-----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, WQjJXI74zGdijkjK1iP9G2oW6WrqnlkUkBfdj7givIdP32xUJsxq2lPk44cif3Ti tqFG6HUsxaI9QYOKBg/95A== 0001104659-09-049788.txt : 20090814 0001104659-09-049788.hdr.sgml : 20090814 20090814124050 ACCESSION NUMBER: 0001104659-09-049788 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20090630 FILED AS OF DATE: 20090814 DATE AS OF CHANGE: 20090814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SECURITY LAND & DEVELOPMENT CORP CENTRAL INDEX KEY: 0000088572 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE DEALERS (FOR THEIR OWN ACCOUNT) [6532] IRS NUMBER: 581088232 STATE OF INCORPORATION: GA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-07865 FILM NUMBER: 091013857 BUSINESS ADDRESS: STREET 1: 512 B WHEELER EXECUTIVE CENTER CITY: AUGUSTA STATE: GA ZIP: 30909 BUSINESS PHONE: 7067366334 MAIL ADDRESS: STREET 1: 2816 WASHINGTON ROAD #103 CITY: AUGUSTA STATE: GA ZIP: 30909 10-Q 1 a09-18947_110q.htm 10-Q

Table of Contents

 

 

 

U.S. SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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, 2009

 

 

 

o

 

Transition Report Pursuant to 13 or 15(d) of the Securities Exchange Act of 1934

 

 

 

For the transition period of              to             

 

Commission File Number 0-7865.

 


 

SECURITY LAND AND DEVELOPMENT CORPORATION

(Exact name of issuer as specified in its charter)

 

Georgia

 

58-1088232

(State or other Jurisdiction of

 

(I.R.S. Employer

Incorporation or Organization)

 

Identification Number)

 

2816 Washington Road, #103, Augusta, Georgia 30909

(Address of Principal Executive Offices)

 

Issuers Telephone Number (706) 736-6334

 

 

(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Year)

 


 

Check whether the Issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the 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 o

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in rule 12b-2 of the Exchange Act.

 

Large accelerated filer o

 

Accelerated filer o

 

 

 

Non-accelerated filer o
(Do not check if a smaller reporting company)

 

Smaller reporting company x

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  o Yes x No

 

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date.

 

Class

 

Outstanding at August 13, 2009

Common Stock, $0.10 Par Value

 

5,243,107 shares

 

 

 



Table of Contents

 

SECURITY LAND AND DEVELOPMENT CORPORATION

AND SUBSIDIARIES

Form 10-Q

Index

 

Part I

FINANCIAL INFORMATION

 

 

 

 

Item 1.

Financial Statements

 

 

 

 

 

Consolidated Balance Sheets as of June 30, 2009 and September 30, 2008

1

 

 

 

 

Consolidated Statements of Income and Retained Earnings for the Three Month Period Ended and the Nine Month Period Ended June, 2009 and 2008

2

 

 

 

 

Condensed Consolidated Statements of Cash Flows for the Three Month Period Ended and the Nine Month Period Ended June 30, 2009 and 2008

3

 

 

 

 

Notes to the Consolidated Financial Statements

4-7

 

 

 

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

7-8

 

 

 

Item 3.

Quantitative and Qualitative Disclosures About Market Risks

8

 

 

 

Item 4.

Controls and Procedures

8

 

 

 

Part II

OTHER INFORMATION

8

 

 

 

Item 1.

Legal Proceedings

8

 

 

 

Item 1A.

Risk Factors

8

 

 

 

Item 2.

Unregistered Sales of Equity Securities and use of Proceeds

9

 

 

 

Item 3.

Defaults Upon Senior Securities

9

 

 

 

Item 4.

Submission of Matters to a Vote of Security Holders

9

 

 

 

Item 5.

Other Information

9

 

 

 

Item 6.

