SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[x] Quarterly Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the quarterly period ended September 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 - 1-7525
THE GOLDFIELD CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 88-0031580
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
100 Rialto Place, Suite 500, Melbourne, Florida 32901
(Address of principal executive offices) (Zip Code)
(407) 724-1700
(Registrant's telephone number, including area code)
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
There were 26,854,748 shares of common stock, par value $.10 per
share, of The Goldfield Corporation outstanding as of September 30,
1995.
<TABLE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
THE GOLDFIELD CORPORATION
and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(Unaudited)
<S> <C> <C>
September 30, December 31,
ASSETS 1995 1994
Current assets
Cash and cash equivalents $ 5,361,252 $ 5,875,538
Accounts receivable and accrued billings 1,501,840 1,484,460
Current portion of notes receivable
(Note 2) 189,594 190,962
Inventories (Note 3) 225,093 216,708
Costs and estimated earnings in excess of
billings on uncompleted contracts 304,807 248,320
Prepaid expenses and other current assets 265,724 259,870
Total current assets 7,848,310 8,275,858
Properties
Land, mines, mining claims, buildings,
machinery and equipment, at cost 20,437,935 20,297,769
Less accumulated depreciation, depletion
and amortization 16,188,913 16,314,120
Net properties 4,249,022 3,983,649
Notes receivable, less current
portion (Note 2) 855,000 690,000
Deferred charges and other assets
Deferred income taxes (Note 4) 860,000 922,000
Repurchased royalties at cost,
less accumulated amortization of
$152,150 in 1995 and $132,562 in 1994 167,330 186,888
Cash surrender value of life insurance 444,364 399,511
Total deferred charges and other assets 1,471,694 1,508,399
Total assets $14,424,026 $14,457,906
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable and accrued liabilities $1,140,108 $ 608,059
Billings in excess of costs and estimated
earnings on uncompleted contracts 276,601 108,049
Current portion of deferred gain (Note 2) 48,720 48,720
Total current liabilities 1,465,429 764,828
Deferred gain on installment sale, less
current portion (Note 2) 150,220 186,760
Total liabilities 1,615,649 951,588
Stockholders' equity
Preferred stock, $1 par value per share,
5,000,000 shares authorized; issued
and outstanding 339,407 shares of
Series A 7% voting cumulative
convertible stock 339,407 339,407
Common stock, $.10 par value per share,
40,000,000 shares authorized;
issued 26,872,106 shares 2,687,211 2,687,211
Capital surplus 18,369,860 18,369,860
Retained earnings (deficit) (8,569,381) (7,871,440)
Total 12,827,097 13,525,038
Less common stock in treasury, 17,358
shares, at cost 18,720 18,720
Total stockholders' equity 12,808,377 13,506,318
Total liabilities and stockholders'
equity $14,424,026 $14,457,906
See accompanying Notes to Consolidated Financial Statements
</TABLE>
<TABLE>
THE GOLDFIELD CORPORATION
and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<S> <C> <C> <C> <C>
Three Months Ended Nine Months Ended
September 30, September 30,
1995 1994 1995 1994
Revenue
Electrical construction $3,398,695 $4,574,949 $7,751,370 $ 8,164,799
Mining 501,663 336,556 1,403,550 1,285,736
Royalty income 39,501 54,556 113,580 175,494
Other income, net 160,685 162,459 435,308 424,962
Total revenue 4,100,544 5,128,520 9,703,808 10,050,991
Costs and expenses
Electrical construction 3,552,692 4,372,111 7,613,880 7,843,011
Mining 419,105 383,297 1,269,798 1,306,994
Depreciation 228,405 201,078 623,993 585,980
Amortization of repurchased
royalties 6,519 6,519 19,558 19,558
General and administrative 245,043 311,898 794,701 947,901
