<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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.
October 31, 1998 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)
1945 The Exchange, Suite 300, Atlanta, Georgia 30339
----------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(770) 953-0304
---------------------------------------------------
(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 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 November 30, 1998 was 2,936,356.
<PAGE>
PART 1. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
- -----------------------------
ABRAMS INDUSTRIES, INC.
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
<TABLE>
<CAPTION>
October 31, 1998 April 30, 1998
---------------- --------------
ASSETS
- ------
<S> <C> <C>
CURRENT ASSETS
Cash and cash equivalents $ 5,344,925 $ 13,240,471
Receivables 27,641,263 21,275,284
Less: Allowance for doubtful accounts (154,377) (130,040)
Inventories, net 2,169,796 1,495,063
Costs and earnings in excess of billings 3,257,101 5,637,599
Property held for sale 5,232,207 1,691,764
Deferred income taxes 848,939 848,939
Other 997,722 614,244
-------------- -------------
Total current assets 45,337,576 44,673,324
-------------- -------------
INCOME-PRODUCING PROPERTIES, net 52,866,686 57,262,540
PROPERTY, PLANT AND EQUIPMENT, net 12,575,136 9,856,619
LAND HELD FOR FUTURE DEVELOPMENT OR SALE 4,237,845 4,237,845
OTHER ASSETS
Notes receivable 353,917 415,538
Cash surrender value of life insurance on officers, net 1,476,312 1,282,790
Deferred loan costs, net 805,735 814,405
Other 2,993,431 2,766,383
-------------- -------------
$ 120,646,638 $ 121,309,444
============== =============
LIABILITIES AND SHAREHOLDERS' EQUITY
- ------------------------------------
CURRENT LIABILITIES
Trade and subcontractors payables $ 18,673,282 $ 19,445,101
Billings in excess of costs and earnings 4,323,266 1,369,148
Accrued expenses 3,439,663 6,989,911
Short-term borrowings 1,845,688 -
Current maturities of long-term debt 6,814,558 1,586,133
-------------- -------------
Total current liabilities 35,096,457 29,390,293
-------------- -------------
DEFERRED INCOME TAXES 3,018,429 3,018,429
OTHER LIABILITIES 1,594,029 1,426,052
MORTGAGE NOTES PAYABLE, less current maturities 27,845,479 33,433,945
OTHER LONG-TERM DEBT, less current maturities 29,476,208 29,504,862
-------------- -------------
Total liabilities 97,030,602 96,773,581
-------------- -------------
SHAREHOLDERS' EQUITY
Common stock, $1 par value; authorized 5,000,000 shares;
3,014,039 issued and 2,936,356 outstanding 3,014,039 3,014,039
Additional paid-in capital 2,019,690 2,019,690
Retained earnings 18,994,858 19,914,685
-------------- -------------
24,028,587 24,948,414
Less cost of treasury stock 412,551 412,551
-------------- -------------
Total shareholders' equity 23,616,036 24,535,863
-------------- -------------
$ 120,646,638 $ 121,309,444
============== =============
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
ABRAMS INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
SECOND QUARTER ENDED SIX MONTHS ENDED
OCTOBER 31, OCTOBER 31,
------------------------------ ---------------------------------
1998 1997 1998 1997
----------- ----------- ------------ -----------
<S> <C> <C> <C> <C>
REVENUES
Construction $ 49,232,869 $ 38,799,113 $ 96,385,800 $ 77,196,491
Manufacturing 4,606,781 4,751,609 7,138,917 8,067,942
Real estate 3,509,943 11,750,270 6,779,940 15,166,086
------------ ------------ ------------- -------------
57,349,593 55,300,992 110,304,657 100,430,519
Less: Intersegment eliminations (757,464) (134,863) (1,971,721) (134,863)
------------ ------------ ------------- -------------
56,592,129 55,166,129 108,332,936 100,295,656
Interest 118,407 146,554 270,833 265,247
Other 40,703 9,958 51,409 21,057
------------ ------------ ------------- -------------
56,751,239 55,322,641 108,655,178 100,581,960
------------ ------------ ------------- -------------
COSTS AND EXPENSES
Applicable to REVENUES--
Construction 47,634,716 37,003,045 92,884,967 73,941,324
Manufacturing 3,795,141 3,534,099 6,328,273 6,048,330
Real estate, exclusive of interest 1,662,328 6,609,755 3,416,718 8,389,169
------------ ------------ ------------- -------------
53,092,185 47,146,899 102,629,958 88,378,823
Less: Intersegment eliminations (402,452) (601,016) (1,572,826) (601,016)
