-----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, BKjG82ov5Zg1Wyy/dboewuuizULptjvnQB55WAN0JuoU+0Vheln2C/8ijev6UFG1 KX+vyqRtFS9Wwg/AvUGWSw== 0001104659-10-044016.txt : 20100812 0001104659-10-044016.hdr.sgml : 20100812 20100812144946 ACCESSION NUMBER: 0001104659-10-044016 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20100630 FILED AS OF DATE: 20100812 DATE AS OF CHANGE: 20100812 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: 101010820 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 a10-13070_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, 2010

 

 

 

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
Incorporation or Organization)

 

(I.R.S. Employer
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 has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes o  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

 

Smaller reporting company x

(Do not check if a smaller reporting company)

 

 

 

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 5, 2010

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, 2010 and September 30, 2009

 

1

 

 

 

 

 

 

 

Consolidated Statements of Income and Retained Earnings for the Three Month Period Ended and the Nine Month Period Ended June 30, 2010 and 2009

 

2

 

 

 

 

 

 

 

Condensed Consolidated Statements of Cash Flows for the Three Month Period Ended and the Nine Month Period Ended June 30, 2010 and 2009

 

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

 

8-9

 

 

 

 

 

Part II

 

OTHER INFORMATION

 

9

 

 

 

 

 

Item 1.

 

Legal Proceedings

 

9

 

 

 

 

 

Item 1A.

 

Risk Factors

 

9

 

 

 

 

 

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

 

10

 

 

 

 

 

 

 

SIGNATURES

 

11

 



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,

 

 

 

2010

 

2009

 

 

 

(unaudited)

 

 

 

ASSETS

 

 

 

 

 

CURRENT ASSETS

 

 

 

 

 

Cash

 

$

20,498

 

$

33,724

 

Receivables from tenants

 

238,461

 

249,850

 

Prepaid salaries

 

 

3,614

 

 

 

 

 

 

 

Total current assets

 

258,959

 

287,188

 

 

 

 

 

 

 

INVESTMENT PROPERTIES

 

 

 

 

 

Investment properties for lease, net of accumulated depreciation

 

5,864,224

 

5,957,356

 

Land and improvements held for investment or development

 

3,641,098

 

3,641,098

 

 

 

 

 

 

 

 

 

9,505,322

 

9,598,454

 

 

 

 

 

 

 

OTHER ASSETS

 

91,314

 

96,245

 

 

 

 

 

 

 

 

 

$

9,855,595

 

$

9,981,887

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

CURRENT LIABILITIES

 

 

 

 

 

Accounts payable and accrued expenses

 

$

186,674

 

$

243,298

 

Income taxes payable

 

38,665

 

67,486

 

Current maturities of notes payable and line of credit

 

761,636

 

680,268

 

Current portion of deferred revenue

 

24,652

 

24,652

 

 

 

 

 

 

 

Total current liabilities

 

1,011,627

 

1,015,704

 

 

 

 

 

 

 

LONG-TERM LIABILITIES

 

 

 

 

 

Notes payable, less current portion

 

4,000,142

 

4,349,265

 

Deferred income taxes

 

488,841

 

483,382

 

Deferred revenue, less current portion

 

96,538

 

115,027

 

 

 

 

 

 

 

Total long-term liabilities

 

4,585,521

 

4,947,674

 

 

 

 

 

 

 

Total liabilities

 

5,597,148

 

5,963,378

 

 

 

 

 

 

 

STOCKHOLDERS’ EQUITY

 

 

 

 

 

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

 

524,311

 

524,311

 

Additional paid-in capital

 

333,216

 

333,216

 

Retained earnings

 

3,400,920

 

3,160,982

 

 

 

 

 

 

 

Total equity

 

4,258,447

 

4,018,509

 

 

 

 

 

 

 

 

 

$

9,855,595

 

$

9,981,887

 

 

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 INCOME AND RETAINED EARNINGS

 

 

 

For the Three Month

 

For the Nine Month

 

 

 

Period Ended June 30,

 

Period Ended June 30,

 

 

 

2010

 

2009

 

2010

 

2009

 

 

 

(unaudited)

 

(unaudited)

 

(unaudited)

 

(unaudited)

 

OPERATING REVENUE

 

 

 

 

 

 

 

