<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 10-Q
QUARTERLY REPORT
===========================================================================
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the Quarter Ended Commission File No.
July 31, 1995 0-10146
---------------------- --------------------
ABRAMS INDUSTRIES, INC.
------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Georgia 58-0522129
----------------------------- ------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
5775-A Glenridge Drive, N.E., Suite 202, Atlanta, Georgia 30328
---------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(404) 256-9785
----------------------------------------------------
(Registrant's telephone number, including area code)
N/A
--------------------------------------------------------
(Former name, former address and former fiscal year, if
changed since last report)
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
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
--- ----
The number of shares of $1.00 par value Common Stock of the Registrant
outstanding as of August 15, 1995 was 2,975,180.
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<TABLE>
<CAPTION>
PART 1. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
----------------------
ABRAMS INDUSTRIES, INC.
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
July 31, 1995 April 30, 1995
------------- --------------
ASSETS
-------
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 5,894,188 $ 8,270,703
Receivables (note 2) 16,364,374 10,782,910
Less: Allowance for doubtful receivables (106,988) (100,189)
Inventories (note 3) 2,549,629 2,655,906
Costs and earnings in excess of billings 3,018,404 1,568,845
Deferred income taxes 1,212,791 1,212,791
Other 571,097 388,079
------------ ------------
Total current assets 29,503,495 24,779,045
------------ ------------
INCOME-PRODUCING PROPERTIES, net 50,306,719 50,784,045
PROPERTY, PLANT AND EQUIPMENT, net 4,202,801 4,281,112
OTHER ASSETS:
Land held for investment 4,950,293 4,950,293
Notes receivable 695,105 783,293
Cash surrender value of life insurance on officers, net 901,105 889,712
Deferred loan costs, net 1,084,429 1,128,040
Other 1,004,266 981,205
------------ ------------
$ 92,648,213 $ 88,576,745
============ ============
LIABILITIES AND SHAREHOLDERS' EQUITY
------------------------------------
CURRENT LIABILITIES:
Trade and subcontractors payables $12,222,959 $ 7,859,614
Billings in excess of costs and earnings 1,518,715 500,468
Accrued expenses 2,623,553 4,046,752
Current maturities of long-term debt 1,510,122 1,510,122
------------ ------------
Total current liabilities 17,875,349 13,916,956
------------ ------------
DEFERRED INCOME TAXES 2,207,525 2,207,525
MORTGAGE NOTES AND BONDS PAYABLE, less current maturities 40,334,117 40,518,332
OTHER LONG-TERM DEBT, less current maturities 11,445,317 11,061,897
------------ ------------
Total liabilities 71,862,308 67,704,710
------------ ------------
SHAREHOLDERS' EQUITY:
Common stock, $1 par value; authorized 5,000,000 shares;
3,010,039 issued and 2,991,680 outstanding in 1996 and
3,010,039 issued and 2,993,540 outstanding in 1995 3,010,039 3,010,039
Additional paid-in capital 2,012,190 2,012,190
Retained earnings 15,828,599 15,906,239
----------- ------------
Total paid-in capital and retained earnings 20,850,828 20,928,468
Less cost of treasury stock 64,923 56,433
----------- ------------
Total shareholders' equity 20,785,905 20,872,035
----------- ------------
$92,648,213 $ 88,576,745
=========== ============
See accompanying notes to consolidated financial statements.
</TABLE>
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<TABLE>
ABRAMS INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF EARNINGS
(UNAUDITED)
<CAPTION>
FIRST QUARTER ENDED JULY 31,
-------------------------------
1995 1994
---------- ------------
<S> <C> <C>
REVENUES:
Construction $26,865,531 $27,419,447
Manufacturing 5,026,014 4,154,071
Real estate 2,754,216 3,293,580
----------- -----------
34,645,761 34,867,098
Interest 135,224 103,573
Other 10,739 10,705
----------- -----------
34,791,724 34,981,376
----------- -----------
COSTS AND EXPENSES:
Applicable to REVENUES-
Construction 25,796,330 26,267,648
Manufacturing 3,829,409 3,189,607
Real estate, exclusive of interest 1,433,646 1,734,193
----------- -----------
31,059,385 31,191,448
----------- -----------
Selling, shipping, general and administrative
Construction 541,395 557,377
Manufacturing 998,594 1,092,500
Real estate 423,694 404,484
Parent 531,308 491,448
----------- -----------
2,494,991 2,545,809
----------- -----------
Interest costs incurred 1,217,194 1,200,686
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34,771,570 34,937,943
----------- -----------
EARNINGS BEFORE INCOME TAXES 20,154 43,433
INCOME TAX EXPENSE 8,000 17,000
----------- -----------
NET EARNINGS $ 12,154 $ 26,433
=========== ===========
NET EARNINGS PER SHARE $ .00 $ .01
=========== ===========
DIVIDENDS PER SHARE $ .03 $ .03
=========== ===========
WEIGHTED AVERAGE SHARES OUTSTANDING 2,992,909 2,993,540
=========== ===========
See accompanying notes to consolidated financial statements.