Exhibits and Reports on Form 8-K

9

 

 

 

 

SIGNATURES

10

 



Table of Contents

 

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

 

SECURITY LAND AND DEVELOPMENT CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

 

 

 

June 30,

 

September 30,

 

 

 

2009

 

2008

 

 

 

(unaudited)

 

*

 

ASSETS

 

 

 

 

 

CURRENT ASSETS

 

 

 

 

 

Cash and cash equivalents

 

$

30,684

 

$

24,764

 

Investments

 

 

250,000

 

Receivables from tenants

 

199,370

 

221,061

 

Income taxes receivable

 

11,665

 

30,002

 

 

 

 

 

 

 

Total current assets

 

241,719

 

525,827

 

 

 

 

 

 

 

INVESTMENT PROPERTIES

 

 

 

 

 

Investment properties for lease, net of accumulated depreciation

 

6,093,616

 

6,186,748

 

Land and improvements held for investment or development

 

3,641,098

 

3,641,098

 

 

 

 

 

 

 

 

 

9,734,714

 

9,827,846

 

 

 

 

 

 

 

OTHER ASSETS

 

99,474

 

98,312

 

 

 

 

 

 

 

 

 

$

10,075,907

 

$

10,451,985

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

CURRENT LIABILITIES

 

 

 

 

 

Accounts payable and accrued expenses

 

$

181,004

 

$

275,320

 

Current maturities of notes payable

 

681,599

 

842,622

 

Current maturities of deferred revenue

 

24,652

 

24,652

 

 

 

 

 

 

 

Total current liabilities

 

887,255

 

1,142,594

 

 

 

 

 

 

 

LONG-TERM LIABILITIES

 

 

 

 

 

Notes payable, less current portion

 

4,731,382

 

5,063,231

 

Deferred income taxes

 

483,014

 

475,413

 

Deferred revenue, less current portion

 

121,190

 

139,679

 

 

 

 

 

 

 

Total long-term liabilities

 

5,335,586

 

5,678,323

 

 

 

 

 

 

 

Total liabilities

 

6,222,841

 

6,820,917

 

 

 

 

 

 

 

STOCKHOLDERS’ EQUITY

 

 

 

 

 

Common stock, par value $.10 per share; 30,000,000 shares authorized; 5,243,107 shares issued and outstanding

 

524,311

 

524,711

 

Additional paid-in capital

 

333,216

 

332,816

 

Retained earnings

 

2,995,539

 

2,773,541

 

 

 

 

 

 

 

Total Equity

 

3,853,066

 

3,631,068

 

 

 

 

 

 

 

Total Liabilities and Stockholders’ Equity

 

$

10,075,907

 

$

10,451,985

 

 


*Derived from the 10KSB for the year ended September 30, 2008.

 

The accompanying notes are an integral part of these consolidated financial statements.

 

1



Table of Contents

 

SECURITY LAND AND DEVELOPMENT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS AND RETAINED EARNINGS

 

 

 

For the Three Month

 

For the Nine Month

 

 

 

Period Ended June 30,

 

Period Ended June 30,

 

 

 

2009

 

2008

 

2009

 

2008

 

 

 

(unaudited)

 

(unaudited)

 

(unaudited)

 

(unaudited)

 

 

 

 

 

 

 

 

 

 

 

RENT REVENUE

 

$

365,210

 

$

359,683

 

$

1,071,473

 

$

1,062,483

 

 

 

 

 

 

 

 

 

 

 

OPERATING EXPENSES

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

32,300

 

32,476

 

96,195

 

97,429

 

Property taxes

 

65,366

 

63,309

 

201,202

 

181,366

 

Payroll and related costs

 

16,589

 

15,456

 

48,302

 

46,771

 

Insurance and utilities

 

10,726

 

11,342

 

30,962

 

32,419

 

Repairs and maintenance

 

11,763

 

5,427

 

43,208

 

20,741

 

Professional services

 

4,814

 

3,025

 

35,875

 

27,386

 

Other

 

33

 

1,307

 

858

 

4,614

 

 

 

 

 

 

 

 

 

 

 

 

 