Total costs and expenses 4,451,764 5,274,903 10,321,930 10,703,444
Income (loss) from operations
before income taxes (351,220) (146,383) (618,122) (652,453)
Income taxes (benefit)
(Note 4) 18,000 (14,000) 62,000 (59,000)
Net income (loss) (369,220) (132,383) (680,122) (593,453)
Preferred stock dividends 5,940 5,940 17,819 17,819
Earnings (loss) available
to common stockholders $ (375,160) $ (138,323) $ (697,941) $ (611,272)
Earnings (loss) per share
of common stock(Note 5) $(0.01) $(0.01) $(0.03) $(0.02)
Weighted average number
of shares outstanding 26,854,748 26,854,748 26,854,748 26,854,748
See accompanying Notes to Consolidated Financial Statements
</TABLE>
<TABLE>
THE GOLDFIELD CORPORATION
and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<S> <C> <C> <C> <C>
Three Months Ended Nine Months Ended
September 30, September 30,
1995 1994 1995 1994
Cash flows from operating
activities
Net income $(369,220) $ (132,383) $(680,122) $ (593,453)
Adjustments to reconcile
net income to net cash
provided from (used by)
operating activities
Depreciation and
amortization 234,924 238,689 643,551 698,814
Deferred income taxes 18,000 (14,000) 62,000 (59,000)
Deferred gain on sale of
subsidiary (12,180) (12,180) (36,540) (36,540)
Gain on sale of property
and equipment (35,059) (32,283) (70,640) (99,551)
Decrease (increase) in
accounts receivable and
accrued billings 414,007 43,628 (49,114) 934,067
Decrease (increase) in
inventories 43,208 (64,438) (8,385) (59,549)
Decrease (increase) in costs
and estimated earnings in
excess of billings on
uncompleted contracts 140,732 (1,379,534) (56,487) (1,370,775)
Decrease (increase) in
prepaid expenses and
other current assets (80,709) 12,967 (5,854) (118,823)
Increase in cash surrender
value of life insurance (44,431) (6,083) (44,853) (18,348)
Increase (decrease) in
accounts payable and
accrued liabilities (233,823) 1,221,769 532,049 801,534
Increase in billings in
excess of costs and
estimated earnings on
uncompleted contracts 192,086 10,618 168,552 27,552
Total adjustments 636,755 19,153 1,134,279 669,345
Net cash provided from
(used by) operating
activities 267,535 (113,230) 454,157 105,892
Cash flows from investing
activities
Proceeds from the disposal
of fixed assets 46,077 26,479 82,070 120,950
Payment made to grant loan -- -- (300,000) --
Proceeds from notes receivable 67,140 49,485 168,102 148,485
Purchases of fixed assets (445,468) (122,049) (900,796) (764,633)
Net cash used by investing
activities ( 332,251) (46,085) (950,624) (495,198)
Cash flows from financing
activities
Payments of preferred stock
dividends ( 5,940) (5,940) (17,819) (17,819)
Net cash used by financing
activities (5,940) (5,940) (17,819) (17,819)
Net decrease in cash and
cash equivalents (70,656) (165,255) (514,286) (407,125)
Cash and cash equivalents at
beginning of year 5,431,908 6,719,405 5,875,538 6,961,275
Cash and cash equivalents at
end of year $5,361,252 $6,554,150 $5,361,252 $6,554,150
Interest paid $ -- $ -- $ -- $ --
Taxes paid -- -- -- --
See accompanying Notes to Consolidated Financial Statements
</TABLE>
THE GOLDFIELD CORPORATION
and Subsidiaries
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 1995
Note 1 - Basis of Presentation
In the opinion of management, the accompanying unaudited interim
consolidated financial statements include all adjustments necessary
to present fairly the financial position of the Company, the results
of its operations and changes in cash flows for the interim periods
reported. These adjustments are of a normal recurring nature. All
financial statements presented herein are unaudited. However, the
balance sheet as of December 31, 1994, was derived from the audited
consolidated balance sheet. These statements should be read in
conjunction with the financial statements included in the Company's
annual report on Form 10-K for the year ended December 31, 1994.
