UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
for the quarterly period ended August 31, 1995
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from .......... to..........
Commission File No.: 0-28-44 (Blue Ridge)
0-28-43 (Big Boulder)
BLUE RIDGE REAL ESTATE COMPANY
BIG BOULDER CORPORATION
State or other jurisdiction of incorporation or organization:Pennsylvania
24-0854342 (Blue Ridge)
I.R.S. Employer Identification Number: 24-0822326 (Big Boulder)
Address of principal executive office: Blakeslee, Pennsylvania
Zip Code: 18610
Registrant's telephone number, including area code: (717)-443-8433
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities and
Exchange Act of 1934 during the preceding 12 months (or for such 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 close of the period of this report:
Class Outstanding at August 31, 1995
Common Stock, without par value 2,004,014
stated value $.30 per combined share*
*Under a Security Combination Agreement between Blue Ridge Real Estate
Company ("Blue Ridge") and Big Boulder Corporation ("Big Boulder")
(referred to as the "Corporations") and under the by-laws of the
Corporations, shares of the Corporations are combined in unit certifi-
cates, each certificate representing the same number of shares of each
of the Corporations. Shares of each Corporation may be transferred only
together with an equal number of shares of the other Corporation. For
This reason, a combined Blue Ridge/Big Boulder Form 10-Q is being filed.
Except as otherwise indicated, all information applies to both
Corporations.
PAGE 1
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INDEX
PART I - FINANCIAL INFORMATION
Page No.
Item 1 - Financial Statements
Combined Condensed Balance Sheets
August 31, 1995 and May 31, 1995 1 & 2
Combined Condensed Statements of
Operations - Three months ended
August 31, 1995 and 1994 3
Combined Condensed Statements of
Cash Flows - Three months ended
August 31, 1995 and 1994 4
Notes to Financial Statements 5
Item 2 - Management's Discussion and Anlaysis
of Financial Condition and Results
of Operations 6 & 7
PART II - OTHER INFORMATION 8
Signatures 8
PAGE 2
<PAGE>
<TABLE>
BLUE RIDGE REAL ESTATE COMPANY and SUBSIDIARIES
BIG BOULDER CORPORATION and SUBSIDIARIES
COMBINED CONDENSED BALANCE SHEETS
(UNAUDITED)
<CAPTION>
ASSETS
August 31, May 31,
1995 1995
<S> <C> <C>
Current Assets:
Cash (including interest bearing
deposits of $1,107,983 at August 31,
1995 and $2,058,412 at May 31, 1995 $1,171,052 $2,085,287
Current installments of mortgage
notes receivable 9,920 13,156
Accounts receivable 95,976 199,580
Refundable Income Taxes 10,000 10,000
Prepaid expenses, principally
insurance and real estate taxes 660,729 571,651
Deferred operating costs-net of
deferred revenue-ski facilities 324,370 ---
Total current assets 2,272,047 2,879,674
Mortgage notes receivable, less
current installments 12,918 13,668
Other non-current assets 36,797 36,797
Properties:
Land, principally unimproved 2,046,582 2,046,582
Land improvements, buildings and
equipment 44,779,230 44,565,426
46,825,812 46,612,008
Less accumulated depreciation
and amortization 26,088,567 25,878,476
20,737,245 20,733,532
$23,059,007 $23,663,671
<FN>
<F1> See accompanying notes to unaudited financial statements.
</FN>
</TABLE>
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<TABLE>
LIABILITIES AND SHAREHOLDERS' EQUITY
<CAPTION>
August 31, May 31,
1995 1995
<S> <C> <C>
Current liabilities:
Current installments of long-term
debt $ 661,141 $ 661,141
Accounts and other payables 224,556 319,721
Accrued claims 139,819 154,605
Deferred revenue 289,088 412,224
Accrued liabilities 312,741 542,627
Total current liabilities 1,627,345 2,090,318
Long-term debt, less current
installments 9,453,928 9,578,025
Deferred income taxes 2,425,129 2,425,129
Commitments and Contingencies:
Combined shareholders' equity:
Capital stock, without par value,
stated value $.30 per combined
share, Blue Ridge and Big Boulder
each have authorized 3,000,000
shares and each have issued
2,198,148 shares as of August 31,
1995 and May 31, 1995 659,444 659,444
Capital in excess of stated value 1,461,748 1,461,748
Earnings retained in the business 8,687,646 8,705,240
10,808,838 10,826,432
LESS: Cost of 194,134 shares of
capital stock in Treasury at
August 31, 1995 and May 31, 1995 1,256,233 1,256,233
9,552,605 9,570,199
$23,059,007 $23,663,671
<FN>
<F1> See accompanying notes to unaudited financial statements.