 

 

Rent revenue

 

$

353,227

 

$

365,210

 

$

1,086,099

 

$

1,071,473

 

 

 

 

 

 

 

 

 

 

 

OPERATING EXPENSES

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

32,688

 

32,300

 

98,064

 

96,195

 

Property taxes

 

67,645

 

65,366

 

204,673

 

201,202

 

Payroll and related costs

 

21,063

 

16,589

 

56,818

 

48,302

 

Insurance and utilities

 

10,437

 

10,726

 

31,540

 

30,962

 

Repairs and maintenance

 

4,347

 

11,763

 

24,912

 

43,208

 

Professional services

 

2,800

 

4,814

 

36,453

 

35,875

 

Write off of accounts receivable

 

8,015

 

 

8,015

 

 

Other

 

911

 

33

 

2,652

 

858

 

 

 

 

 

 

 

 

 

 

 

 

 

147,906

 

141,591

 

463,127

 

456,602

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

205,321

 

223,619

 

622,972

 

614,871

 

 

 

 

 

 

 

 

 

 

 

OTHER INCOME (EXPENSE)

 

 

 

 

 

 

 

 

 

Interest

 

(80,838

)

(90,776

)

(246,298

)

(276,221

)

Other income

 

 

2

 

51

 

818

 

 

 

 

 

 

 

 

 

 

 

 

 

(80,838

)

(90,774

)

(246,247

)

(275,403

)

 

 

 

 

 

 

 

 

 

 

Income before income taxes

 

124,483

 

132,845

 

376,725

 

339,468

 

 

 

 

 

 

 

 

 

 

 

INCOME TAXES PROVISION

 

46,092

 

48,630

 

136,787

 

117,470

 

 

 

 

 

 

 

 

 

 

 

Net income

 

78,391

 

84,215

 

239,938

 

221,998

 

 

 

 

 

 

 

 

 

 

 

RETAINED EARNINGS, BEGINNING OF PERIOD

 

3,322,529

 

2,911,324

 

3,160,982

 

2,773,541

 

 

 

 

 

 

 

 

 

 

 

RETAINED EARNINGS, END OF PERIOD

 

$

3,400,920

 

$

2,995,539

 

$

3,400,920

 

$

2,995,539

 

 

 

 

 

 

 

 

 

 

 

PER SHARE DATA

 

 

 

 

 

 

 

 

 

Net income per common share

 

$

0.01

 

$

0.02

 

$

0.05

 

$

0.04

 

 

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

 

2



Table of Contents

 

SECURITY LAND AND DEVELOPMENT CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

 

 

 

For the Three Month

 

For the Nine Month

 

 

 

Period Ended June 30,

 

Period Ended June 30,

 

 

 

2010

 

2009

 

2010

 

2009

 

 

 

(unaudited)

 

(unaudited)

 

(unaudited)

 

(unaudited)

 

OPERATING ACTIVITIES

 

 

 

 

 

 

 

 

 

Net income

 

$

78,391

 

$

84,215

 

$

239,938

 

$

221,998

 

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

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

32,688

 

32,300

 

98,064

 

96,195

 

Changes in deferred and accrued amounts:

 

9,626

 

(12,060

)

(83,472

)

(69,401

)

 

 

 

 

 

 

 

 

 

 

Net cash provided by operating activities

 

120,705

 

104,455

 

254,530

 

248,792

 

 

 

 

 

 

 

 

 

 

 

INVESTING ACTIVITIES

 

 

 

 

 

 

 

 

 

Proceeds from the sale of investments

 

 

 

 

250,000

 

 

 

 

 

 

 

 

 

 

 

FINANCING ACTIVITIES

 

 

 

 

 

 

 

 

 

Repayments to shareholder

 

(10,500

)

 

 

 

Principal payments on notes payable and line of credit, net

 

(110,273

)

(104,848

)

(267,756

)

(492,872

)

 

 

 

 

 

 

 

 

 

 

Net cash used in financing activities

 

(120,773

)

(104,848

)

(267,756

)

(492,872

)

 

 

 

 

 

 

 

 

 

 

Net increase (decrease) in cash

 

(68

)

(393

)

(13,226

)

5,920

 

 

 

 

 

 

 

 

 

 

 

CASH, BEGINNING OF PERIOD

 