</TABLE>
2
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<TABLE>
ABRAMS INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<CAPTION>
FIRST QUARTER ENDED JULY 31,
-------------------------------
1995 1994
------------ ------------
<S> <C> <C>
Cash flows from operating activities:
Net earnings $ 12,154 $ 26,433
Adjustments to reconcile net earnings to net cash
used in operating activities-
Depreciation and amortization 823,038 758,447
Gain on sales of real estate - (321,170)
Decrease (increase) in assets:
Receivables (5,574,665) (411,080)
Inventories 106,277 (326,586)
Costs and earnings in excess of billings (1,449,559) (3,322,667)
Other current assets (183,018) (32,075)
Other assets 29,137 6,331
Increase (decrease) in liabilities:
Accounts payable 4,363,345 5,093,464
Billings in excess of costs and earnings 1,018,247 12,381
Accrued expenses (1,423,199) (2,738,157)
Income taxes payable - (446,916)
----------- -----------
Net cash used in operating activities (2,278,243) (1,701,595)
----------- -----------
Cash flows from investing activities:
Proceeds from sale of real estate - 630,000
Additions to properties, property, plant and
equipment, net (199,193) (149,672)
----------- -----------
Net cash provided by (used in) investing activities (199,193) 480,328
----------- -----------
Cash flows from financing activities:
Debt proceeds 2,699,000 489,000
Debt repayments (2,499,795) (737,546)
Additions to deferred loan costs - (30,550)
Cash dividends (89,794) (89,816)
Repurchases of common stock (8,490) -
----------- -----------
Net cash provided by (used in) financing activities 100,921 (368,912)
----------- -----------
Net decrease in cash and cash equivalents (2,376,515) (1,590,179)
Cash and cash equivalents at beginning of period 8,270,703 7,127,188
----------- -----------
Cash and cash equivalents at end of period $ 5,894,188 $ 5,537,009
=========== ===========
Supplemental schedule of cash flow information:
Interest paid $ 1,272,473 $ 1,232,126
=========== ===========
Income taxes paid $ 212,129 $ 490,835
=========== ===========
See accompanying notes to consolidated financial statements.
</TABLE>
3
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ABRAMS INDUSTRIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
JULY 31, 1995 AND APRIL 30, 1995
(UNAUDITED)
NOTE 1. UNAUDITED STATEMENTS
------------------------------
The accompanying unaudited consolidated financial statements have
been prepared by the Company in accordance with generally accepted
accounting principles, pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements have been
condensed or omitted pursuant to such rules and regulations, although
management believes that the disclosures are adequate to make the
information presented not misleading. In the opinion of management,
the accompanying financial statements contain all adjustments, which
consist solely of normal recurring accruals, necessary for a fair
statement of the results for the interim periods presented. These
financial statements should be read in conjunction with the
consolidated financial statements and the notes thereto included in
the Company's Annual Report to Shareholders for the year ended April
30, 1995. Results of operation for interim periods are not
necessarily indicative of annual results.
NOTE 2. RECEIVABLES
--------------------
All contract receivables are expected to be collected within one
year.
NOTE 3. INVENTORIES
--------------------
The classes of inventory are as follows:
<TABLE>
<CAPTION>
July 31, 1995 April 30, 1995
------------- --------------
<S> <C> <C>
Finished Goods $ 1,346,750 $ 1,790,849
Work in process 645,146 552,803
Raw materials 557,733 312,254
------------ ------------
$ 2,549,629 $ 2,655,906
============ ============
</TABLE>
NOTE 4. RECLASSIFICATIONS
---------------------------
Certain reclassifications have been made to the fiscal 1995
consolidated financial statements to conform with classifications
adopted in fiscal 1996.
