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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
AMENDMENT No. 1
(Mark one)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended September 30, 1998
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
Commission File number 1-7159
FLORIDA ROCK INDUSTRIES, INC.
(exact name of registrant as specified in its charter)
Florida 59-0573002
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
155 East 21st Street, Jacksonville, Florida 32206
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 904/355-1781
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange
Title of each class on which registered
Common Stock $.10 par value New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None
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___
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to
this Form 10-K.[ ]
At December 1, 1998 the aggregate market value of the shares of Common Stock
held by non-affiliates of the registrant was approximately $404,705,940. At
such date there were 18,853,256 shares of the registrant's Common Stock
outstanding.
Documents Incorporated by Reference
Portions of the Florida Rock Industries, Inc. 1998 Annual Report to
stockholders are incorporated by reference in Parts I, II, III and IV.
Portions of the Florida Rock Industries, Inc. Proxy Statement dated December
14, 1998 are incorporated by reference into Parts I and III.
Item 2. PROPERTIES.
The Company's principal properties are located in Florida, Georgia, North
Carolina, Virginia, Washington, D.C. and Maryland. The following table
summarizes the Company's principal construction aggregates production
facilities and estimated reserves at September 30, 1998.
Tons Tons of
Delivered in Estimated Approximate
Year Ended Reserves Acres
9/30/98 9/30/98 (L-Leased)(a) Lease
(000's) (000's) (O-Owned) Description
The Company has five
limestone quarries in
Florida located at Gulf
Hammock (which also
produces agricultural
limestone), Brooksville,
Ft. Myers (which also
produces baserock), 12 leases
Naples, and Miami (which L-19,801 expiring from
also produces baserock) 9,904 189,000 O- 3,847 1999 to 2046
The Company has five
granite and one lime-
stone quarries in
Georgia located at
Griffin, Forest Park,
Macon, Tyrone, Paulding 11 leases
County and Rome L-1,524 expiring from
(limestone) 6,723 252,000 O- 705 2000 to 2046
The Company has three
crushed stone plants
located at Havre de
Grace, Frederick, and
Greenspring, Maryland
and two located near L- 41 1 lease
Richmond, Virginia 7,493 150,000 O-1,298 expiring 2018
Tons Tons of
Delivered in Estimated Approximate
Year Ended Reserves Acres
9/30/98 9/30/98 (L-Leased)(a) Lease
(000's) (000's) (O-Owned) Description
The Company has two
baserock plants
located at Ft. Pierce 4 leases
and Sunniland, expiring in
Florida 809 20,000 L-13,831 1999 and 2016
The Company has nine
sand plants located
at Keystone Heights,
Astatula, Lake County,
Marion County (two
locations) Keuka,
Grandin, LaBelle and
Lake Wales, Florida and
two sand and gravel plants 19 leases
located at Leonardtown L-11,937 expiring from
and Goose Bay, Maryland 8,075 224,000 O- 1906 1999 to 2046
Future reserves:
Sand: Lake County
Florida(c) 7,500 O- 324
Limerock: 1 lease
Brooksville, Florida 100,000(b) L- 1,227 expiring in
Newberry, Florida 86,000 O- 258 2046
Granite-Muscogee County 5 leases
Georgia L- 384 expiring from
43,000 O- 545 2019 to 2049
Marble-Carroll County,
Maryland 80,000 O- 413
Limestone-Lee County,
Florida(c) 87,000O O- 2,859
(a) Leased acreage includes all properties not owned by the Company as to
which the Company has at least the right to mine construction aggregates
for the terms specified.
(b) Acres are included in the first line of the above table.
(c) All the required zoning or permits for these locations have not yet
been obtained.
The Company operates eight construction aggregates distribution terminals
located in Florida (two), Maryland (three), Virginia (two) and Washington D.
C. comprising approximately 125 acres, of which the Company owns 99 and leases
26.
The Company has 90 sites for its ready mixed concrete, concrete block and
prestressed concrete plants in Florida, Georgia, North Carolina, Virginia and
Maryland aggregating approximately 662 acres. Of these acres, the Company owns
approximately 505 and leases approximately 157. The lease terms vary from
month-to-month to expiring in 2019.
The Company leases, from FRP Properties, Inc., approximately six acres with two
office buildings in Jacksonville, Florida which are used for its executive
offices. Certain of the Company's subsidiaries lease administrative office
space in Springfield, Virginia and Baltimore, Maryland. Other subsidiaries own
administrative offices in Richmond, Virginia; and Salisbury, Maryland. In
addition, the Company owns approximately 37 acres, some of which are used for
shop facilities and some are held for future plant sites.
The Company owns certain other properties which are summarized as follows:
Approximate
Type Property (1) State Acres
Residential Land Maryland 427
Residential Land New Jersey 33
Industrial/Commercial Virginia 97
Industrial/Commercial Florida 46
Industrial/Commercial Maryland 1,238
Industrial/Commercial North Carolina 27
Agricultural North Carolina 85
(1) The properties owned by the Company are grouped by current or proposed
use. Such use may be subject to obtaining appropriate rezoning, zoning
variances, subdivision approval, permits, licenses, and to compliance with
various zoning, building, environmental and other regulations of various
federal, state, and local authorities.
The Company also owns 1,560 acres in Dade County, Florida. See Part I, Item
3 - Legal Proceedings, of this Form 10-K for additional information on this
property.
At September 30, 1998 certain property, plant and equipment with a carrying
value of $9,017,000 was pledged on industrial development revenue bonds and
certain other notes and contracts with an outstanding principal balance
totaling $10,364,000 on such date.
Reference is made to certain leases with management-related persons disclosed
in the Company's Proxy Statement, to be filed within 120 days of the close of
the fiscal year on September 30, 1998, and in Note 2 to the Company's
Consolidated Financial Statements included in its Annual Report to stockholders
for the year ended September 30, 1998. Such information is incorporated herein
by reference.
Signature
Pursuant to the requirements of Section 13 or 15(d) of the Securities and
Exchange Act of 1934, the reistrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
Florida Rock Industries, Inc.
Date: January 20, 1999 By WALLACE A. PATZKE, JR.
Wallace A. Patzke, Jr.
Vice President, Controller
and Chief Accounting Officer