<PAGE>
<PAGE> 1
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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 June 30, 1995
or
[ ] Transition Report Pursuant to Section 13 or
15(d) of the Securities Exchange Act of 1934
For the transition period from
________ to ________
________________________________________
Commission file number 0-7616
I.R.S. Employer Identification Number 23-1739078
Avatar Holdings Inc.
(a Delaware Corporation)
255 Alhambra Circle
Coral Gables, Florida 33134
(305) 442-7000
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 the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date: 9,095,102 shares of
the Company's common stock ($1.00 par value) were outstanding as of July
31, 1995.
1 of 18
<PAGE>
<PAGE> 2
AVATAR HOLDINGS INC. AND SUBSIDIARIES
INDEX
PAGE
PART I. Financial Information
Item 1. Financial Statements (Unaudited):
Consolidated Balance Sheets --
June 30, 1995 and December 31, 1994.............................. 3
Consolidated Statements of Operations --
Six months and three months ended
June 30, 1995 and 1994........................................... 4
Consolidated Statements of Cash Flows --
Six months ended June 30, 1995 and 1994.......................... 5
Notes to Consolidated Financial Statements......................... 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations.............. 13
PART II. Other Information
Item 1. Legal Proceedings.......................................... 15
Item 4. Submission of Matters to a Vote of Security Holders........ 15
Item 6. Exhibits and Reports on Form 8-K........................... 15
Exhibit Index....................................................... 17
2
<PAGE>
<PAGE> 3
PART I -- FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
AVATAR HOLDINGS INC. AND SUBSIDIARIES
Consolidated Balance Sheets
Unaudited
(Dollars in thousands)
<TABLE>
<CAPTION>
June 30, December 31,
1995 1994
---------- ------------
Assets
<S> <C> <C>
Cash $1,871 $4,560
Restricted cash 2,615 1,477
Investments - trading 58,513 51,582
Contracts, mortgage notes and other receivables, net 64,876 71,424
Land and other inventories 133,941 125,637
Property, plant and equipment, net 176,451 172,897
Other assets 18,660 15,835
Regulatory assets 3,641 3,165
-------- --------
Total Assets $460,568 $446,577
======== ========
Liabilities and Stockholders' Equity
Liabilities
Notes, mortgage notes and other debt:
Real estate and corporate $117,915 $102,768
Utilities 39,759 38,194
Estimated development liability for sold land 17,396 19,165
Accounts payable 5,896 5,610
Accrued and other liabilities 29,954 29,114
Deferred customer betterment fees 19,064 19,214
Minority interest in consolidated subsidiaries 9,062 9,059
-------- --------
Total Liabilities 239,046 223,124
Commitments and contingent liabilities
Contributions in aid of construction 54,751 54,702
Stockholders' Equity
Common stock, par value $1 per share
Authorized: 15,500,000 shares
Issued: 12,715,448 shares 12,715 12,715
Additional paid-in capital 207,271 207,271
Retained earnings 8,758 10,738
-------- --------
228,744 230,724
Treasury stock, at cost, 3,620,346 shares 61,973 61,973
-------- --------
Total Stockholders' Equity 166,771 168,751
-------- --------
Total Liabilities and Stockholders' Equity $460,568 $446,577
======== ========
</TABLE>
See notes to consolidated financial statements.