4
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
--------------------------------------------------------------------
AND RESULTS OF OPERATIONS.
-------------------------
Changes in CONSOLIDATED BALANCE SHEETS between April 30, 1995 and July
-----------------------------------------------------------------------
31, 1995.
---------
Primarily because of the timing of the submission of invoices for
construction work performed and the payment of invoices related to
construction work, the following items increased: (1) Costs and
earnings in excess of billings increased by $1,449,559; (2) Billings
in excess of costs and earnings increased by $1,018,247; (3) Accounts
receivable increased by $5,574,665; and (4) Accounts payable increased
by $4,363,345. Accrued expenses decreased by $1,423,199 primarily
because of the payment of year-end accruals.
Results of operations of first quarter fiscal 1996 compared to first
---------------------------------------------------------------------
quarter fiscal 1995.
--------------------
REVENUES
For the first quarter ended July 31, 1995, Consolidated REVENUES,
including Interest income and Other income, were $34,791,724, compared
to $34,981,376 for the first quarter ended July 31, 1994. Interest
income was $135,224 for the first quarter 1996, compared to $103,573
for the first quarter 1995.
The figures in Chart A do not include Interest income or Other
income.
<TABLE>
CHART A
REVENUE SUMMARY BY SEGMENT
<CAPTION>
First Quarter Ended Amount Percent
July 31, Increase Increase
--------------------- (Decrease) (Decrease)
1995 1994
-------------------------------------------------
<S> <C> <C> <C> <C>
Construction $26,865,531 $27,419,447 $(553,916) (2)
Manufacturing (1) 5,026,014 4,154,071 871,943 21
Real Estate (2) 2,754,216 3,293,580 (539,364) (16)
---------------------------------------------------
$34,645,761 $34,867,098 $(221,337) (1)
===================================================
</TABLE>
NOTES TO CHART A
----------------
(1) REVENUES for the first quarter 1996 were higher than those of the
first quarter 1995 primarily because of increased sales to one of the
Company s customers.
(2) REVENUES for the first quarter 1996 were lower than those of the
first quarter 1995 because of a land sale during the first quarter
1995. There were no land sales during the first quarter 1996.
5
<PAGE>
The following table shows the backlog of contracts and orders by
segment:
<TABLE>
<CAPTION>
July 31,
----------------------------------
1995 1994
----------- ------------
<S> <C> <C>
Construction $30,329,000 $24,618,000
Manufacturing 4,760,000 8,681,000
Real Estate 10,056,000 10,153,000
----------- -----------
Total Backlog $45,145,000 $43,452,000
=========== ===========
</TABLE>
COSTS AND EXPENSES: Applicable to REVENUES
As a percentage of Segment REVENUES (See Chart A) for the first
quarter 1996 and 1995, the applicable COSTS AND EXPENSES (See Chart B)
were 90% and 89%, respectively.
<TABLE>
<CAPTION>
CHART B
COSTS AND EXPENSES APPLICABLE TO REVENUES SUMMARY BY SEGMENT
Percent of Segment Revenues
First Quarter Ended For First Quarter Ended
July 31, July 31,
--------------------- ---------------------------
1995 1994 1995 1994
-----------------------------------------------------
<S> <C> <C> <C> <C>
Construction $25,796,330 $26,267,648 96 96
Manufacturing 3,829,409 3,189,607 76 77
Real Estate (1) 1,433,646 1,734,193 52 53
---------------------------------------------------
$31,059,385 $31,191,448 90 89
===================================================
</TABLE>
NOTES TO CHART B
----------------
(1) The decrease in both the dollar amount and percentage of COSTS AND
EXPENSES: Applicable to REVENUES for the first quarter 1996 compared
to the first quarter 1995 is attributable to a land sale during the
first quarter 1995. There were no land sales during the first quarter
1996.
SELLING, SHIPPING, GENERAL AND ADMINISTRATIVE EXPENSES
For the first quarter 1996 and for the first quarter 1995, Selling,
shipping, general and administrative expenses were $2,494,991 and
$2,545,809, respectively. As a percentage of Consolidated REVENUES,
these expenses were 7%. In reviewing Chart C, the reader should
recognize that the volume of revenues usually affects the amounts and
percentages. The percentages in Chart C are based upon expenses as
they relate to Segment REVENUES (Chart A), except that Parent and
Total expenses relate to Consolidated REVENUES.