141,591

 

132,342

 

456,602

 

410,726

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

223,619

 

227,341

 

614,871

 

651,757

 

 

 

 

 

 

 

 

 

 

 

OTHER INCOME (EXPENSE)

 

 

 

 

 

 

 

 

 

Interest

 

(90,776

)

(88,264

)

(276,221

)

(264,667

)

Other Income

 

2

 

 

818

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(90,774

)

(88,264

)

(275,403

)

(264,667

)

 

 

 

 

 

 

 

 

 

 

Income before income taxes

 

132,845

 

139,077

 

339,468

 

387,090

 

 

 

 

 

 

 

 

 

 

 

INCOME TAXES PROVISION

 

48,630

 

51,353

 

117,470

 

144,390

 

 

 

 

 

 

 

 

 

 

 

Net income

 

84,215

 

87,724

 

221,998

 

242,700

 

 

 

 

 

 

 

 

 

 

 

RETAINED EARNINGS, BEGINNING OF PERIOD

 

2,911,324

 

2,641,663

 

2,773,541

 

2,486,687

 

 

 

 

 

 

 

 

 

 

 

RETAINED EARNINGS, END OF PERIOD

 

$

2,995,539

 

$

2,729,387

 

$

2,995,539

 

$

2,729,387

 

 

 

 

 

 

 

 

 

 

 

PER SHARE DATA

 

 

 

 

 

 

 

 

 

Net income per common share

 

$

0.02

 

$

0.02

 

$

0.04

 

$

0.03

 

 

The accompanying notes are an integral part of these consolidated financial statements.

 

2



Table of Contents

 

SECURITY LAND AND DEVELOPMENT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS

 

 

 

For the Three Month

 

For the Nine Month

 

 

 

Period Ended June 30,

 

Period Ended June,

 

 

 

2009

 

2008

 

2009

 

2008

 

 

 

(unaudited)

 

(unaudited)

 

(unaudited)

 

(unaudited)

 

 

 

 

 

 

 

 

 

 

 

OPERATING ACTIVITIES

 

 

 

 

 

 

 

 

 

Net income

 

$

84,215

 

$

87,724

 

$

221,998

 

$

242,700

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

32,300

 

32,476

 

96,195

 

97,429

 

Changes in deferred and accrued amounts:

 

(12,060

)

(673

)

(69,401

)

(40,085

)

 

 

 

 

 

 

 

 

 

Net cash provided by operating activities

 

104,455

 

119,527

 

248,792

 

300,044

 

 

 

 

 

 

 

 

 

 

 

INVESTING ACTIVITIES

 

 

 

 

 

 

 

 

 

Proceeds from the sale of investments

 

 

 

250,000

 

 

Purchases of, and improvements to, investment properties

 

 

(829,267

)

 

(917,117

)

 

 

 

 

 

 

 

 

 

 

Net cash provided by (used in) investing activities

 

 

(829,267

)

250,000

 

(917,117

)

 

 

 

 

 

 

 

 

 

 

FINANCING ACTIVITIES

 

 

 

 

 

 

 

 

 

Proceeds from (repayments to) line of credit, net

 

 

250,000

 

 

250,000

 

Proceeds from noted payable

 

 

553,773

 

 

555,707

 

Principal payments on notes payable

 

(104,848

)

(156,825

)

(492,872

)

(241,044

)

 

 

 

 

 

 

 

 

 

 

Net cash provided by (used in) financing activities

 

(104,848

)

646,948

 

(492,872

)

564,663

 

 

 

 

 

 

 

 

 

 

 

Net increase in cash and cash equivalents

 

(393

)

(62,792

)

5,920

 

(52,410

)

 

 

 

 

 

 

 

 

 

 

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD

 

31,077

 

357,406

 

24,764

 

347,024

 

 

 

 

 

 

 

 

 

 

 

CASH AND CASH EQUIVALENTS, END OF PERIOD

 

$

30,684

 

$

294,614

 

$

30,684

 

$

294,614

 

 

 

 

 

 

 

 

 

 

 

SUPPLEMENTAL CASH FLOW INFORMATION:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash paid for interest

 

$

90,776

 

$

88,624

 

$

276,221

 

$

275,016

 

 

 

 

 

 

 

 

 

 

 

Cash paid for income taxes

 

$

40,170

 

$

47,660

 

$

91,532

 

$

177,154

 

 

The accompanying notes are an integral part of these consolidated financial statements.