3
<PAGE>
<PAGE> 4
AVATAR HOLDINGS INC. AND SUBSIDIARIES
Consolidated Statements of Operations
For the Six Months and Three Months Ended June 30, 1995 and 1994
(Unaudited)
(Dollars in thousands except per share data)
<TABLE>
<CAPTION>
Six Months Three Months
---------------- ----------------
1995 1994 1995 1994
------ ------ ------ ------
<S> <C> <C> <C> <C>
Revenues
Real estate sales $24,448 $22,362 $11,081 $10,836
Deferred gross profit (544) (1,229) (107) (425)
Utility revenues 15,515 14,850 7,720 7,562
Interest income 4,896 5,693 2,373 2,857
Trading account profit, net 6,221 1,161 3,337 684
Other 310 318 221 194
------- ------- ------- -------
Total revenues 50,846 43,155 24,625 21,708
Expenses
Real estate expenses 30,248 23,021 14,838 11,318
Utility expenses 12,241 11,543 6,164 5,884
General and administrative expenses 4,434 5,447 2,264 3,129
Interest expense 5,495 6,319 2,749 3,164
Other 408 407 204 203
------- ------- ------- -------
Total expenses 52,826 46,737 26,219 23,698
------- ------- ------- -------
Loss before income taxes (1,980) (3,582) (1,594) (1,990)
Provision for income taxes - 255 - -
------- ------- ------- -------
Net loss ($1,980) ($3,837) ($1,594) ($1,990)
======= ======= ======= =======
Per share amounts
Net loss ($.22) ($.42) ($.18) ($.22)
======= ======= ======= =======
</TABLE>
See notes to consolidated financial statements.
4
<PAGE>
<PAGE> 5
AVATAR HOLDINGS INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(Unaudited)
(Dollars in Thousands)
<TABLE>
<CAPTION>
For the six months ended
June 30,
------------------------
1995 1994
------ ------
<S> <C> <C>
OPERATING ACTIVITIES
Net loss ($1,980) ($3,837)
Adjustments to reconcile net loss to
net cash (used in) provided by operating activities:
Depreciation and amortization 4,385 4,010
Deferred gross profit 544 1,229
Provision for current and deferred income taxes - 255
Cost of sales not requiring cash 1,621 1,306
Trading account (6,931) (1,161)
Changes in operating assets and liabilities:
Restricted cash (1,138) 67
Principal payments on contracts receivable 10,168 10,547
Receivables (4,450) (5,000)
Other receivables 286 234
Inventories (11,694) (3,407)
Other assets (2,825) (973)
Accounts payable and accrued and other
liabilities 500 3,231
------- -------
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES (11,514) 6,501
INVESTING ACTIVITIES
Investment in property, plant and equipment (7,890) (7,096)
------- -------
NET CASH USED IN INVESTING ACTIVITIES (7,890) (7,096)
FINANCING ACTIVITIES
Net proceeds from revolving lines of credit
and long-term borrowings 27,754 9,145
Principal payments on revolving lines of credit and
long-term borrowings (11,039) (10,218)
------- -------
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 16,715 (1,073)
-------- -------
DECREASE IN CASH (2,689) (1,668)
Cash at beginning of period 4,560 7,178
------- -------
CASH AT END OF PERIOD $1,871 $5,510
======= =======
</TABLE>
5
<PAGE>
<PAGE> 6
AVATAR HOLDINGS INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows -- continued
(Unaudited)
(Dollars in thousands)
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
<TABLE>
<CAPTION>
For the six months ended
June 30,
------------------------
Cash paid during the period for: 1995 1994
------ ------
<S> <C> <C>
Interest (net of amount capitalized of $1,238) $4,696 $4,788
====== ======
Income taxes $1,109 $276
====== ======
SUPPLEMENTAL SCHEDULE OF NON-CASH FINANCING ACTIVITIES
1995 1994
------ ------
Contributions in aid of construction $1,555 $500
====== ======
</TABLE>
See notes to consolidated financial statements.
6
<PAGE>
<PAGE> 7
AVATAR HOLDINGS INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements (Unaudited)
(Dollars in thousands)
Basis of Statement Presentation and Summary of Significant Accounting
Policies
The consolidated balance sheets as of June 30, 1995 and December 31,
1994, and the related consolidated statements of operations for the six
month and three month periods ended June 30, 1995 and 1994 and the
consolidated statements of cash flows for the six months ended June 30,
1995 and 1994 have been prepared in accordance with generally accepted
accounting principles for interim financial information, the instructions
to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not
include all of the information and footnotes required by generally accepted
accounting principles for complete financial statement presentation. In the
opinion of management, all adjustments necessary for a fair presentation of
such financial statements have been included. Such adjustments consisted
only of normal recurring items. Interim results are not necessarily
indicative of results for a full year.