The results of operations for the interim periods shown in this
report are not necessarily indicative of results to be expected for
the fiscal year.
Note 2 - Sale of Mining Subsidiary
In April 1993, the capital stock of The San Pedro Mining Corporation
("San Pedro"), a then wholly-owned subsidiary of the Company, was
sold for $1,220,000 of which $50,000 in cash was paid at closing
with the balance of the purchase price represented by a promissory
note payable to the Company in equal monthly principal installments
of $15,000 through October 1999. The note bears interest at the
rate of prime plus 1% (9.75% at September 30, 1995) payable monthly
and is secured by a first real estate mortgage and personal property
security agreement upon substantially all of the assets of and a
pledge of all of the outstanding capital stock of San Pedro.
Since the purchaser's initial investment in the property amounted to
less than 20% of the sale price, the installment method of profit
recognition was used resulting in a deferred gain of $330,214. In
the nine months ended September 30, 1995 and 1994, $36,540 of such
deferred gain was recognized as revenue. The installment method
recognizes proportionate amounts of the gain associated with the
transaction as cash is received.
The primary assets of San Pedro were represented by mining
properties with a net book value of $889,786 at the date of sale.
Note 3 - Inventories
Inventories are summarized as follows:
<TABLE>
<S> <C> <C>
September 30, December 31,
1995 1994
Materials and supplies $119,685 $ 93,686
Industrial mineral products 60,219 107,382
Ores in process 45,189 15,640
Total inventories $225,093 $216,708
</TABLE>
Note 4 - Income Taxes
In February 1992, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards No. 109, "Accounting for
Income Taxes" ("SFAS 109"). Under the asset and liability method of
SFAS 109, deferred tax assets and liabilities are recognized for the
future tax consequences attributable to differences between the
financial statement carrying amounts of existing assets and
liabilities and their respective tax bases. Deferred tax assets and
liabilities are measured using enacted tax rates expected to apply
to taxable income in the years in which those temporary differences
are expected to be recovered or settled. Under SFAS 109, the effect
on deferred tax assets and liabilities of a change in tax rates is
recognized in income in the period that includes the enactment date.
Effective January 1, 1993, the Company adopted SFAS 109 and has
reported the cumulative effect of that change in the method of
accounting for income taxes in the consolidated statements of
operations for the quarter ended March 31, 1993.
The income tax provision (benefit) consists of the following:
<TABLE>
<S> <C> <C>
Three Months Nine Months
Ended September 30, Ended September 30,
1995 1995
Current
Federal $ -- $ --
State -- --
-- --
Deferred
Federal 15,000 52,000
State 3,000 10,000
Total $18,000 $62,000
Three Months Nine Months
Ended September 30, Ended September 30,
1994 1994
Current
Federal $ -- $ --
State -- --
-- --
Deferred
Federal (12,000) (43,000)
State (2,000) (16,000)
Total $(14,000) $(59,000)
</TABLE>
Temporary differences and carryforwards which give rise to deferred
tax assets and liabilities as of September 30, 1995 and December 31,
1994 are as follows:
<TABLE>
<S> <C> <C>
September 30, December 31,
1995 1994
Deferred tax assets
Depletion, mineral rights
and deferred development
and exploration cost $ 325,000 $ 325,000
Accrued workers' compensation
costs 106,000 116,000
Accrued vacation 14,000 14,000
Property and equipment,
principally due to differences
in depreciation and valuation
write-downs 414,000 461,000
Net operating loss carryforwards 2,685,000 2,430,000
Investment tax credit
carryforwards 295,000 320,000
Alternative minimum tax
credit carryforwards 256,000 256,000
4,095,000 3,922,000
Valuation allowance (3,235,000) (3,000,000)
Total net deferred tax assets 860,000 922,000
Deferred tax liabilities -- --
Net deferred tax assets $ 860,000 $ 922,000
</TABLE>
The Company has recorded a valuation allowance in accordance with
the provisions of SFAS 109 to reflect the estimated amount of
deferred tax assets which may not be realized. In assessing the
realizability of deferred tax assets, management considers whether
it is more likely than not that some portion or all of the
deferred tax assets will not be realized. The ultimate
realization of deferred tax assets is dependent upon the
generation of future taxable income during the periods in which
those temporary differences become deductible. Management
considers the projected future taxable income and tax planning
strategies in making this assessment. The Company increased the
valuation allowance for net deferred tax assets by $235,000 for
the nine months ended September 30, 1995, compared to an increase
of $44,000 for the nine months ended September 30, 1994.