------------ ------------ ------------- -------------
52,689,733 46,545,883 101,057,132 87,777,807
------------ ------------ ------------- -------------
Selling, shipping, general and administrative
Construction 833,916 782,730 1,746,131 1,482,038
Manufacturing 979,493 982,049 2,012,224 1,963,484
Real estate 572,457 703,296 1,212,032 1,236,250
Parent 869,175 586,870 1,403,609 1,140,405
------------ ------------ ------------- -------------
3,255,041 3,054,945 6,373,996 5,822,177
Less: Intersegment eliminations (62,064) (64,848) (424,683) (67,803)
------------ ------------ ------------- -------------
3,192,977 2,990,097 5,949,313 5,754,374
------------ ------------ ------------- -------------
Interest costs incurred, less interest
capitalized 1,355,700 1,041,520 2,618,919 2,132,843
------------ ------------ ------------- -------------
57,238,410 50,577,500 109,625,364 95,665,024
------------ ------------ ------------- -------------
EARNINGS (LOSS) BEFORE INCOME TAXES (487,171) 4,745,141 (970,186) 4,916,936
INCOME TAX EXPENSE (BENEFIT) (168,000) 1,791,000 (344,000) 1,862,000
------------ ------------ ------------- -------------
NET EARNINGS (LOSS) $ (319,171) $ 2,954,141 $ (626,186) $ 3,054,936
============ ============ ============= =============
NET EARNINGS (LOSS) PER SHARE:
Basic $ (.11) $ 1.01 $ (0.21) $ 1.04
============ ============ ============= =============
Diluted $ (.11) $ 1.00 $ (0.21) $ 1.03
============ ============ ============= =============
DIVIDENDS PER SHARE $ .05 $ .04 $ .10 $ .11
============ ============ ============= =============
WEIGHTED AVERAGE SHARES OUTSTANDING 2,936,356 2,937,689 2,936,356 2,939,067
============ ============ ============= =============
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
ABRAMS INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
SIX MONTHS ENDED OCTOBER 31,
-----------------------------------
1998 1997
------------- ---------------
<S> <C> <C>
Cash flows from operating activities
Net earnings (loss) $ (626,186) $ 3,054,936
Adjustments to reconcile net earnings (loss) to net cash
provided by operating activities
Depreciation and amortization 1,543,839 1,403,873
Gain on sales of real estate - (4,868,052)
Decrease (increase) in assets
Receivables (6,341,642) (4,504,760)
Inventories (674,733) (62,997)
Costs and earnings in excess of billings 2,380,498 (4,707,000)
Other current assets (383,478) (448,815)
Other assets (418,652) (98,083)
Increase (decrease) in liabilities
Accounts payable (771,819) 6,915,709
Billings in excess of costs and earnings 2,954,118 1,124,092
Accrued expenses (3,550,248) (2,157,393)
Deferred income - (400,979)
Deferred income taxes - 1,709,660
Other liabilities 167,977 226,478
------------- ---------------
Net cash used in operating activities (5,720,326) (2,813,331)
------------- ---------------
Cash flows from investing activities
Proceeds from sales of real estate - 10,024,650
Additions to income-producing properties, property, plant and equipment, net (3,289,294) (15,527,931)
------------- ---------------
Net cash used in investing activities (3,289,294) (5,503,281)
------------- ---------------
Cash flows from financing activities
Net short-term borrowings 1,845,688 -
Debt proceeds 234,570 13,655,020
Debt repayments (623,267) (9,175,065)
Additions to deferred loan costs (49,281) (194,028)
Cash dividends (293,636) (323,419)
Repurchase of common stock - (42,000)
Proceeds from exercise of stock options - 11,500
------------- ---------------
Net cash provided by financing activities 1,114,074 3,932,008
------------- ---------------
Net decrease in cash and cash equivalents (7,895,546) (4,384,604)
Cash and cash equivalents at beginning of period 13,240,471 7,611,051
------------- ---------------
Cash and cash equivalents at end of period $ 5,344,925 $ 3,226,447
============= ================
Supplemental schedule of cash flow information
Interest paid, net of amounts capitalized $ 2,554,981 $ 2,085,127
============= ================
Income taxes paid, net of refunds $ 158,572 $ 799,671
============= ================
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
ABRAMS INDUSTRIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
OCTOBER 31, 1998 AND APRIL 30, 1998
(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, 1998. Results of
operations for interim periods are not necessarily indicative of annual
results.