For a complete description of the Company's other accounting policies,
refer to Avatar Holdings Inc.'s 1994 Annual Report on Form 10-K and the
notes to Avatar's consolidated financial statements included therein.
Reclassifications
Certain amounts presented for 1994 have been reclassified in the
financial statements for comparative purposes.
Net Loss Per Common Share
For the six and three months ended June 30, 1995 and 1994, net loss
per common share is computed on the basis of the weighted average number of
shares outstanding of 9,095,102.
Investments - trading
The Company classifies all of its investment portfolio as trading.
This category is defined as including debt and marketable equity securities
held for resale in anticipation of earning profits from short-term
movements in market prices. Trading account securities are carried at fair
market value, and both realized and unrealized gains and losses are
included in net trading account profit. Fair values for actively traded
debt securities and equity securities are based on quoted market prices on
national markets. Fair values for thinly traded investment securities are
generally based on prices quoted by brokerages.
Avatar's investment portfolio at June 30, 1995 and December 31, 1994
included corporate bonds rated B- or above by Moody's and/or Standard and
Poor's, non-rated bonds of companies which are in bankruptcy and have
defaulted as to payments of principal and interest on such bonds, equity
securities, money market accounts and U.S. Government and Agency
securities. The portfolio also includes obligations for securities which
have been sold that the Company does not own and will, therefore, be
obligated to purchase at a future date. Such obligations have been recorded
at the fair market value of the securities and contain an element of market
risk in that, if the securities increase in value, it will be necessary to
purchase the securities at a cost in excess of the fair market value price.
7
<PAGE>
<PAGE> 8
Notes to Consolidated Financial Statements (Unaudited) -- continued
The following table sets forth the fair values of investments
(including securities sold short which are valued at the cost to purchase):
<TABLE>
<CAPTION>
June 30, December 31,
1995 1994
--------- ------------
<S> <C> <C>
Corporate bonds $23,275 $21,352
Non-rated bonds 17,166 13,069
Equity securities 7,238 8,472
U.S. Government and Agency securities 2,031 1,930
Money market accounts 11,044 11,065
Less:
Securities sold short (428) (1,856)
Forward foreign exchange contracts (1,813) (2,450)
-------- -------
Total market value $58,513 $51,582
======== =======
Aggregate cost $54,256 $52,717
======== =======
</TABLE>
The portfolio also includes certain forward foreign exchange contracts
used by portfolio managers to hedge the foreign currency risk associated
with certain bonds denominated in foreign currency. As of June 30, 1995
and December 31, 1994, the fair value (carrying amount) of these foreign
forward exchange contracts was $1,813 and $2,450, respectively. The average
fair value during 1995 and 1994 of forward foreign exchange contracts was
$1,819 and $3,025.