At September 30, 1995, the Company had tax net operating loss
carryforwards of approximately $7,060,000 available to offset
future regular taxable income, which if unused, will expire from
1999 through 2010.
Although the Tax Reform Act of 1986 eliminated investment tax
credit for non-transitional property placed in service after
December 31, 1985, the Company has investment tax credit
carryforwards of approximately $295,000 available to reduce future
Federal income taxes, which if unused, will expire from 1996
through 2000. In addition, the Company has alternative minimum
tax credit carryforwards of approximately $256,000 which are
available to reduce future Federal income taxes over an indefinite
period.
Note 5 - Earnings (Loss) Per Share of Common Stock
Earnings (loss) per common share, after deducting dividend
requirements on the Company's Preferred Stock of $17,819 in each of
the nine month periods ended September 30, 1995 and 1994, were based
on the weighted average number of shares of Common Stock
outstanding, excluding average shares of Treasury stock of 17,358
for each of the nine month periods ended September 30, 1995 and
1994. The inclusion of Common Stock issuable upon conversion of
Preferred Stock has not been included in the per share calculations
because such inclusion would not have a material effect on the
earnings (loss) per common share after the deduction for dividend
requirements.
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations.
Results of Operations - Nine Months Ended September 30, 1995
Compared to Nine Months Ended September 30, 1994.
Net Income (Loss)
The Company incurred a net loss of $680,122 during the nine months
ended September 30, 1995, compared to a net loss of $593,453 for the
nine months ended September 30, 1994.
Revenues
Total revenues in the nine months ended September 30, 1995 were
$9,703,808, compared to $10,050,991 in the like 1994 period. The
1995 decrease in revenues was attributable to electrical
construction operations.
Electrical construction revenue in the nine months ended September
30, 1995 of $7,751,370 was 5% lower than such revenue in the like
1994 period of $8,164,799.
Revenue from mining operations in the nine months ended September
30, 1995 increased to $1,403,550, 9% more than such revenue in the
like 1994 period of $1,285,736. This increase was primarily
attributable to the Company's construction aggregate operations.
Operating Results
Southeast Power Corporation ("Southeast Power"), the Company's
electrical construction subsidiary, had an operating loss of
$246,158 during the nine months ended September 30, 1995, compared
to an operating loss of $88,549 for the like period in 1994. The
operating results were lower primarily due to decreased gross
margins from contract work. The varying magnitude and duration of
projects undertaken by Southeast Power may result in substantial
fluctuation in its backlog from time to time. At September 30,
1995, the approximate value of uncompleted contracts was $3,240,000,
compared to $1,700,000 at February 14, 1995 and $2,800,000 at
September 30, 1994.
During the nine months ended September 30, 1995, the operating
profit from mining operations was $25,679, compared to an operating
loss of $15,165 during the nine months ended September 30, 1994.
Operating results from mining operations were greater in 1995
primarily due to improved operating results at the Company's zeolite
mining operations. Royalty income (which is included in the
operating profit (loss) for mining operations) was $113,580 in the
nine months of 1995 compared to $175,494 in the like 1994 period.
During the nine months September 30, 1995, mining revenue exceeded
the related cost of mining by 133,752. During the nine months ended
September 30, 1994, cost of mining exceeded related mining revenue
by $21,258.