6
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<TABLE>
<CAPTION>
CHART C
SELLING, SHIPPING, GENERAL AND ADMINISTRATIVE EXPENSES BY SEGMENT
Percent of Segment Revenues
First Quarter Ended For First Quarter Ended
July 31, July 31,
--------------------- ---------------------------
1995 1994 1995 1994
-----------------------------------------------------
<S> <C> <C> <C> <C>
Construction $ 541,395 $ 557,377 2 2
Manufacturing (1) 998,594 1,092,500 20 26
Real Estate 423,694 404,484 15 12
Parent (2) 531,308 491,448 2 1
---------------------------------------------------
$ 2,494,991 $ 2,545,809 7 7
===================================================
</TABLE>
NOTES TO CHART C
----------------
(1) On a dollar basis, Selling, shipping, general and administrative
expenses were lower for the first quarter 1996 as compared to the
first quarter 1995 primarily because of decreased allowance for
doubtful accounts.
(2) On a dollar basis, Selling, shipping, general and administrative
expenses were higher for the first quarter 1996 as compared to the
first quarter 1995 because of increased personnel costs.
Interest rate swap agreement.
----------------------------
The Company entered into an interest rate swap agreement with Trust
Company Bank effective January 4, 1994, which terminates July 1, 1997.
The notional amount reduces monthly from approximately $10 million at
July 31, 1995, to $9.5 million prior to expiration of the agreement.
The agreement effectively caps and sets a floor interest rate of 8%
and 6%, respectively, on the construction loan which had an
outstanding balance of $9,862,057 at July 31, 1995, and carries a
floating interest rate of prime plus 3/8%. The Company expects the
counterparty to the agreement to abide by the terms of the agreement.
A determination is made each reporting period whether amounts are
receivable from or payable to the counterparty under the agreement and
such accrual is made in the financial statements.
Liquidity and capital resources.
-------------------------------
Between April 30, 1995 and July 31, 1995, working capital increased
by $766,057. Operating activities used cash of $2,278,243. Investing
activities used cash of $199,193 for purchasing new equipment.
Financing activities provided cash of $100,921 from debt proceeds that
were used to fund the company s operating activities. At July 31,
1995, the Company and its subsidiaries had available unsecured
committed lines of credit totaling $13,000,000, against which $962,000
was outstanding.
7
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<PAGE>
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
------------------------------------------
(a) Exhibit 27 - Financial Data Schedule
(b) The Registrant has not filed any reports on form 8-K during the
quarter ended July 31, 1995.
8
<PAGE>
<PAGE>
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.
ABRAMS INDUSTRIES, INC.
-----------------------
(Registrant)
Date: August 23, 1995 /s/ Edward M. Abrams
------------------ ------------------------
Edward M. Abrams
Chairman of The Board and
Chief Executive Officer
Date: August 23, 1995 /s/ Joseph H. Rubin
------------------- --------------------------
Joseph H. Rubin
President, Chief Operating Officer,
Chief Financial Officer and Chief
Accounting Officer
<PAGE>
<PAGE>
EXHIBIT INDEX
-------------
Exhibit No. Description
----------- -------------------
27 Financial Data Schedule
<PAGE>
12<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000001923
<NAME> ABRAMS INDUSTRIES, INC.
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> APR-30-1996
<PERIOD-START> MAY-01-1995
<PERIOD-END> JUL-31-1995
<EXCHANGE-RATE> 1
<CASH> 5,894,188
<SECURITIES> 0
<RECEIVABLES> 16,364,374
<ALLOWANCES> 106,988
<INVENTORY> 2,549,629
<CURRENT-ASSETS> 29,503,495
<PP&E> 79,894,038
<DEPRECIATION> 25,384,518
<TOTAL-ASSETS> 92,648,213
<CURRENT-LIABILITIES> 17,875,349
<BONDS> 51,779,434
<COMMON> 2,991,680
0
0
<OTHER-SE> 17,794,225
<TOTAL-LIABILITY-AND-EQUITY> 92,648,213
<SALES> 34,645,761
<TOTAL-REVENUES> 34,791,724
<CGS> 31,059,385
<TOTAL-COSTS> 31,059,385
<OTHER-EXPENSES> 2,494,991
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,217,194
<INCOME-PRETAX> 20,154
<INCOME-TAX> 8,000
<INCOME-CONTINUING> 12,154
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 12,154
<EPS-PRIMARY> .00
<EPS-DILUTED> .00
</TABLE>