20,566

 

31,077

 

33,724

 

24,764

 

 

 

 

 

 

 

 

 

 

 

CASH, END OF PERIOD

 

$

20,498

 

$

30,684

 

$

20,498

 

$

30,684

 

 

 

 

 

 

 

 

 

 

 

SUPPLEMENTAL CASH FLOW INFORMATION:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash paid for interest

 

$

80,838

 

$

90,776

 

$

246,298

 

$

276,221

 

 

 

 

 

 

 

 

 

 

 

Cash paid for income taxes

 

$

35,000

 

$

40,170

 

$

95,420

 

$

91,532

 

 

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-K for the year ended September 30, 2009 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-K for the year ended September 30, 2009 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, 2010 and September 30, 2009:

 

 

 

June 30,

 

September 30,

 

 

 

2010

 

2009

 

 

 

(unaudited)

 

 

 

 

 

 

 

 

 

National Plaza building, land and improvements

 

$

5,136,296

 

$

5,136,296

 

Evans Ground Lease, land and improvements

 

2,430,373

 

2,430,373

 

Commercial land and improvements

 

3,641,098

 

3,641,098

 

 

 

11,207,767

 

11,207,767

 

 

 

 

 

 

 

Less accumulated depreciation

 

(1,826,322

)

(1,735,224

)

 

 

9,381,445

 

9,472,543

 

 

 

 

 

 

 

Residential rental property

 

145,847

 

145,847

 

Less accumulated depreciation

 

(21,970

)

(19,936

)

 

 

123,877

 

125,911

 

 

 

 

 

 

 

Investment properties for lease, net of accumulated depreciation

 

$

9,505,322

 

$

9,598,454

 

 

Depreciation expense totaled $31,044 and $93,132 for both the three-month and nine-month periods ended June 30, 2010 and 2009.

 

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 lessee 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 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, 2010 and September 30, 2009.

 

Refer to the Company’s Form 10-K for the year ended September 30, 2009, 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,
2010

 

September 30,
2009

 

 

 

(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%.

 

$

236,084

 

$

288,773

 

 

 

 

 

 

 

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%.

 

1,762,566

 

1,972,223

 

 

 

 

 

 

 

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 $19,137, including interest, through May 1, 2027, and bears interest at a fixed rate of 5.85%.

 

2,462,878

 

2,525,518

 

 

 

4,461,528

 

4,786,514

 

Less current maturities

 

(461,386

)

(437,249

)

 

 

 

 

 

 

 

 

$

4,000,142

 

$

4,349,265

 

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 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 line of credit was increased to $300,250 in January 2010 and its maturity was extended to February 2011.

 

$

300,250

 

$

243,019

 

 

Management of the Company expects future liquidity needs of the Company to be funded from rent revenues, refinancing and the appreciation in investment properties (which can be sold or mortgaged, if necessary).

 

Current maturities of notes payable will require the Company to make payments over the next 12 months totaling $461,386.  The Company projects that it will be able to fund the payment of its current maturities of notes payable through cash flows generated from its operations and cash on hand, but there can be no assurance that this will occur.

 

In addition, the Company’s line of credit of $300,250 at June 30, 2010 was refinanced in January 2010 and is due to be repaid in February 2011.  The Company expects to extend the maturity date of the line of credit through refinancing upon its maturity in 2011.  Although the Company expects to secure this refinancing prior to the maturity of the line of credit, there can be no assurances that such refinancing will be secured or that such refinancing will be on terms acceptable to the Company.

 

If the Company is unsuccessful in either of their efforts described above, the Company intends to seek additional financing or sell certain of its assets.

 

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, which comprise approximately 54% and 46% 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 39% of its revenues though its lease with Publix.

 

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, 2010, and a comparative analysis of the same period for 2009 are presented below:

 

 

 

 

 

 

 

Increase (Decrease)

 

 

 

 

 

 

 

2010 compared to 2009

 

 

 

2010

 

2009

 

Amount

 

Percent

 

 

 

 

 

 

 

 

 

 

 

Rent revenue

 

$

1,086,099

 

$

1,071,473

 

$

14,626

 

1

%

 

 

 

 

 

 

 

 

 

 

Operating expenses

 

463,127

 

456,602

 

6,525

 

1

%

 

 

 

 

 

 

 

 

 

 

Interest expense

 

246,298

 

276,221

 

(29,923

)

-11

%

 

 

 

 

 

 

 

 

 

 

Income tax expense

 

136,787

 

117,470

 

19,317

 

16

%

 

 

 

 

 

 

 

 

 

 

Net income

 

239,938

 

221,998

 

17,940

 

8

%

 

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.