 

3


 


Table of Contents

 

SECURITY LAND AND DEVELOPMENT CORPORATION

AND SUBSIDIARIES

 

Notes to the Consolidated Financial Statements

 

Note 1 — Basis of Presentation

 

The accompanying unaudited consolidated financial statements were prepared in accordance with instructions for Form 10-Q and accounting principles generally accepted in the United States of America; therefore, they do not include all disclosures necessary for a complete presentation of financial condition, results of operations, and cash flows.  Such statements are unaudited but, in the opinion of management, reflect all adjustments, which are of a normal recurring nature and necessary for a fair presentation of results for the selected interim periods.  Users of financial information produced for interim periods are encouraged to refer to the footnotes contained in the audited financial statements appearing in our Form 10-KSB for the year ended September 30, 2008 when reviewing interim financial statements.

 

The financial statements include estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period.  Actual results could differ from those estimates.  The consolidated financial statements include the accounts of Security Land and Development Corporation and its four wholly owned subsidiaries, Royal Palms Motel, Inc., SLDC, LLC, SLDC 2, LLC and SLDC III, LLC (described on a consolidated basis as the “Company”).  Significant intercompany transactions and accounts are eliminated in consolidation.

 

Critical Accounting Policies:
 

Estimates of Useful Lives of Investment Properties for Purposes of Depreciation

 

Management has estimated useful lives of investment properties, except for land, that are leased, and the Company utilizes the straight-line method to compute depreciation over the estimated useful lives of the investment properties.  Actual depreciation of investment properties will vary from management’s estimates, and the value of investment properties is more directly impacted by market conditions and the physical condition of the investment properties.

 

Evaluation of Long-Lived Assets for Impairment

 

The Company evaluates long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of investment properties may not be recoverable.  In evaluating recoverability, the Company generally estimates future cash flows expected to result from the use of the asset and its eventual disposition.  An impairment loss is recognized when the expected future cash flows of the asset are less than the carrying amount.

 

Estimates of Income Tax Rates Applicable to Deferred Taxes

 

The Company has deferred income taxes through a series of tax-deferred like-kind exchange transactions on certain investment properties and through accelerated depreciation elections on certain other assets.  Actual income taxes that may become due when taxable gains are realized on the sale of assets may differ from management’s estimates as a result of changes in tax laws, the tax status of the Company, or the actual taxable earnings of the Company in the periods the deferred income taxes become due.

 

Refer to the Company’s Form 10-KSB for the year ended September 30, 2008 for further information regarding its critical accounting policies.

 

4



Table of Contents

 

Note 2 — Investment Properties

 

Investment properties leased or held for lease to others under operating leases consisted of the following at June 30, 2009 and September 30, 2008:

 

 

 

June 30,

 

September 30,

 

 

 

2009

 

2008

 

 

 

(unaudited)

 

 

 

 

 

 

 

 

 

National Plaza building, land and improvements

 

$

5,136,296

 

$

5,136,296

 

Evans Ground Lease, land and improvements

 

2,535,588

 

2,535,588

 

Commercial land and improvements

 

3,641,098

 

3,641,098

 

 

 

11,312,982

 

11,312,982

 

 

 

 

 

 

 

Less accumulated depreciation

 

(1,704,859

)

(1,613,763

)

 

 

9,608,123

 

9,699,219

 

 

 

 

 

 

 

Residential rental property

 

145,847

 

145,847

 

Less accumulated depreciation

 

(19,256

)

(17,220

)

 

 

126,591

 

128,627

 

 

 

 

 

 

 

Investment properties for lease, net of accumulated depreciation

 

$

9,734,714

 

$

9,827,846

 

 

Depreciation expense totaled $93,133 for both the nine-month periods ended June 30, 2009 and 2008.  Depreciation expense totaled $124,176 for the year ended September 30, 2008.