NOTE 2. RECEIVABLES
- --------------------
All contract and trade receivables are expected to be collected
within one year.
NOTE 3. INVENTORIES
- --------------------
The classes of inventory are as follows:
October 31, 1998 April 30, 1998
---------------- --------------
Finished goods $ 637,194 $ 787,520
Work in process 559,976 219,802
Raw materials 972,626 487,741
------------- -----------
$ 2,169,796 $ 1,495,063
============= ===========
NOTE 4. STATEMENT OF FINANCIAL ACCOUNTING STANDARDS NO. 130,
- -------------------------------------------------------------
REPORTING COMPREHENSIVE INCOME
- ------------------------------
On May 1, 1998, the Company adopted the provisions of Statement of Financial
Accounting Standards ("SFAS") No. 130, Reporting Comprehensive Income. This
Statement establishes standards for reporting and display of comprehensive
income and its components in a full set of general purpose financial
statements. The term "comprehensive income" is used in SFAS 130 to describe
the total of all components of comprehensive income including net income.
"Other comprehensive income" refers to revenues, expenses, gains, and losses
that are included in comprehensive income but excluded from earnings under
accounting standards. The Company has no "other comprehensive income" to
report for the first six months ended October 31, 1998 and 1997.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
- ------------------------------------------------------------------------
RESULTS OF OPERATIONS.
- ----------------------
Changes in CONSOLIDATED BALANCE SHEETS between April 30, 1998, and October 31,
- ------------------------------------------------------------------------------
1998.
- -----
Accounts receivable increased by $6,365,979 primarily as a result of an
increase in construction activity. Costs and earnings in excess of billings
decreased by $2,380,498 and Billings in excess of costs and earnings
increased by $2,954,118 because of the timing of the submission and payment
of invoices for construction work performed.
Property held for sale increased $3,540,443 as a result of the
reclassification of the net book value of a shopping center in Newnan,
Georgia. This property was classified as Income-producing property at April
30, 1998, and was reclassified in July 1998, as the property is currently
being marketed for sale. It is expected to be sold at a gain. Income-
producing properties decreased by $4,395,854 primarily as a result of the
reclassification of the aforementioned.
Property, plant and equipment increased by $2,718,517, primarily through
the additional costs related to the completion of constructing and equipping
the Company's new manufacturing facility.
Accrued expenses decreased by $3,550,248 because of the payment of April
30, 1998 accruals.
Short-term borrowings increased by $1,845,688 reflecting amounts drawn
on the Company's bank lines of credit primarily for working capital for the
manufacturing segment.
Current maturities of long-term debt increased by $5,228,425, and
Mortgage notes payable decreased by $5,588,466, primarily as a result of the
reclassification of the Newnan, Georgia shopping center mortgage to Current
maturities of long-term debt.
Results of operations of second quarter and first six months of fiscal 1999
- ---------------------------------------------------------------------------
compared to second quarter and first six months of fiscal 1998.
- ---------------------------------------------------------------
REVENUES
For the second quarter 1999, Consolidated REVENUES were $56,751,239,
compared to $55,322,641 for the second quarter 1998. For the first six
months of fiscal 1999, Consolidated REVENUES were $108,655,178, compared to
$100,581,960 for the first six months of fiscal 1998.
The figures in Chart A are Segment revenues before Intersegment
eliminations and do not include Interest income or Other income.