 

Refer to the Company’s Form 10-K for the year ended September 30, 2009 for further information regarding the properties owned and their lease terms.

 

Total operating expenses for the nine months ended June 30, 2010 were consistent with operating costs compared to the same period for 2009.  Management expects operating expenses for the remainder of the current fiscal year to be comparable to the current operating period.

 

Interest expense for the nine month period ended June 30, 2010 decreased compared to 2009 due to the decrease in debt due to scheduled principle payments and the easement sale of a portion of the land containing the Evans Ground Lease.  A portion of the proceeds from the easement sale were used to pay down debt collateralized by the Evans Ground Lease and related property.

 

Income tax expense for the nine month period ended June 30, 2010 increased as the Company’s net income increased due to decreased interest expense noted above.

 

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Table of Contents

 

Liquidity and Sources of Capital:

 

The Company’s ratio of current assets to current liabilities at June 30, 2010 was 26%.  The ratio was 28% at September 30, 2009.

 

Management of the Company expects future liquidity needs of the Company to be funded from rent revenues, refinancing and the appreciation in investment properties (which can be sold or mortgaged, if necessary).

 

Current maturities of notes payable will require the Company to make payments over the next 12 months totaling $461,386.  The Company projects that it will be able to fund the payment of its current maturities of notes payable through cash flows generated from its operations and cash on hand, but there can be no assurance that this will occur.

 

In addition the Company’s line of credit was $300,250 at June 30, 2010 is due to be repaid in February 2011.  The Company expects to extend the maturity date of the line of credit through refinancing upon its maturity in 2011.  Although the Company expects to secure this refinancing prior to the maturity of the line of credit, there can be no assurances that such refinancing will be secured or that such refinancing will be on the terms acceptable to the Company.

 

If the Company is unsuccessful in either of their efforts described above, the Company intends to seek additional financing or sell certain of its assets.

 

Cautionary Note Regarding Forward-Looking Statements:

 

The results of operations for the nine-month period ended June 30, 2010 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.

 

8



Table of Contents

 

Item  4T. Controls and Procedures

 

Management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in the Exchange Act Rules 13a-15(f).  A system of internal control over financial reporting is a process designed 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.

 

As of September 30, 2009, the Company’s management evaluated the effectiveness of its internal control.  Based on the evaluation, the Company’s management concluded that the Company’s internal control over financial reporting was ineffective as of September 30, 2009 and identified a material weakness related to the lack of segregation of duties, accounting personnel with the requisite knowledge of GAAP and the lack of written policies and procedures over financial reporting.

 

Notwithstanding the existence of this material weakness in our internal control over financial reporting, our management believes that the consolidated financial statements included in its reports fairly present in all material respects the Company’s financial condition, results of operations and cash flows for the periods presented.

 

There has been no change in the Company’s internal control over financial reporting that occurred during the Company’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

 

PART II - OTHER INFORMATION

 

Item  1. Legal Proceedings

 

None

 

Item  1A. Risk Factors

 

No updates

 

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

 

None

 

Item  3. Defaults Upon Senior Securities

 

None

 

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

 

None

 

Item  5. Other Information

 

Management of the Company notes that no Forms 8-K 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 8-K.

 

9



Table of Contents

 

Item  6. Exhibits and Reports on Form 8-K

 

(a)

 

Exhibit No.

 

Description

 

 

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, 2010.

 

10



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 11, 2010

 

 

 

 

 

T. Greenlee Flanagin

 

Date

 

President

 

 

 

Chief Executive Officer and Chief Financial Officer

 

 

 

11


EX-31.1 2 a10-13070_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 11, 2010

 

 

/s/ T. Greenlee Flanagin

 

T. Greenlee Flanagin

 

President and Chief Executive Officer and

 

Chief Financial Officer

 


EX-32.1 3 a10-13070_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, 2010 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 11, 2010

 

 

 

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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