Contracts, Mortgage Notes and Other Receivables
Contracts, mortgage notes, and other receivables are summarized as follows:
<TABLE>
<CAPTION>
June 30, December 31,
1995 1994
--------- -----------
<S> <C> <C>
Contracts and mortgage notes receivable $94,239 $101,280
Notes and other receivables 5,750 5,948
------- --------
99,989 107,228
Less:
Deferred gross profit 28,836 30,221
Allowance for doubtful accounts 1,202 1,387
Market valuation reserve 859 1,184
Other 4,216 3,012
------- -------
35,113 35,804
------- -------
$64,876 $71,424
======= =======
</TABLE>
8
<PAGE>
<PAGE> 9
Notes to Consolidated Financial Statements (Unaudited) -- continued
Land and Other Inventories
Inventories consist of the following:
<TABLE>
<CAPTION>
June 30, December 31,
1995 1994
---------- -----------
<S> <C> <C>
Land developed and in process of development $89,559 $80,629
Land held for future development or sale 34,531 34,730
Dwelling units completed or under construction 8,209 8,720
Other 1,642 1,558
------- -------
$133,941 $125,637
======= =======
</TABLE>
Minority Interest in Consolidated Subsidiaries
Minority interest in consolidated subsidiaries is represented by
preferred stock of Avatar Utilities' subsidiaries. Total preferred stock
outstanding is as follows:
<TABLE>
<CAPTION>
June 30, December 31,
1995 1994
--------- ------------
<S> <C> <C>
9% Cumulative preferred stock $9,000 $9,000
Other 62 59
--------- ---------
$9,062 $9,059
========= =========
</TABLE>
Avatar's utility subsidiary's 9% cumulative preferred stock issue
provides for redemption to occur no earlier than March 1, 1997, in whole
or in part; however, a minimum of $1,800 of the preferred stock must be
redeemed per annum beginning in 1997. A redemption of all outstanding
shares shall occur no later than March 1, 2001.
Charges to operations recorded as "Other expenses" relate to preferred
stock dividends of subsidiaries for the six months ended June 30, 1995 and
1994, which amount to $408 and $407, respectively, and for the three months
ended June 30, 1995 and 1994 amounted to $204 and $203, respectively.
9
<PAGE>
<PAGE> 10
Notes to Consolidated Financial Statements (Unaudited) -- continued
Income Taxes
Deferred income taxes reflect the net tax effect of temporary
differences between the carrying amounts of assets and liabilities for
financial reporting purposes and the amounts used for income tax purposes.
Significant components of the Company's deferred income tax assets and
liabilities as of June 30, 1995 and 1994 are as follows:
<TABLE>
<CAPTION>
1995 1994
------ ------
<S> <C> <C>
Deferred income tax assets
Net operating loss carryforward $13,000 $7,000
Tax over book basis of land inventory 22,000 22,000
Unrecoverable land development costs 5,000 5,000
Tax over book basis of depreciable assets 6,000 5,000
Alternative minimum tax and investment tax credit carryforward 5,000 5,000
Other 1,000 3,000
------- ------
Total deferred income taxes 52,000 47,000
Valuation allowance for deferred income tax assets (39,000) (34,000)
------- -------
Deferred income tax assets after valuation allowance 13,000 13,000
Deferred income tax liabilities
Book over tax income recognized on land sales (4,000) (3,000)
Deferred carrying charges on utility plant (3,000) (3,000)
Other (6,000) (7,000)
------- -------
Total deferred income tax liabilities (13,000) (13,000)
------- -------
Net deferred income taxes $0 $0
======= =======
</TABLE>
The provision for income taxes for the six months and three months
ended June 30, 1995 and 1994 consists of the following:
<TABLE>
<CAPTION>
Six Months Three months
------------- -------------
1995 1994 1995 1994
---- ---- ---- ----
<S> <C> <C> <C> <C>
Federal:
Current - $255 - -
Deferred - - - -
---- ---- ---- ----
- 255 - -
State:
Current - - - -
Deferred - - - -
---- ---- ---- ----
Total - $255 - -
==== ==== ==== ====
</TABLE>
10
<PAGE>
<PAGE> 11
Notes to Consolidated Financial Statements (Unaudited) -- continued
A reconciliation of income tax expense to the expected income tax
expense (credit) at the federal statutory rate of 34% is as follows:
<TABLE>
<CAPTION>
For the six months ended June 30,
1995 1994
------------- -----------
<S> <C> <C>
Income tax (credit) computed at statutory rate ($673) ($1,053)
Income tax effect of non-deductible dividends
on preferred stock of subsidiary 138 139
State income tax expense (credit), net of
federal effect (54) (101)
Other 74 49
Change in valuation allowance on deferred tax 515 1,221
------ ------
Provision for income taxes assets $0 $255
====== ======
</TABLE>
Contingencies
Avatar is involved in various pending litigation matters primarily
arising in the normal course of its business. Although the outcome of
these and the following matters cannot be determined, management believes
that the resolution of these matters will not have a material effect on
Avatar's business or financial position.