In the nine months ended September 30, 1995, St. Cloud Mining
Company, a wholly-owned subsidiary of the Company ("St. Cloud"),
sold 16,222 tons of natural zeolite, compared to 16,036 tons in the
like 1994 period. St. Cloud has added drying, warehousing, bagging
and additional screening and related capabilities to the mill. St.
Cloud has completed the construction of an off site rail loading
facility to better serve customers and expand its transportation
network.
In the nine months ended September 30, 1995, St. Cloud sold 12,353
tons of construction aggregate. There were no sales in the like
1994 period.
Surface and underground mining related to St. Cloud's base and
precious metals mining operation has been halted since the third
quarter of 1991 and the first quarter of 1992, respectively, due to
declining metal prices and mine grades. St. Cloud's viability is
sensitive to the future price of base and precious metals,
particularly silver.
In 1990, The Lordsburg Mining Company (formerly Goldfield-Hidalgo,
Inc.), a wholly-owned subsidiary of the Company ("Lordsburg"),
entered into a venture agreement with Federal Resources Corporation
("Federal") to explore, develop and mine deposits near Lordsburg in
southwestern New Mexico. Underground mining at Lordsburg has been
suspended since February 1993. Although the Company has continued
limited production of construction aggregates and barren, siliceous
flux at Lordsburg, a final decision with respect to the future
operations at Lordsburg has not been reached. In April 1994, the
Company acquired Federal's 50% interest in the Lordsburg properties
for $75,000. Prior to acquisition of Federal's interest, Lordsburg
did not produce sufficient revenue over the related expenses to
permit a net proceeds distribution to Lordsburg and Federal.
Information with respect to mineralized siliceous converter flux
sales of Lordsburg is set forth in the table below:
<TABLE>
<S> <C> <S> <C>
Nine Months Ended September 30,
1994 1995
Mineralized siliceous converter flux
Ore sold (tons) -- 2,426
Copper
Quantity sold (pounds) -- 31,195
Ore grade -- 0.99%
Average sales price per pound -- $0.72
% of gross metal sales -- 21%
Silver
Quantity sold (ounces) -- 5,662
Ore grade (ounces per ton) -- 2.79
Average sales price per ounce -- $5.12
% of gross metal sales -- 28%
Gold
Quantity sold (ounces) -- 141
Ore grade (ounces per ton) -- 0.071
Average sales price per ounce -- $385.42
% of gross metal sales -- 51%
</TABLE>
There were no sales of mineralized siliceous converter flux during
the nine months ended September 30, 1995. Lordsburg sold 12,187
tons of barren, siliceous flux to copper smelters during the nine
months ended September 30, 1995, compared to 4,463 tons sold in
the like 1994 period. In addition, Lordsburg sold 11,873 tons of
construction aggregate material during the nine months ended
September 30, 1995, compared to 9,683 tons sold in the like 1994
period.
Other Income
Other income for the nine months ended September 30, 1995 was
$435,308, compared to $424,962 for the nine months ended June 30,
1994.
Costs and Expenses
Electrical construction costs were $7,613,880 for the nine months
ended September 30, 1995, compared to $7,843,011 in the like 1994
period.
Depreciation and amortization was $643,551 in the nine months
ended September 30, 1995, compared to $605,538 in the like period
of 1994.
General corporate expenses of the Company were $832,951 in the
nine months ended September 30, 1995 compared to $973,701 in the
like 1994 period. This decrease is primarily a result of the
amortization of the excess cost over equity in net assets of
business acquired. The amortization was completed as of December
31, 1994.
Results of Operations - Three Months Ended September 30, 1995
Compared to Three Months Ended September 30, 1994.
Net Income (Loss)
The Company incurred a net loss of $369,220 during the three months
ended September 30, 1995, compared to a net loss of $132,383 for the
three months ended September 30, 1994.
Revenues
Total revenues in the three months ended September 30, 1995 were
$4,100,544, compared to $5,128,520 in the like 1994 period. The
1995 decrease in revenues was attributable to electrical
construction operations.