</FN>
</TABLE>
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<TABLE>
BLUE RIDGE REAL ESTATE COMPANY and SUBSIDIARIES
BIG BOULDER CORPORATION and SUBSIDIARIES
COMBINED CONDENSED STATEMENT OF OPERATIONS
(UNAUDITED)
<CAPTION>
<S> <C> <C>
Three months ended August 31, 1995 1994
Revenue:
Real estate management $1,066,465 $ 869,118
Rental income 423,823 412,912
1,490,288 1,282,030
Costs and expenses:
Real estate management 891,403 771,190
Rental operations 193,829 192,158
General & administrative expense 236,431 235,152
1,321,663 1,198,500
Income from operations 168,625 83,530
Other income (expense):
Interest and other income 24,812 25,771
Interest expense (221,831) (219,691)
(197,019) (193,920)
Loss before income taxes (28,394) (110,390)
Credit for income taxes (10,800) (40,800)
Net loss $(17,594) $(69,590)
Net loss per weighted average combined
shares outstanding (2,004,014 in 1995
and 2,043,892 in 1994) $(.01) $(.03)
</TABLE>
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<TABLE>
BLUE RIDGE REAL ESTATE COMPANY and SUBSIDIARIES
BIG BOULDER CORPORATION and SUBSIDIARIES
COMBINED CONDENSED STATEMENTS OF CASH FLOW
(UNAUDITED)
<CAPTION>
<S> <C> <C>
Three months ended August 31, 1995 1994
Cash flows from operating activities:
Net loss $( 17,594) $( 69,590)
Adjustments to reconcile net loss
to net cash used in operating
activities:
Depreciation and amortization 210,091 212,230
Deferred revenue (123,136) (74,421)
Changes in assets and liabilities:
Accounts and other receivables 103,604 10,644
Prepaid expenses and other current
assets (413,448) (668,280)
Accounts payable (95,165) (21,479)
Accrued liabilities (244,672) (157,623)
Net cash used in operating activites (580,320) (768,519)
Cash flows from investing activities:
Collection of mortgage receivables 3,986 4,300
Additions to properties (213,804) (222,092)
Net cash used in investing activities (209,818) (217,792)
Cash Flows from financing activities:
Purchase of Treasury Stock --- (466,953)
Payment of long-term debt (124,097) (138,193)
Net cash used in financing activities (124,097) (605,146)
Net decrease in cash and cash
equivalents (914,235) (1,591,457)
Cash and cash equivalents,
beginning of period 2,085,287 2,888,611
Cash and cash equivalents,
end of period $1,171,052 $1,297,154
Supplemental disclosures of cash
flow information:
Cash paid during the period:
Interest $ 219,243 $ 219,713
Income taxes --- $ 11,087
<FN>
<F1> See accompanying notes to unaudited financial statements.
</FN>
</TABLE>
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NOTES TO UNAUDITED FINANCIAL STATEMENTS
1. The combined financial statements include the accounts of Blue Ridge
Real Estate Company and its wholly-owned subsidiaries (Northeast Land
Company, Jack Frost Mountain Company and BRRE Holdings, Inc.) and Big
Boulder Corporation and its wholly-owned subsidiaries (Lake Mountain
Company and BBC Holdings, Inc.) In the opinion of Management, the
accompanying unaudited condensed combined financial statements contain
all adjustments (consisting of only normal recurring accruals)
necessary to present fairly the financial position as of August 31,
1995 and the results of operations and cash flows for the three month
periods ending August 31, 1995 and 1994.
2. The results of operations for the three months are not necessarily
indicative of the results to be expected for the full year since
(a) the Companies' two ski facilities operate principally during
the months of December through March and (b) land dispositions occur
sporadically and do not follow any pattern during the fiscal year.