On October 1, 1993, the United States, on behalf of the U.S.
Environmental Protection Agency, filed a civil action against Florida
Cities Water Company, a utility subsidiary of Avatar, in the U.S. District
Court for the Middle District of Florida. (United States v. Florida Cities
Water Company, Civil Action No. 93-281-C1). The complaint alleges that
the Waterway Estates wastewater treatment plant, located in Lee County,
Florida, operated in violation of the Federal Clean Water Act, 33 U.S.C.
S1251 et seq. The Federal Clean Water Act provides for maximum civil
penalties of $25 per day for each violation. On May 5 and June 26, 1995,
the United States amended the complaint to include allegations of Federal
Clean Water Act violations against Florida Cities Water Company for
violations that allegedly occurred at two other wastewater treatment
plants, Barefoot Bay, located in Brevard County, and Carrolwood, located in
Hillsborough County, Florida. The amended complaint alleges that the three
wastewater treatment plants were operated for various periods of time
without a federal discharge permit and that, subsequently, certain
pollutants were discharged in excess of applicable federal permit
limitations. In addition, the government amended the complaint to include
Avatar Holdings Inc. as a defendant. The case is currently proceeding
through the discovery process, and the court has set an initial trial date
for January 2, 1996. Based upon the information currently available to it,
Avatar believes that it has strong defenses to the amended complaint and
intends to pursue those defenses vigorously.
On March 1, 1994, the Wisconsin Department of Natural Resources (the
"Department") sent Avatar notice that the Department had recently issued
a second Record of Decision ("ROD") in connection with the Edgerton Sand
& Gravel Landfill site ("the Site"). The ROD calls for the City of
Edgerton's public water supply system to be extended to the owners of
private wells in the vicinity of the Site. The ROD also states that other
work related to soil and groundwater remedial action would be required at
the Site. The Department demanded that all potentially responsible parties
("PRPs") associated with the Site organize into a PRP group to undertake
the implementation of the ROD. Avatar responded in writing to the
Department. No further action has since been taken by the Department
against Avatar in connection with the ROD.
11
<PAGE>
<PAGE> 12
Notes to Consolidated Financial Statements (Unaudited) -- continued
On November 1, 1994, certain private parties filed a civil action
against Avatar in Rock County Circuit Court, Wisconsin. (Alderman, et al
v. Avatar Holdings Inc., et al, Civil Action Case No. 94 CV 675). The
plaintiffs allege that Avatar and other named defendants disposed of
various substances at the Site, thereby causing contamination of the
groundwater source used by the plaintiffs. The plaintiffs are seeking
compensatory damages, attorneys' fees, costs and other disbursements.
The parties are seeking to resolve this matter through mediation. The
plaintiffs have issued to defendants a two-part settlement demand providing
for (i) the extension of the City of Edgerton's municipal water system to
the town of Fulton and (ii) $3,900 in monetary damages. Mediation
discussions are in progress. If mediation proves unsuccessful, Avatar has
available to it a number of factual and legal defenses, which if
successful, would eliminate or substantially reduce Avatar's potential
liability.
12
<PAGE>
<PAGE> 13
Item 2.Management's Discussion and Analysis of Financial Condition and
Results of Operations (dollars in thousands except per share data)
RESULTS OF OPERATIONS
Operations for the six and three month periods ended June 30, 1995,
resulted in a net loss of $1,980 and $1,594 or $.22 and $.18 per share,
respectively, compared to a net loss of $3,837 and $1,990 or $.42 and $.22
per share, respectively, for the same periods of 1994. The improvement in
operations is primarily a result of increased trading account profits.
