ======== ======== ======== Average Nunber of Common Shares 2,728 2,728 2,728 2,728 ======== ======== ======== ======== See accompanying Notes to Consolidated Financial Statements. Shares and earnings per share for 1994 have been restated to reflect a 10% stock dividend declared March 4, 1995
4 NEW MEXICO AND ARIZONA LAND COMPANY AND SUBSIDIARIES Consolidated Balance Sheets
Unaudited (Dollars in thousands) June 30, December 31, 1995 1994 ----------------------------------------------------------------- Assets Properties, net $32,579 $35,432 Receivables, net 8,766 10,224 Cash and cash equivalents 11,493 5,111 Other 1,614 1,540 ------- ------- Total assets $54,452 $52,307 ======= ======= Liabilities and Shareholders' Equity Notes payable and lines of credit $13,602 $14,546 Accounts payable and accrued liabilities 1,257 2,165 Deferred revenue and commissions 5,466 5,494 Deferred income taxes 4,184 3,723 ------- ------- Total liabilities 24,509 25,928 Minority interests 1,560 1,252 Shareholders' equity: Common stock, no par value; 30,000,000 shares authorized; 2,739,446 shares issued; 2,727,538 shares outstanding 10,051 7,812 Additional paid-in capital 939 929 Retained earnings 17,485 16,478 Treasury stock, at cost, 11,908 shares (92) (92) ------- ------- Total shareholders' equity 28,383 25,127 ------- ------- Total liabilities and shareholders' equity $54,452 $52,307 ======= ======= See accompanying Notes to Consolidated Financial Statements. All shares of common stock reflect a 10% stock dividend declared March 4, 1995.
5 NEW MEXICO AND ARIZONA LAND COMPANY AND SUBSIDIARIES Consolidated Statements of Cash Flows (Unaudited)
Six Months ended June 30, 1995 1994 (Dollars in thousands) --------------------------------------------------------------- CASH FLOW FROM OPERATING ACTIVITIES: Net income $3,249 $989 Non-cash items included above: Depreciation, depletion & amortization 242 269 Deferred revenue (366) (957) Deferred income taxes 461 (44) (Gain)loss from joint ventures (1,594) 188 Minority interests 506 316 Employee restricted stock plan 10 20 Net change in: Receivables 1,295 (680) Land held for sale (1,762) (362) Other assets (112) (133) Accounts payable & accrued liabilities (912) (232) ------ ------ Net cash flow from operating activities 1,017 (626) CASH FLOW FROM INVESTING ACTIVITIES: Additions to properties (192) (129) Proceeds from sale of properties 4,565 2 Proceeds from notes receivable 501 601 Distribution to minority interest partners (197) 0 Distributions from joint ventures 1,632 3 ------ ------ Net cash flow from investing activities 6,309 477 CASH FLOW FROM FINANCING ACTIVITIES: Proceeds from debt 1,623 2,305 Payment of debt (2,567) (1,649) Capital contribution from minority interest partners 0 17 ------ ------ Net cash flow from financing activities (944) 673 ------ ------ Net increase in cash and cash equivalents 6,382 524 Cash and cash equivalents at beginning of period 5,111 534 ------- ------ Cash and cash equivalents at end of period $11,493 $1,058 ======= ====== See accompanying Notes to Consolidated Financial Statements.
6 NEW MEXICO AND ARIZONA LAND COMPANY AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. In the opinion of the Company, the accompanying unaudited consolidated financial statements contain all adjustments of a normal 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 consolidated financial statements appearing in the Company's 1994 annual report on Form 10-K. 2. The results of operations for the six months ended June 30, 1995 and 1994, are not necessarily indicative of the results to be expected for the full year. 3. During the six months ended June 30, 1995 and 1994, the Company sold land in exchange for notes receivable in the amount of $399,000 and $601,000 respectively, of which $338,000 was deferred in 1995. In 1994 the entire $601,000 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 2,727,538 shares in 1995 and 1994, which represents the weighted average number of shares outstanding and which have been restated to reflect a 10% stock dividend declared March 4,1995. 7 NEW MEXICO AND ARIZONA LAND COMPANY AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS LIQUIDITY AND CAPITAL RESOURCES Cash flow from sales of land, single-family and recreational lots, distributions from its joint ventures and other ongoing operations, along with unused borrowing capacity, should be adequate for continuing operations and considerable future investments. Financing, at the joint venture level, is being utilized to develop single-family lots. These loans are secured by the property involved, along with guarantees from the Company and its partner. At June 30, 1995, there was $1,003,000 borrowed against the $2,800,000 development loan and an additional $3,850,000 revolving line of credit will be in place in August, 1995. The Company's corporate line of credit expired June 30, 1995. A $1,000,000 revolving line, secured by two real estate parcels, is expected to be signed withing the next month. RESULTS OF OPERATIONS For the six months ended June 30, 1995 net income was $3,249,000 ($1.19 per share) compared to $989,000 ($0.36 per share) for the same period of 1994. The 1995 increased earnings are a result of continued strong sales of single-family lots in our Seven Bar and WillowWood subdivisions in Albuquerque and the sale of other miscellaneous parcels. The first six months of 1995 also include a cash distribution from a joint venture property located in Tempe, Arizona, and the sale of a mortgage note on a Tucson hotel. The joint venture distribution resulted from the sale of the office building and adjoining vacant 8-acre parcel that was the only asset of the joint venture. NZ's investment in this joint venture had been written off in 1991 due to the soft real estate market at that time. With the resurgence of the real estate market, the sale of this property was possible and NZ received cash of approximately $1,600,000, which went directly to income. In 1990 the Company sold a hotel located in Tucson, Arizona and took a mortgage note as payment. In the years of 1991 and 1992, the note was discounted due to the soft real estate market and terms of the note. In June, 1995 the note was sold for 85.5% of its face value and the Company recorded income of over $1,000,000. A portion of the proceeds from the note was used to reduce outstanding debt. Interest income increased over 1994, due to the additional amount of cash available for investment. Administrative costs in 1995 are also down from 1994, due primarily to a one time charge in 1994 for the liability in the amount of $398,000 in connection with the resignation of a Company officer. Also in 1994, additional depletion of certain of the Company oil and gas interests was recorded, this charge was reflected in gain (loss) from joint ventures. NOTE: 1994 earnings per share have been restated to reflect a 10% stock dividend declared March 4, 1995. 8 NEW MEXICO AND ARIZONA LAND COMPANY AND SUBSIDIARIES PART II - OTHER INFORMATION There were no proceedings, changes, occurrences or other matters occurring during the three month period ended June 30, 1995, requiring a response to Items 1 through 6. 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/William A. Pope William A. Pope, President and Chief Executive Officer Date: August 2, 1995 EX-27 2 ART. 5 FDS FOR JUNE 30, 1995 FORM 10-Q
5 1,000 6-MOS DEC-31-1995 JUN-30-1995 11,493 0 8,766 0 0 0 37,193 4,614 54,452 0 0 10,051 0 0 18,332 54,452 6,357 10,102 3,901 1,185 0 0 473 5,389 2,140 1,803 0 0 0 1,803 1.19 1.19