10QSB 1 d10qsb.htm FORM 10-QSB (PERIOD DATE MARCH 31, 2003) Form 10-QSB (Period Date March 31, 2003)

 

Part I.    Financial Information

 

SECURITY LAND AND DEVELOPMENT CORPORATION

AND SUBSIDIARY

Condensed Consolidated Balance Sheet

(Unaudited)

 

March 31, 2003

 

ASSETS

 

Current assets

      

Cash

  

$

95,502

    

Total current assets

  

 

95,502

    

Investments and other assets

      

Land and improvements, at cost

  

 

2,186,478

Property leased to others under operating

leases, less accumulated depreciation

$983,749

  

 

4,622,255

Deferred tax asset

  

 

5,635

    

    

 

6,814,368

    

    

$

6,909,870

    

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

Current liabilities

      

Accounts payable and accrued expenses

  

$

96,550

Current portion of long-term debt

  

 

338,735

Accrued interest

  

 

24,290

    

Total current liabilities

  

 

459,575

    

Long-term debt, less current maturities

  

 

3,287,792

    

Deferred taxes

  

 

261,529

    

Deferred income

  

 

299,917

    

Stockholders’ equity

      

Common stock, at par value

  

 

623,761

Paid-in capital

  

 

333,766

Retained earnings

  

 

1,743,530

    

    

 

2,701,057

Less subscribed shares

  

 

100,000

    

    

 

2,601,057

    

    

$

6,909,870

    

 

See notes to condensed consolidated financial statements.

 

 

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SECURITY LAND AND DEVELOPMENT CORPORATION

AND SUBSIDIARY

 

Condensed Consolidated Statements of Income and Comprehensive Income

(Unaudited)

 

    

Three

Months Ended

March 31, 2003


    

Six

Month Ended March 31, 2003


    

Three

Months Ended

March 31, 2002


    

Six

Month Ended March 31, 2002


 

Revenues, rent earned

  

$

193,830

 

  

$

376,747

 

  

$

184,290

 

  

$

363,181

 

    


  


  


  


Operating expenses:

                                   

Payroll and related costs

  

 

19,367

 

  

 

35,682

 

  

 

17,675

 

  

 

29,430

 

Depreciation

  

 

36,194

 

  

 

72,388

 

  

 

36,563

 

  

 

68,459

 

Property taxes

  

 

24,248

 

  

 

51,601

 

  

 

18,032

 

  

 

39,222

 

Repairs and maintenance

  

 

11,496

 

  

 

25,996

 

  

 

5,565

 

  

 

11,868

 

Professional services

  

 

8,582

 

  

 

14,580

 

  

 

11,706

 

  

 

11,706

 

Insurance

  

 

2,024

 

  

 

3,600

 

  

 

3,421

 

  

 

6,163

 

Other

  

 

10,497

 

  

 

17,973

 

  

 

7,746

 

  

 

14,961

 

    


  


  


  


    

 

112,408

 

  

 

221,820

 

  

 

100,708

 

  

 

181,809

 

    


  


  


  


Operating income

  

 

81,422

 

  

 

154,927

 

  

 

83,582

 

  

 

181,372

 

    


  


  


  


Nonoperating income and (expense):

                                   

Interest income

  

 

136

 

  

 

379

 

  

 

452

 

  

 

951

 

Interest expense

  

 

(70,261

)

  

 

(141,504

)

  

 

(72,260

)

  

 

(145,279

)

    


  


  


  


    

 

(70,125

)

  

 

(141,125

)

  

 

(71,808

)

  

 

(144,328

)

    


  


  


  


Income before income taxes

  

 

11,297

 

  

 

13,802

 

  

 

11,774

 

  

 

37,044

 

Applicable income taxes

  

 

3,124

 

  

 

3,816

 

  

 

1,916

 

  

 

6,557

 

    


  


  


  


Net income

  

$

8,173

 

  

$

9,986

 

  

$

9,858

 

  

$

30,487

 

    


  


  


  


Income per common share

  

$

.00

 

  

$

.00

 

  

$

.00

 

  

$

.00

 

    


  


  


  


 

See notes to condensed consolidated financial statements.