Avatar's real estate revenues for the six and three months ended June
30, 1995, increased $2,086 or 9.3% and $245 or 2.3%, respectively, while
real estate expenses increased $7,227 or 31.4% and $3,520 or 31.1%,
respectively, when compared to the same periods of 1994. The increase in
real estate revenues for the six and three month periods ended June 30,
1995 is generally a result of increased housing and vacation ownership
sales and increased resort revenues partially offset by a 1994 bulk land
sale. The increase in real estate expenses for the six and three month
periods ended June 30, 1995, when compared to the same periods of 1994, is
primarily a result of a change in the sales mix between product lines
within the Company's real estate operations and increased selling expenses
related to new projects.
Utility revenues for the six months and three months ended June 30,
1995, increased $665 or 4.5% and $158 or 2.1%, respectively, when compared
to the same periods of 1994. The increase in utility revenues is primarily
attributable to increases due to rate cases settled in the latter part of
1994. Utility expenses for the six and three months ended June 30, 1995,
increased $698 or 6.0% and $280 or 4.8%, respectively, when compared to the
same periods of 1994. The increase in utility expenses is due to higher
utility operating costs.
Interest income for the six and three months ended June 30, 1995,
decreased $797 or 14.0% and $484 or 16.9%, respectively, when compared to
the same periods of 1994. The decline in interest income is due in part to
lower average aggregate amounts outstanding in the Company's contract and
mortgage notes receivable portfolio. Avatar's contracts and mortgage notes
receivable portfolio amounted to $94,239 at June 30, 1995, compared to
$108,597 at June 30, 1994.
Trading account profit, net for the six and three months ended June
30, 1995, increased $5,060 and $2,653, respectively, compared to the same
periods of 1994. Trading account profit represents interest income and
realized and unrealized gains and losses related to the trading investment
portfolio, net of commissions payable to brokers.
General and administrative expenses for the six and three months ended
June 30, 1995, decreased $1,013 or 18.6% and $865 or 27.6%, respectively,
compared to the same periods of 1994. This decrease is mainly attributable
to reductions in the accrual for incentive compensation and expenses
related to a legal settlement included in 1994.
Interest expense for the six and three months ended June 30, 1995,
decreased $824 or 13.0% and $415 or 13.1%, respectively, compared to the
same periods of 1994. The decrease is principally attributable to the
capitalization of interest associated with development and construction
costs of approximately $1,238 and $706, respectively, which was partially
offset by an overall increase in the outstanding balance of notes, mortgage
notes and other debt.
13
<PAGE>
<PAGE> 14
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations (dollars in thousands except per share data)
-- continued
LIQUIDITY AND CAPITAL RESOURCES
Avatar's primary business activities, which include housing, vacation
ownership, retail land sales, land development, resort operations and
utility services, are capital intensive in nature. Avatar expects to fund
its operations and capital requirements through a combination of cash and
investment securities on hand, operating cash flows and external
borrowings.
Avatar had $58,513 in investments at June 30, 1995 which were
classified as trading. The Company intends to continue to actively trade
such securities in an effort to generate profits and will reinvest such
profits until such time as the Company's cash requirements necessitate the
use or partial use of the portfolio proceeds.
A portion of the investment portfolio collateralizes a $36,000 line of
credit which had an outstanding balance at June 30, 1995, of $35,000 and
will mature during the second quarter of 1996.
Avatar also has a line of credit of $14,000 with a balance outstanding
at June 30, 1995 of $12,600, collateralized by certain contracts receivable
and due May 31, 1996.
In April 1995, the Company entered into Mortgage and Security
Agreements (the "Agreements") with respect to the land development and
construction of the Harbor Islands project. The Agreements provide for
borrowings up to $29,000 at prime plus 1.5% with repayments over periods of
36 to 42 months. Under the terms of the Agreements, borrowings are secured
primarily by land and inventories of the Harbor Islands project, and the
Company is required to maintain minimum levels of net worth, as defined. At
June 30, 1995, the Agreement had an outstanding balance of $3,248.