<PAGE>
<TABLE>
<CAPTION>
CHART A
REVENUE SUMMARY BY SEGMENT
(Dollar Amounts in Thousands)
Second Quarter Ended Six Months Ended
October 31, Amount Percent October 31, Amount Percent
--------------------- Increase Increase -------------------- Increase Increase
1998 1997 (Decrease) (Decrease) 1998 1997 (Decrease) (Decrease)
--------- --------- --------- --------- -------- --------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Construction<F1> $ 49,233 $ 38,799 $ 10,434 27 $ 96,386 $ 77,197 $ 19,189 25
Manufacturing<F2> 4,607 4,752 (145) (3) 7,139 8,068 (929) (12)
Real Estate<F3> 3,510 11,750 (8,240) (70) 6,780 15,166 (8,386) (55)
-------- -------- -------- --------- --------- --------
$ 57,350 $ 55,301 $ 2,049 4 $ 110,305 $ 100,431 $ 9,874 10
======== ======== ======== ========= ========= ========
</TABLE>
NOTES TO CHART A
----------------
[FN]
<F1> REVENUES for the second quarter and first six months 1999 were higher
than those of the second quarter and first six months 1998 because of an
increase in sales to existing customers and sales to new customers.
<F2> REVENUES for the first six months 1999 were lower than those of the
first six months 1998 primarily because of a decline in sales orders
from two major customers experienced during the manufacturing segment's
move into its new facility.
<F3> REVENUES for the second quarter and first six months of 1999 were lower
than those of the second quarter and first six months 1998 because there
have been no property sales in fiscal 1999, compared to $9,254,650 and
$10,024,650 of property sales in the second quarter and first six months
of 1998, respectively. Rental revenues increased in the second quarter
and first six months 1999 compared to the same periods 1998 by
$1,014,323 and $1,638,504, respectively.
</FN>
The following table indicates the backlog of contracts, orders and
expected rentals for the next twelve months by industry segment:
<TABLE>
<CAPTION>
October 31,
---------------------------------
1998 1997
------------- -------------
<S> <C> <C>
Construction $ 37,602,000 $ 52,366,000
Manufacturing 9,910,000 6,245,000
Real Estate 11,885,000 10,117,000
------------- -------------
59,397,000 68,728,000
Less: Intercompany Eliminations (1,661,000) (6,277,000)
------------- -------------
Total Backlog $ 57,736,000 $ 62,451,000
============= =============
</TABLE>
<PAGE>
COSTS AND EXPENSES: Applicable to REVENUES
As a percentage of Segment REVENUES (See Chart A) for the second quarter
1999 and 1998, the applicable COSTS AND EXPENSES (See Chart B) were 93% and
85%, respectively. As a percentage of Segment REVENUES for the first six
months 1999 and 1998, the applicable COSTS AND EXPENSES were 93% and 88%,
respectively.
The figures in Chart B are prior to Intersegment eliminations.
<TABLE>
<CAPTION>
CHART B
COSTS AND EXPENSES APPLICABLE TO REVENUES SUMMARY BY SEGMENT
(Dollar Amounts in Thousands)
Percent of Segment Percent of Segment
Revenues For Revenues For
Second Quarter Ended Second Quarter ended Six Months Ended Six Months Ended
October 31, October 31, October 31, October 31,
-------------------- -------------------- ------------------- ----------------
1998 1997 1998 1997 1998 1997 1998 1997
--------- --------- -------- ------- --------- -------- ------- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Construction $ 47,635 $ 37,003 97 95 $ 92,885 $ 73,942 96 96
Manufacturing<F1> 3,795 3,534 82 74 6,328 6,048 89 75
Real Estate<F2> 1,662 6,610 47 56 3,417 8,389 50 55
--------- --------- --------- ---------
$ 53,092 $ 47,147 93 85 $ 102,630 $ 88,379 93 88
========= ========= ========= =========
</TABLE>
NOTES TO CHART B
----------------
[FN]
<F1> The increase in the percentage of COSTS AND EXPENSES: Applicable to
REVENUES for the second quarter and the first six months 1999 as compared
to the same periods 1998 was a result of a temporary loss in production
efficiencies because of the relocation of the manufacturing facility
during July 1998. Production efficiency has improved as familiarity
with the plant has increased and new employee training is being
completed.
<F2> The decrease in the dollar amount and percentage of COSTS AND EXPENSES:
Applicable to REVENUES for the second quarter and the first six months
1999 compared to the same periods 1998 is attributable to the cost of
real estate sold in 1998. There have been no sales of real estate in
the first six months 1999.