Electrical construction revenue in the three months ended September
30, 1995 of $3,398,695 was 26% lower than such revenue in the like
1994 period of $4,574,949.
Revenue from mining operations in the three months ended September
30, 1995 increased to $501,663, 49% higher than such revenue in the
like 1994 period of $336,556. This increase was primarily
attributable to construction aggregate and zeolite operations.
Operating Results
Southeast Power had an operating loss of $302,081 during the three
months ended September 30, 1995, compared to an operating profit of
$65,979 for the like period in 1994. The operating results were
lower primarily due to decreased gross margins from contract work.
During the three months ended September 30, 1995, the operating
profit from mining operations was $47,969, compared to an operating
loss of $54,323 during the three months ended September 30, 1994.
Operating results from mining operations were higher in 1995
primarily due to improved operating results at the Company's zeolite
mining operations. Royalty income (which is included in the
operating profit (loss) for mining operations) was $39,501 in the
third quarter of 1995, compared to $54,556 in the like 1994 period.
During the three months ended September 30, 1995, mining revenue
exceeded the related cost of mining by $82,558. During the three
months ended September 30, 1994, cost of mining exceeded the related
mining revenue by $46,741.
In the three months ended September 30, 1995, St. Cloud sold 4,843
tons of natural zeolite, compared to 3,740 tons in the like 1994
period.
In the three months ended September 30, 1995, St. Cloud sold 12,353
tons of construction aggregate. There were no sales of construction
aggregate for St. Cloud in the like 1994 period.
There were no sales of mineralized siliceous converter flux during
either of the three months ended September 30, 1995 or 1994.
During the three months ended September 30, 1995, Lordsburg sold
7,477 tons of barren, siliceous flux to copper smelters, compared to
2,053 tons sold in the like 1994 period. Lordsburg also sold 44
tons of construction aggregate material during the three months
ended September 30, 1995, compared to 8,630 tons sold in the like
1994 period.
Other Income
Other income for the three months ended September 30, 1995 was
$160,685, compared to $162,459 for the three months ended September
30, 1994.
Costs and Expenses
Electrical construction costs were $3,552,692 for the three months
ended September 30, 1995, compared to $4,372,111 in the like 1994
period.
Depreciation and amortization was $234,924 in the three months ended
September 30, 1995, compared to $207,597 in the like period of 1994.
General corporate expenses of the Company decreased to $257,793 in
the three months ended September 30, 1995, compared to $320,498 in
the like 1994 period. This decrease is primarily a result of the
amortization of the excess cost over equity in net assets of
business acquired. The amortization was completed as of December
31, 1994.
Liquidity and Capital Resources
Cash and cash equivalents amounted to $5,361,252 at September 30,
1995, compared to $5,875,538 at December 31, 1994 and $6,554,150 at
September 30, 1994. Working capital at September 30, 1995 was
$6,382,881, compared to $7,511,030 at December 31, 1994 and
$7,797,644 at September 30, 1994. The Company's ratio of current
assets to current liabilities was 5.4 to 1 at September 30, 1995,
compared to 10.8 to 1 at December 31, 1994 and 4.4 to 1 at September
30, 1994.
The Company paid cash dividends on Series A Preferred Stock in the
amount of $17,819 in each of the nine months ended September 30,
1995 and 1994. No cash dividends have been paid by the Company on
its Common Stock since 1933, and it is not expected that the Company
will pay any cash dividends on its Common Stock in the immediate
future.
Under an unsecured line of credit arrangement (guaranteed by the
Company), Southeast Power may borrow up to $1,000,000 at the bank's
prime rate of interest. This credit line expires April 30, 1996 at
which time the Company expects to renew it for an additional year.
No borrowings were outstanding under this line of credit during the
nine months ended September 30, 1995 and 1994.