 

 

2


 

SECURITY LAND AND DEVELOPMENT CORPORATION

AND SUBSIDIARY

Condensed Consolidated Statements of Cash Flows

For the Six Months Ended March 31, 2003 and 2002

(Unaudited)

 

    

2003


    

2002


 

Cash flows from operating activities

                 

Cash received from leases

  

$

417,105

 

  

$

391,193

 

Interest received

  

 

379

 

  

 

951

 

Cash paid to suppliers and employees

  

 

(197,082

)

  

 

(153,144

)

Interest paid

  

 

(141,504

)

  

 

(145,279

)

    


  


Net cash provided by operating activities

  

 

78,898

 

  

 

93,721

 

    


  


Cash flows from financing activities

                 

Principal payments on debt

  

 

(99,781

)

  

 

(88,024

)

    


  


Net cash used in financing activities

  

 

(99,781

)

  

 

(88,024

)

    


  


Net decrease in cash

  

 

(20,883

)

  

 

5,697

 

Cash at beginning of period

  

 

116,385

 

  

 

98,465

 

    


  


Cash at end of period

  

$

95,502

 

  

$

104,162

 

    


  


Reconciliation of net income to net cash provided by operating activities:

                 

Net income

  

$

9,986

 

  

$

30,487

 

Deferred income taxes

  

 

3,816

 

  

 

5,557

 

Depreciation

  

 

72,388

 

  

 

68,459

 

Net change in assets and liabilities

  

 

(7,292

)

  

 

(10,782

)

    


  


Net cash provided by operating activities

  

$

78,898

 

  

$

93,721

 

    


  


 

See notes to condensed consolidated financial statements.

 

 

3


 

SECURITY LAND AND DEVELOPMENT CORPORATION

AND SUBSIDIARY

 

Notes to Condensed Consolidated Financial Statements

 

Note 1—Summary of significant accounting policies

 

The accompanying financial statements are presented in accordance with the requirements of Form 10-QSB and consequently do not include all of the disclosures normally required by accounting principles generally accepted in the United States of America or those normally made in the Company’s annual Form 10-KSB filing. Accordingly, the reader of this Form 10-QSB may wish to refer to the Company’s Form 10-KSB for the year ended September 30, 2002 for further information.

 

The financial information has been prepared in accordance with the Company’s customary accounting practices and has not been audited. In the opinion of management, the information presented reflects all adjustments necessary for a fair statement of interim results. All such adjustments are of a normal and recurring nature.

 

Note 2—Investment in leases and property under operating leases

 

Property leased or held for lease to others under operating leases consists of the following at March 31, 2003:

 

Land

  

$

397,673

Warehouse and buildings

  

 

5,208,331

    

    

 

5,606,004

Less accumulated depreciation

  

 

983,749

    

    

$

4,622,255

    

 

Refer to the Company’s Form 10-KSB for the year ended September 30, 2002 for further information on operating lease agreements and terms.

 

 

4


 

Note 3—Long-term debt

 

Long-term debt consisted of the following at March 31, 2003:

 

7.875% note payable to an insurance company due in monthly payments of $35,633, including interest, through June 2015, collateralized by real estate and assignment of lease payments from the property.

  

$3,353,846

Prime +.25% note payable to financial institution due in monthly payments of $3,250, including interest, through November 2003, with a balloon payment of approximately $144,000 due at that time, interest adjusted based on changes in the prime rate, secured by real estate.

  

 

158,934

Prime rate note payable to financial institution due in monthly payments of $1,330, including interest, through June 2005, with a balloon payment of approximately $90,000 due at that time, interest adjusted based on changes in the prime rate, secured by real estate.

  

 

113,747

    

    

 

3,626,527

Less current maturities

  

 

338,735

    

    

$

3,287,792

    

 

Item 2.    Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

The Company’s results of operations for the six month period ended March 31, 2003, and a comparative analysis of the same period for the 2002 year are presented below:

 

         

Increase (Decrease) 2003

Compared to 2002


 
    

2003


  

2002


  

Amount


    

Percent


 

Leasing

revenue

  

$

376,747

  

$

363,181

  

$

13,566

 

  

3.74

%

Operating

expenses

  

 

221,820

  

 

181,809

  

 

40,011

 

  

22.01

%

Interest

expense

  

 

141,504

  

 

145,279

  

 

(3,775

)

  

2.60

%

 

Revenue from leasing consists primarily of revenue from the Company’s strip center on Washington Road in Augusta, Georgia and from the office building on old Evans Road in Evans, Georgia. Revenue from leasing increased slightly between 2002 and 2003 due to the additional rental property purchased in June 2002 and increased common area maintenance fees.