14
<PAGE>
<PAGE> 15
PART II -- OTHER INFORMATION
Item 1. Legal Proceedings
The information, which is set forth in the second paragraph under the
caption "Contingencies" in the Notes to Consolidated Financial
Statements (Unaudited) in Item 1 of Part I of this Report, relating to
the government's amended complaint, is incorporated herein by reference.
Item 4. Submission of Matters to a Vote of Security Holders
The Company's Annual Meeting of Stockholders was held on May 25, 1995,
in Coral Gables, Florida, for the purpose of electing eight directors and
approving the appointment of Ernst & Young, LLP, independent accountants,
as auditors for the year ending December 31, 1995. Proxies were solicited
from holders of 9,095,102 outstanding shares of Common Stock as of the
close of business on March 31, 1995, as described in Registrant's Proxy
Statement dated April 25, 1995. All of management's nominees for
directors were re-elected and the appointment of Ernst & Young, LLP was
approved by the following votes:
ELECTION OF DIRECTORS
<TABLE>
<CAPTION>
Shares Shares
Name Voted FOR WITHHELD
---- --------- ---------
<S> <C> <C>
Leon Levy 7,205,977 32,129
Edwin Jacobson 7,203,325 34,781
Leon T. Kendall 7,204,763 33,343
Martin Meyerson 7,204,577 33,529
William M. Porter 7,201,680 36,426
Kenneth T. Rosen 7,206,380 31,726
Fred Stanton Smith 7,201,905 36,201
Henry King Stanford 7,200,533 37,573
</TABLE>
APPOINTMENT OF AUDITORS
Shares Voted Shares
Shares Voted FOR AGAINST ABSTAINED
----------------- ------------ ---------
7,216,227 2,216 19,663
At a meeting of the Company's Board of Directors held on July 27,
1995, Milton H. Dresner was elected as a director.
Item 6. Exhibits and Reports on Form 8-K
Exhibits
27 Financial Data Schedule (filed herewith)
15
<PAGE>
<PAGE> 16
Item 6. Exhibits and Reports on Form 8-K -- continued
Reports on Form 8-K
No reports on Form 8-K were filed during the quarter ended June 30,
1995.
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.
AVATAR HOLDINGS INC.
Date: August 14, 1995 By: /s/ Jeffrey A. Sopshin
--------------- ----------------------------
Jeffrey A. Sopshin
Assistant Vice President and
Controller
Date: August 14, 1995 By: /s/ Charles L. McNairy
--------------- ----------------------------
Charles L. McNairy
Executive Vice President,
Treasurer and Chief Financial
Officer
16
<PAGE>
<PAGE> 17
Exhibit Index
27 Financial Data Schedule (filed herewith)................. 18
17
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-END> JUN-30-1995
<CASH> 4,486
<SECURITIES> 58,513
<RECEIVABLES> 99,989
<ALLOWANCES> (35,113)
<INVENTORY> 133,941
<CURRENT-ASSETS> 0
<PP&E> 176,451
<DEPRECIATION> 0
<TOTAL-ASSETS> 460,568
<CURRENT-LIABILITIES> 0
<BONDS> 157,674
<COMMON> 12,715
0
0
<OTHER-SE> 154,056
<TOTAL-LIABILITY-AND-EQUITY> 460,568
<SALES> 24,448
<TOTAL-REVENUES> 50,846
<CGS> 13,231
<TOTAL-COSTS> 25,472
<OTHER-EXPENSES> 8,986
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 5,495
<INCOME-PRETAX> (1,980)
<INCOME-TAX> 0
<INCOME-CONTINUING> (1,980)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,980)
<EPS-PRIMARY> (0.22)
<EPS-DILUTED> (0.22)
<FN>
NOTE: Total Current Assets and Total Current Liabilities
are not applicable because Registrant does not
present a classified balance sheet.
</TABLE >
</TABLE>