The Company's capital expenditures in the nine months ended
September 30, 1995 were $900,796, compared to $780,633 for the nine
months ended September 30, 1994.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits in accordance with the provisions of Item 601 of
Regulation S-K
10-1 (b) Amendment dated September 11, 1995 to Employment Agreement
effective January 1, 1986 between Southeast Power
Corporation and Romey A. Taylor.
10-2 (e) Amendment dated September 15, 1995 to Employment Agreement
effective January 15, 1985 between The Goldfield
Corporation and John H. Sottile.
10-4 (c) Amendment dated September 11, 1995 to Employment Agreement
effective January 1, 1986 between Southeast Power
Corporation and John H. Sottile.
(b) Reports on Form 8-K
No Current Report on Form 8-K was filed during the quarter
ended September 30, 1995.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
THE GOLDFIELD CORPORATION
(Registrant)
Date: November 13, 1995 /s/ John H. Sottile
(John H. Sottile)
President and Chief
Executive Officer
Date: November 13, 1995 /s/ Stephen R. Wherry
(Stephen R. Wherry, C.P.A.)
Vice President, Treasurer
and Chief Financial Officer
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 September 30, 1995
Commission File No. 1-7525
THE GOLDFIELD CORPORATION
EXHIBITS
November 13, 1995
TERMINATION OF EMPLOYMENT AGREEMENT
AGREEMENT, made on the 11th day of September, 1995, among ROMEY
A. TAYLOR ("Employee"), SOUTHEAST POWER CORPORATION ("SEPCO") and
THE GOLDFIELD CORPORATION ("Goldfield").
WHEREAS, Employee, SEPCO and Goldfield entered into an
Employment Agreement dated January 1, 1986 ("Employment Agreement");
and
WHEREAS, Employee, SEPCO and Goldfield entered into Amendment
No. 1 to Employment Agreement whereby said Employment Agreement was
extended until December 31, 1993; and
WHEREAS, Employee, SEPCO and Goldfield mutually desire to
terminate the Employment Agreement, as amended.
1. Termination of Agreement: The Employment Agreement between
Employee, SEPCO and Goldfield is hereby terminated effective as of
September 11, 1995.
2. Existing Debt of Employee: SEPCO and Goldfield hereby
forgive Employee from payment of $38,610.76 which was the result of
overpayments of annual bonuses in 1992 and 1993.
3. Future Relationship: The Employee shall resign as an
officer of SEPCO but shall serve as Chairman of the Board of
Directors of SEPCO subject to election thereon as part of
management's slate of directors.
During the period in which Employee serves as Chairman of the
Board of SEPCO, he shall receive an annual salary of $80,000 payable
in arrears and in weekly installments. It is understood by all
parties, however, that the payment of such annual salary and the
retention of Employee as Chairman of the Board of Directors shall be
at the sole discretion of SEPCO and Goldfield.
4. Duties: While serving as Chairman of the Board of
Directors, the Employee agrees to perform such duties and service
for SEPCO and its subsidiaries and affiliated organizations as
SEPCO's Board of Directors may specify from time to time.
5. Other Benefits: During the term of this Agreement, Employee
shall be entitled to receive all other benefits of employment
generally available to other members of SEPCO and Goldfield
management, when and as he becomes eligible therefor. During the
period of this Agreement, Employee will be reimbursed for reasonable
traveling and entertainment expense in accordance with SEPCO's and
Goldfield's general policies.
6. Trade Secrets: All customer lists and other information
concerning customers, and all methods, processes and technical
information used in the business or operations or in the possession
of SEPCO and Goldfield will be held in confidence by Employee and
will not be disclosed, made public or made use of by or through him,
directly or indirectly, while Employee is employed by SEPCO or at
any time thereafter.