</FN>
<PAGE>
SELLING, SHIPPING, GENERAL AND ADMINISTRATIVE EXPENSES
For the second quarter 1999 and for the second quarter 1998, Selling,
shipping, general and administrative expenses, prior to intersegment
eliminations, were $3,255,041 and $3,054,945, respectively. As a percentage
of Consolidated REVENUES, these expenses were 6% for both periods. For the
first six months 1999 and for the first six months 1998, Selling, shipping,
general and administrative expenses were $6,373,996 and $5,822,177,
respectively. As a percentage of Consolidated REVENUES, these expenses were
also 6%. In reviewing Chart C, the reader should recognize that the volume
of revenues generally will affect the amounts and percentages. The
percentages in Chart C are based upon expenses as they relate to Segment
REVENUES (Chart A) prior to Intersegment eliminations, except that Parent
and Total expenses relate to Consolidated REVENUES.
<TABLE>
<CAPTION>
CHART C
SELLING, SHIPPING, GENERAL AND ADMINISTRATIVE EXPENSES BY SEGMENT
(Dollar Amounts in Thousands)
Percent of Segment Percent of Segment
Revenues For Revenues For
Second Quarter Ended Second Quarter Ended Six Months Ended Six Months Ended
October 31, October 31, October 31, October 31,
-------------------- -------------------- ------------------- --------------------
1998 1997 1998 1997 1998 1997 1998 1997
-------- -------- ------ ------ ------- ------- ------ ------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Construction $ 834 $ 783 2 2 $ 1,746 $ 1,482 2 2
Manufacturing 980 982 21 21 2,012 1,964 28 24
Real Estate<F1> 572 703 16 6 1,212 1,236 18 8
Parent<F2> 869 587 2 1 1,404 1,140 1 1
------- ------- ------- -------
$ 3,255 $ 3,055 6 6 $ 6,374 $ 5,822 6 6
======= ======= ======= =======
NOTES TO CHART C
----------------
<FN>
<F1> On a dollar basis, Selling, shipping, general and administrative
expenses were lower for the second quarter 1999 compared to the second
quarter 1998 because of a decrease in incentive-based compensation.
<F2> On a dollar basis, Selling, shipping, general and administrative
expenses were higher for the second quarter and first six months 1999
compared to the second quarter and first six months 1998 primarily
because of increased rent expense. The increase was primarily a result
of rent reimbursements paid by the Parent to the manufacturing segment.
The manufacturing segment is paying rent on its new facility to the real
estate segment, the owner of the facility. The Parent is reimbursing
part of the manufacturing segment's rental payment. The reimbursement
is equal to the difference between the rental expense and the debt service
on the facility paid by the real estate segment.
<PAGE>
Liquidity and capital resources.
- --------------------------------
Between April 30, 1998, and October 31, 1998, working capital decreased
by $5,041,912. Operating activities used cash of $5,720,326. Investing
activities used cash of $3,289,294 primarily to complete the construction
and equipping of the new manufacturing facility. Financing activities
provided cash of $1,114,074 principally through short-term borrowings on the
Company's lines of credit of $1,845,688, reduced by debt repayment and
payment of dividends to shareholders.
The Company obtained an increase in its lines of credit during fiscal
year 1999. At October 31, 1998, the Company and its subsidiaries had
available unsecured committed lines of credit totaling $13,000,000, of which
$150,000 was outstanding, $12,350,000 was available and $500,000 was
reserved for a letter of credit issued as security for a mortgage loan on an
Income-producing property. In addition, the Company had a committed line of
credit totaling $2,500,000, secured by the manufacturing segment's inventory
and receivables, of which $1,695,688 was outstanding at October 31, 1998.
Year 2000.
- ----------
The Company has substantially completed its assessment and remediation
efforts for achieving Year 2000 compliance in its computer and
telecommunications information systems (IT), as well as those computer
systems impacted by Year 2000 that do not relate to information technology,
such as building and other ancillary systems (non-IT). All hardware and
software has been inventoried and tested. The construction segment has
purchased a new Year 2000 compliant accounting software package. The cost of
the software and the installation thereof is not considered to be material.
The Company installed this software in the second quarter 1999 and plans to
begin using this software during the third quarter 1999. The manufacturing
segment, at no additional cost, plans to upgrade its current accounting
software to be Year 2000 compliant by September 30, 1999, and the real
estate segment's accounting software is Year 2000 compliant. Other non-
compliant hardware and software review and remediation costs are considered
to be minimal.