Costs and expenses net of revenues received in advance attributable
to the ski facilities for the months of June through November are
deferred and recognized as revenue and operating expenses, ratably,
over the operating period.
3. The credit for income taxes for the three months ending August 31,
1995 and 1994 represents the allocation of the estimated annual
effective tax rate for the 12 months ending May 31, 1995 and 1994,
respectively.
4. In September, 1985, the Companies obtained two loans for capital
improvements at both ski areas. These loans will mature in
September 1997. The Companies are in the process of refinancing
to extend the maturity date until 2005. This transaction will be
completed during the second quarter.
PAGE 7
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MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Results of Operations
Operations for the First Quarter of Fiscal 1996 results in a loss
of ($.01) per combined share compared to a loss of ($.03) per
combined share for the same period in Fiscal 1995.
Combined revenue of $1,490,268 represents an increase of $208,258
for three months ending August 31, 1995, compared to the same
period of the previous year. Real Estate Mangement increased
$197,347 and Rental Income increased $10,911.
Real Estate Management increase in revenue is from recreational
activities of $163,902, rental management operations of $25,426,
and marketing fees from resale of homes in our resort communities
of $8,019.
Rental income increase in revenue is from investment properties.
Interest and Other Income decreased $959.
Operating costs increased by $123,163 during the first three months
of Fiscal 1996 as compared to the same period in 1995. This was
due to increased expense in our recreational activites, rental
operations and investment properties. The increases were offset
with decreases in our property management, resale of homes and
land parcel development.
General and administrative expenses for the first three months of
Fiscal 1996 as compared to the same period in 1995, increased by
$1,279, primarily because of supplies.
Interest expense for the first three months of Fiscal 1996, as
compared to the same period in 1995, increased by $2,140 because
of changes in the prime rate.
The effective income tax rate for the First Quarter of Fiscal 1996
was 38%, as compared to 37% for Fiscal Year 1995. State taxes
account primarily for the Fiscal 1996 and 1995 effective rates
being greater than the federal statutory rate of 34%.
PAGE 8
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Financial Condition, Liquidity and Capital Resources
Working capital as of August 31, 1995, decreased by $144,654 as
compared to May 31, 1995. This was due principally to an increase
in deferred ski area operating costs, addition to properties, and
repayment of long-term debt.
The change in the balances of accounts receivable, deferred operating
costs and accrued liabilities from May 31, 1995 to August 31, 1995,
was due primarily to revenue and expenses that are applicable to the
ski facilities, which are deferred and recognized ratably during the
months of December through March.
Moving Forward
Capital expenditures planned for Fiscal 1996 include expansion of our
Tubing Hill at Jack Frost Mountain and building a complete Tubing
facility at Big Boulder. The Companies have adequate capital
resources to fund these projects.
Due to the weak real estate market in the companies, location, the
development of packaged parcels of land has been delayed. The direct
sale, joint venture or development through our own Company efforts of
these parcels is expected to enhance the profitability of the
Companies.
PAGE 9
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PART II - OTHER INFORMATION
The Companies have no matters to report with respect to
Items 1, 2, 3, 4, 5, and 6(A) and (B).
FORM 10-Q
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.
BLUE RIDGE REAL ESTATE COMPANY
BIG BOULDER CORPRATION
(Registrant)
_______________________________
(Signature)
Gary A. Smith
President
_______________________________
(Signature)
R. Bruce Reiner
Chief Accounting Officer
_______________________________
(Date)
PAGE 10
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<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAY-31-1996
<PERIOD-END> AUG-31-1995
<CASH> 1,171,052
<SECURITIES> 0
<RECEIVABLES> 115,896
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 2,272,047
<PP&E> 46,825,812
<DEPRECIATION> 26,088,567
<TOTAL-ASSETS> 23,059,007
<CURRENT-LIABILITIES> 1,627,345
<BONDS> 0
<COMMON> 2,004,014
0
0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 23,059,007
<SALES> 1,490,288
<TOTAL-REVENUES> 1,490,288
<CGS> 0
<TOTAL-COSTS> 1,321,663
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (221,831)
<INCOME-PRETAX> (28,394)
<INCOME-TAX> (10,800)
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (17,594)
<EPS-PRIMARY> (.01)
<EPS-DILUTED> 0
</TABLE>