 

The National Plaza is a retail strip center located on Washington Road in Augusta Georgia.  Approximately 81% of the rentable space at the National Plaza is leased to Publix Supermarkets, Inc., the National Plaza’s anchor tenant.

 

The Company entered into a long-term ground lease with a major national tenant and its developer in May 2006 on approximately 18 acres of land in Columbia County, Georgia.  The agreement required monthly rental payments of $20,833 during the development period, which was completed in January 2007.  Following the expiration of the development period, the lease requires annual rental payments of $500,000 for the first 5 years then increasing 5% in years 6, 11, and 16.  The lease has an option to renew at year 21 and another option every 5 years thereafter for a possible total lease term of 50 years.  The lease provides for the tenant to pay for insurance and property taxes. The Company is recognizing rents on a straight-line basis over the lease term.

 

The Company also holds several parcels of land for investment or development purposes, including 19.38 acres of land in North Augusta, South Carolina, purchased in parcels during 2007 and 2008.  The Company also owns approximately 85 acres of land in south Richmond County, Georgia and a 1.1 acre parcel along Washington Road in Augusta, Georgia that adjoins the Company’s National Plaza investment property.  The aggregate costs of these investment properties held for investment or development was $3,641,098 at June 30, 2009 and September 30, 2008.

 

Refer to the Company’s Form 10-KSB for the year ended September 30, 2008, for further information on operating lease agreements and land held for investment or development purposes.

 

5



Table of Contents

 

Note 3 — Notes Payable and Line of Credit

 

Notes payable and line of credit consisted of the following at:

 

 

 

June 30,
2009

 

September 30,
2008

 

 

 

(unaudited)

 

 

 

A note payable to the seller of approximately 2.81 acres of land in North Augusta, South Carolina, collateralized by the land. The note is payable in monthly installments of $7,182 through June 2013, and bears interest at a fixed rate of 6%.

 

$

305,818

 

$

355,446

 

 

 

 

 

 

 

A line of credit agreement with a national financial institution to procure site work on the North Augusta, South Carolina property during the second quarter of 2008 and also to purchase an additional acre adjoining the North Augusta, South Carolina property in May 2008. This loan was secured by an Auction Rate Security account held as part of the Company’s investments at September 30, 2008. The note bears interest at prime plus 2.125% (7.125% at September 30, 2008). During November 2008 the Security was sold and the loan balance was paid in full as of March 31, 2009.

 

 

183,850

 

 

 

 

 

 

 

A line of credit with a regional financial institution for up to $251,934 procured in March 2008 with a floating interest rate based on prime and originally payable in full in April 2009. In April 2009 the Company refinanced the $243,019 line of credit with a regional financial institution. The Company entered into an agreement with the same regional financial institution to borrow the outstanding balance of $243,019, bearing interest based on the greater of prime or 6% with interest payments due monthly, maturing in April 2010. The current balance relates to the purchase of the 1 acre adjoining the North Augusta, South Carolina property in May 2008. The line of credit is collateralized by the residential property on Stanley Drive.

 

243,019

 

243,019

 

 

 

 

 

 

 

A note payable to an insurance company, secured with a mortgage interest in National Plaza and an assignment of rents. The note is payable in monthly installments of $35,633, including interest, through June 2015, and bears interest at a fixed rate of 7.875%.

 

2,039,410

 

2,233,240

 

 

 

 

 

 

 

A note payable to an insurance company collateralized with approximately 18 acres of land in Columbia County, Georgia, and an assignment of the long-term ground lease. The note is payable in monthly installments of $21,234, including interest, through May 1, 2027, and bears interest at a fixed rate of 5.85%. A portion of the proceeds from the loan was used to pay down other notes payable.