7. Release: The Employee hereby remises, releases, acquits,
satisfies, and forever discharges Goldfield and SEPCO from all, and
all manner of action and actions, cause and causes of action, suits,
debts, dues, sums of money, accounts, reckonings, bonds, bills,
specialties, convenants, contracts, controversies, agreements,
promises, variances, trespasses, damages, judgments, executions,
claims and demands whatsoever, in law or in equity, which Employee
ever had, now has, or which any personal representative, successor,
heir or assign of said Employee, hereafter can, shall or may have,
against said Goldfield and SEPCO, for, upon or by reason of any
matter, cause or thing whatsoever, from the beginning of the world
to the day of these presents, including but not limited to, the
Employment Agreement as amended.
IN WITNESS WHEREOF, the parties have executed this Agreement on the
day and year first above written.
\ \
Romey A. Taylor
SOUTHEAST POWER CORPORATION
By: \ \
John H. Sottile, Vice President
THE GOLDFIELD CORPORATION
By: \ \
John H. Sottile, President
Southeast Power Corporation
1805 Hammock Road Titusville, Florida 32796
Telephone 407 268-0540
September 11, 1995
John H. Sottile
Suite 500
100 Rialto Place
Melbourne, FL 32901
Dear Mr. Sottile:
Pursuant to a Resolution of the Board of Directors of Southeast
Power Corporation ("SEPCO") adopted on September 11, 1995, SEPCO
entered into an Employment Agreement with you expiring on December
31, 1990. The term of your Employment Agreement has been
previously extended until December 31, 2001.
I am pleased to advise you that the Board of Directors, on
September 11, 1995 agreed to amend your Employment Agreement as
follows:
1. Extend the term of your Employment Agreement until December
31, 2005
2. Add Paragraph 10 to said Employment Agreement to read as
follows:
10. Termination of Employment: SEPCO may terminate your employment
at any time upon thirty (30) days' written notice to you;
provided, however, that in the event SEPCO terminates your
employment, SEPCO shall pay you within ten (10) days of such
notice of termination an amount equal to the cash salary that you
would have received in the absence of such termination from the
date of such termination through December 31, 2005, and shall on
the date of such termination commence payment of any retirement
benefits.
You and SEPCO agree that in the event of termination pursuant to
this section, payment of the sums prescribed above shall
constitute liquidated damages hereunder, and SEPCO shall have no
further obligations to you under this letter agreement and you
shall have no further obligations to SEPCO under this letter
agreement.
Sincerely,
SOUTHEAST POWER CORPORATION
By:\ \
Robert Jones, President
Agreed to and accepted:
\ \
John H. Sottile
The Goldfield Corporation
100 Rialto Place, Suite 500
Melbourne, FL 32901
September 15, 1995
John H. Sottile
Suite 500
100 Rialto Place
Melbourne, FL 32901
Dear Mr. Sottile:
Pursuant to a Resolution of the Board of Directors of The Goldfield
Corporation ("Goldfield") adopted on January 15, 1985, Goldfield
entered into an Employment Agreement with you expiring on December
31, 1989. The term of your Employment Agreement has been previously
extended until December 31, 2001.
I am pleased to advise you that the Board of Directors, on September
15, 1995 agreed to amend your Employment Agreement dated January 15,
1985, as follows:
1. Extend the term of your Employment Agreement until December
31, 2005
2. Paragraph 7 of the said Employment Agreement is hereby
amended to read:
7. TERMINATION OF EMPLOYMENT: The Company may terminate
your employment at any time upon thirty (30) days' written notice to
you; provided, however, that in the event the Company terminates
your employment, the Company shall pay you within ten (10) days of
such notice of termination an amount equal to the cash salary that
you would have received in the absence of such termination from the
date of such termination through December 31, 2005, and shall on the
date of such termination commence payment of any retirement
benefits.
You and the Company agree that in the event of termination
pursuant to this section, payment of the sums prescribed above shall
constitute liquidated damages hereunder, and the Company shall have
no further obligations to you under this letter agreement and you
shall have no further obligations to the Company under this letter
agreement.
Sincerely,
THE GOLDFIELD CORPORATION
By: \ \
Stephen R. Wherry
Vice President
Agreed to and accepted:
\ \
John H. Sottile
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<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> SEP-30-1995
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