The Company has conducted a written survey of its IT and non-IT
significant third party vendors and service providers to determine their
Year 2000 compliance status. The responses have indicated these businesses
will be compliant on a timely basis. No estimates can be made as to any
potential adverse impact resulting from the failure of any third party
vendor or service provider to be Year 2000 compliant.
Uncertainty exists concerning the scope and magnitude of the most
reasonably likely worst case scenario. Because of the wide geographic area
that the Company conducts business in, including the various locations of
construction job sites and real estate operations, the Company does not
expect a Year 2000 issue, such as a temporary loss of electrical service at
a particular location, to significantly impact the Company's financial
position. The Company currently does not anticipate the need for a
contingency plan.
There can be no assurance that the Company will be able to identify and
correct all aspects of the effect of the Year 2000 on the Company.
Management, however, does not believe that the Year 2000 issue will pose
significant problems in its IT or non-IT systems, or that resolution of any
potential problems with respect to these systems will have a material effect
on the Company's financial condition or results of operations. Readers are
<PAGE>
cautioned that forward-looking statements regarding Year 2000 issues should
be read in conjunction with the Company's disclosures under the heading
"Cautionary statement regarding forward-looking statements."
Cautionary statement regarding forward-looking statements.
- ----------------------------------------------------------
Certain statements contained or incorporated by reference in this
Quarterly Report on Form 10-Q, including without limitation statements
containing the words "believes," "anticipates," "expects," and words of
similar import, are forward-looking statements within the meaning of the
federal securities laws. Such forward-looking statements involve known and
unknown risks, uncertainties and other matters which may cause the actual
results, performance or achievements of the Company to be materially
different from any future results, performance or uncertainties expressed or
implied by such forward-looking statements. Such risks, uncertainties and
other matters include, but are not limited to, Year 2000 compliance issues.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
- -------------------------------------------------------------------
Not Applicable.
PART II. OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
- -----------------------------------------------------------
At the Annual Meeting (held on August 19, 1998), the shareholders voted upon
and approved the Board's nominees for directors. The voting was as follows:
DIRECTORS VOTES FOR VOTES WITHHELD
--------- --------- --------------
Alan R. Abrams 2,782,809 16,031
Bernard W. Abrams 2,782,609 16,231
Edward M. Abrams 2,782,809 16,031
James Andrew Abrams 2,782,809 16,031
Paula Lawton 2,781,709 17,131
Donald W. MacLeod 2,782,809 16,031
L. Anthony Montag 2,782,809 16,031
Joseph H. Rubin 2,782,809 16,031
Felker W. Ward, Jr. 2,686,415 112,425
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
- -----------------------------------------
(a) Exhibit 27 - Financial Data Schedule (For SEC Use Only).
(b) The Registrant has not filed any reports on form 8-K during the quarter
ended October 31, 1998.
<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: December 14, 1998 /s/ Joseph H. Rubin
--------------------------
Joseph H. Rubin
Chief Executive Officer
Date: December 14, 1998 /s/ Melinda S. Garrett
---------------------------
Melinda S. Garrett
Chief Financial Officer
<PAGE>
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000001923
<NAME> ABRAMS INDUSTRIES, INC.
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> APR-30-1999
<PERIOD-START> MAY-01-1998
<PERIOD-END> OCT-31-1998
<CASH> 5,344,925
<SECURITIES> 0
<RECEIVABLES> 27,641,263
<ALLOWANCES> (154,377)
<INVENTORY> 2,169,796
<CURRENT-ASSETS> 45,337,576
<PP&E> 83,785,764
<DEPRECIATION> 18,343,942
<TOTAL-ASSETS> 120,646,638
<CURRENT-LIABILITIES> 35,096,457
<BONDS> 57,321,687
0
0
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<CGS> 101,057,132
<TOTAL-COSTS> 101,057,132
<OTHER-EXPENSES> 5,924,976
<LOSS-PROVISION> 24,337
<INTEREST-EXPENSE> 2,618,919
<INCOME-PRETAX> (970,186)
<INCOME-TAX> (344,000)
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (626,186)
<EPS-PRIMARY> (0.21)
<EPS-DILUTED> (0.21)
</TABLE>