 

On an annualized basis, current revenue from leasing remains constant from leasing revenue for the Company’s fiscal year ended September 30, 2002.

 

 

5


 

Item 2.    Management’s Discussion and Analysis of Financial Condition and Results of Operations (Continued)

 

Refer to the Company’s Form 10-KSB for the year ended September 30, 2002 for further information regarding the properties owned and lease terms.

 

Operating expenses for the six months ended March 31, 2003 have increased as compared to the six months ended March 31, 2002. The increase is primarily due to increases in depreciation, property taxes, and repairs and maintenance. The increase in depreciation expense is a result of additional depreciable leasing property acquired by the Company. The increase in property taxes is a result of an increase in the assessments by the taxing authorities. The increase in repairs and maintenance is a result of additional repair costs incurred related to the strip center. Management of the Company expects operating expenses for the remainder of the current fiscal year to be comparable to the present three-month period.

 

Interest expense for the current period is comparable to 2002 and, on an annualized basis, is comparable to the Company’s interest expense for the fiscal year ended September 30, 2002.

 

The Company’s ratio of current assets to current liabilities at March 31, 2003 was .21. The ratio was .35 at March 31, 2002. This decrease is due to a maturity date for balloon payment on a loan falling within the next 12 months, thus increasing current liabilities.

 

During the current quarter the Company satisfied liquidity needs through operating revenues. Management of the Company continues to expect future liquidity needs to be met from operating revenues of the Company.

 

The Company does not expect any significant change in the number of employees.

 

Cautionary Note Regarding Forward-Looking Statements:

 

The Company may, from time to time, make written or oral forward-looking statements, including statements contained in the Company’s filings with the Securities and Exchange Commission (the “Commission”) and its reports to stockholders. Such forward-looking statements are made based on management’s belief as well as assumptions made by, and information currently available to, management pursuant to “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. The Company’s actual results may differ materially from the results anticipated in these forward-looking statements due to a variety of factors, including, but not limited to, competition from other real estate companies, the ability of the Company to obtain financing for projects, and the continuing operations of tenants.

 

 

6


Item 3.    Controls and Procedures

 

Within the 90 days prior to the filing date of this report, the Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Company’s Chief Executive Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures pursuant to Exchange Act Rule 13a-15. Based upon that evaluation, the Company’s Chief Executive Officer concluded that the Company’s disclosure controls and procedures are effective in timely alerting them to material information relating to the Company required to be included in the Company’s SEC filings. Disclosure controls and procedures are controls and procedures that are designed to ensure that information required to be disclosed in Company reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.

 

There have been no significant changes in the Company’s internal controls or in other factors that could significantly affect internal controls subsequent to the date the Chief Executive Officer carried out the evaluation.

 

Part II—Other Information

 

Item 6.    Exhibits and Reports on Form 8-K

 

(a)  Exhibit No.


  

Description        


99.1

  

Certification Pursuant to Section 906 of Sarbanes-Oxley Act of 2002

(b)  No reports on Form 8-K were filed during the three months ended March 31, 2003.

 

 

 

 

7


 

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.

 

SECURITY LAND AND DEVELOPMENT CORPORATION

(Registrant)

 

         

By:

 

/s/    T. GREENLEE FLANAGIN        


         

May 6, 2003        


   

T. Greenlee Flanagin

President

Chief Executive Officer

         

Date

 

 

 

8


 

CERTIFICATIONS

 

I, T. Greenlee Flanagin, certify that:

 

1.    I have reviewed this quarterly report on Form 10-QSB of Security Land and Development Corporation;

 

2.    Based on my 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 my 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.    I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and I 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 registrant’s 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 my conclusions about the effectiveness of the disclosure controls and procedures based on my evaluation as of the Evaluation Date;

 

5.    I have disclosed, based on my most recent evaluation, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function):

 

a)    all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant’s ability to record, process, summarize and report financial data and have identified for the registrant’s 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 registrant’s internal controls; and

 

6.    I 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 6, 2003

 

   

/s/    T. GREENLEE FLANAGIN      


   

T. Greenlee Flanagin

President and Chief Executive Officer

 

 

 

9