 

2,824,735

 

2,890,298

 

 

 

5,412,982

 

5,905,853

 

Less current maturities

 

(681,600

)

(842,622

)

 

 

 

 

 

 

 

 

$

4,731,382

 

$

5,063,231

 

 

6



Table of Contents

 

Note 4 — Concentrations

 

Substantially all of the Company’s assets consist of real estate located in Richmond and Columbia Counties in the state of Georgia and in North Augusta, South Carolina.  Approximately 99% of the Company’s revenues are earned from two of the Company’s investment properties, National Plaza and the Evans Ground Lease comprise approximately 52% and 47% of the Company’s revenues, respectively.   The anchor tenant for National Plaza, Publix Supermarkets, Inc. (“Publix”), a regional food supermarket chain, leases approximately 81% of the space at National Plaza.  The Company generates approximately 37% of its revenues though its lease with Publix.

 

Note 5 — Subsequent Events

 

In July 2009 the Company sold approx .53 acres to Columbia County, Georgia for roadway improvements.  Due to the lease agreement of the Evans Ground Lease and a related debt agreement collateralized by the Evans Ground Lease with Principal Life Insurance Company,  all proceeds  of the sale were split accordingly between the Evans Ground Lease Tenant and Principal.

 

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

 

Results of Operations:

 

The Company’s results of operations for the nine months ended June 30, 2009, and a comparative analysis of the same period for 2008 are presented below:

 

 

 

 

 

 

 

Increase (Decrease)

 

 

 

 

 

 

 

2009 compared to 2008

 

 

 

2009

 

2008

 

Amount

 

Percent

 

 

 

 

 

 

 

 

 

 

 

Rent revenue

 

$

1,071,473

 

$

1,062,483

 

$

8,990

 

1

%

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses

 

456,602

 

410,726

 

45,876

 

11

%

 

 

 

 

 

 

 

 

 

 

Interest expense

 

276,221

 

264,667

 

11,554

 

4

%

 

 

 

 

 

 

 

 

 

 

Income tax expense

 

117,470

 

144,390

 

(26,920

)

-19

%

 

 

 

 

 

 

 

 

 

 

Net income

 

221,998

 

242,700

 

(20,702

)

-9

%

 

Rent revenue consists primarily of rent revenue from the Company’s National Plaza, a strip center on Washington Road in Augusta, Georgia, and the Evans Ground Lease in Evans, Georgia.  The Company also earned rent revenue from a ground lease with an auto-repair service operation on an out parcel of National Plaza.  Rent revenue increased slightly for the nine months ended June 30, 2009 primarily due to minor rent increases of existing tenants and increased recoverable property taxes billable to tenants.

 

Refer to the Company’s Form 10-KSB for the year ended September 30, 2008 for further information regarding the properties owned and their lease terms.

 

Total operating expenses for the nine months ended June 30, 2009 increased compared with the same period for 2008.  This increase was due largely to maintenance incurred for the National Plaza shopping center in late March 2009, an increase property taxes on un-leased property held for investment or development for 2009 and increased legal and professional fees.  Property taxes increased in relation to the purchase of the approximately 19 acres of land in North Augusta, South Carolina, in April 2007.  Management expects operating expenses for the remainder of the current fiscal year to be comparable to the current operating period.

 

7



Table of Contents

 

Interest expense for the current period increased slightly compared to 2008 due to debt undertaken during 2008 to procure 2 additional parcels in 2008 adjoining the North Augusta site previously purchased during 2007.

 

Income tax expense for the nine month period ended June 30, 2009 decreased as the Company’s net income decreased due to increased operating and interest expense was offset by the differences between the reporting of deferred revenue for financial accounting purposes and income tax purposes.

 

Liquidity and Sources of Capital:

 

The Company’s ratio of current assets to current liabilities at June 30, 2009 was 27%.   The ratio was 46% at September 30, 2008.  Management of the Company expects future liquidity needs of the Company to be funded from operating revenues of the Company and appreciation in investment properties (which can be sold or mortgaged, if necessary).  The Company continues to pursue additional sources of rent revenue and to evaluate opportunities to reduce operating costs.  The Company has the ability to obtain additional short term financing, should it become necessary, until revenues and cash flow from operations are sufficiently increased.

 

Cautionary Note Regarding Forward-Looking Statements:

 

The results of operations for the nine-month period ended June 30, 2009 are not necessarily indicative of the results that may be expected for the entire fiscal year.  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.

 

Item 3. Quantitative and Qualitative Disclosures About Market Risks

 

Not applicable to smaller reporting companies

 

Item 4. Controls and Procedures

 

(a)                   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 Rules 13a-15(e) and 15d-15(e) under the Securities and Exchange Act of 1934.  Based upon that evaluation, the Company’s Chief Executive Officer concluded that the Company’s disclosure controls and procedures were effective.

 

(b)                  There were no significant changes in the Company’s internal controls over financial reporting or in other factors that could significantly affect these controls subsequent to the date the Chief Executive Officer carried out the evaluation.

 

PART II - OTHER INFORMATION

 

Item 1. Legal Proceedings

 

Not Applicable

 

Item 1A. Risk Factors

 

Not Applicable

 

8



Table of Contents

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

 

Not Applicable

 

Item 3. Defaults Upon Senior Securities

 

Not Applicable

 

Item 4. Submission of Matters to a Vote of Security Holders

 

Not Applicable

 

Item 5. Other Information

 

Management of the Company notes that no Forms 8K was filed during the period and Management is not aware of any un-reported matters occurring during the period that would require disclosure in a Form 8K.

 

Item 6. Exhibits and Reports on Form 8-K

 

 

 

Exhibit No.

 

Description

(a)

 

31.1

 

Certification Pursuant to Section 302 of Sarbanes-Oxley Act of 2002

 

 

 

 

 

 

 

32.1

 

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

 

 

 

(b)

 

No reports on Form 8-K were filed during the nine months ended June 30, 2009.

 

9



Table of Contents

 

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

 

August 14, 2009

 

 

 

 

 

T. Greenlee Flanagin

 

Date

 

President

 

 

 

Chief Executive Officer and Chief Financial Officer

 

 

 

10


EX-31.1 2 a09-18947_1ex31d1.htm EX-31.1

EXHIBIT 31.1

 

CERTIFICATIONS

 

I, T. Greenlee Flanagin, certify that:

 

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

 

2.  Based on my knowledge, this 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 report;

 

3.  Based on my knowledge, the financial statements, and other financial information included in this 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 report;

 

4.  The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f) for the registrant and  have:

 

a)  Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under supervision, 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 report is being prepared;

 

b)  Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

c)  Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation;  and

 

d)  Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.  The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors.

 

a)  all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information.

 

b)  Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: August 14, 2009

 

 

/s/ T. Greenlee Flanagin

 

T. Greenlee Flanagin

 

President and Chief Executive Officer and
Chief Financial Officer

 


EX-32.1 3 a09-18947_1ex32d1.htm EX-32.1

EXHIBIT 32.1

 

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

In connection with the Quarterly Report of Security Land and Development Corporation (the “Company”) on Form 10-Q for the quarter ended June 30, 2009 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned, T. Greenlee Flanagin, President and Chief Executive Officer of the Company, does hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

 

(1)

 

The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

 

 

(2)

 

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

 

By:

 

 

 

 

/s/ T. Greenlee Flanagin

 

 

 

T. Greenlee Flanagin

 

 

 

President

 

 

 

Chief Executive Officer and Chief

 

 

 

Financial Officer

 

 

 

August 14, 2009

 

 

 

A signed original of this written statement required by Section 906 has been provided to Security Land and Development Corporation and will be retained by Security Land and Development Corporation and furnished to the Securities and Exchange Commission or its staff upon request.

 


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