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 June 30, 1999
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 June 30, 1999.
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
THE GOLDFIELD CORPORATION
and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(Unaudited)
June 30, December 31,
1999 1998
ASSETS
Current assets
Cash and cash equivalents $ 2,925,237 $ 2,616,465
Accounts receivable and accrued billings 3,516,686 3,133,855
Current portion of notes receivable 28,444 123,393
Inventories (Note 2) 294,648 346,799
Costs and estimated earnings in excess of
billings on uncompleted contracts 1,389,879 1,793,119
Prepaid expenses and other current assets 230,838 83,428
Total current assets 8,385,732 8,097,059
Property, buildings and equipment, net 4,543,885 4,450,256
Notes receivable, less current portion 136,262 293,956
Deferred charges and other assets
Deferred income taxes (Note 3) 548,000 548,000
Land held for sale 309,158 52,448
Cash surrender value of life insurance 771,930 771,430
Total deferred charges and other assets 1,629,088 1,371,878
Total assets $14,694,967 $14,213,149
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable and accrued liabilities $ 1,251,964 $ 1,905,457
Billings in excess of costs and estimated
earnings on uncompleted contracts 4,325 13,769
Current portion of deferred gain on
installment sales 11,105 10,774
Income taxes payable (Note 3) 62,664 23,322
Total current liabilities 1,330,058 1,953,322
Deferred gain on installment sales, less
current portion 55,567 59,596
Total liabilities 1,385,625 2,012,918
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
and outstanding 26,872,106 shares 2,687,211 2,687,211
Capital surplus 18,369,860 18,369,860
Accumulated deficit (8,068,416) (9,177,527)
Total 13,328,062 12,218,951
Less common stock in treasury, 17,358
shares, at cost 18,720 18,720
Total stockholders' equity 13,309,342 12,200,231
Total liabilities and stockholders' equity $14,694,967 $14,213,149
See accompanying notes to consolidated financial statements
THE GOLDFIELD CORPORATION
and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended Six Months Ended
June 30, June 30,
1999 1998 1999 1998
Revenue
Electrical
construction $5,798,170 $3,144,228 $11,376,354 $7,012,443
Mining 712,091 573,932 1,093,166 920,593
Other income, net 70,164 120,138 137,405 201,092
Total revenue 6,580,425 3,838,298 12,606,925 8,134,128
Costs and expenses
Electrical
construction 4,574,925 2,758,630 9,174,136 6,232,159
Mining 632,097 554,674 1,008,637 896,169
Depreciation and
amortization 278,363 268,374 532,954 527,855
Impairment
(recovery)
loss (Note 5) (53,500) 95,618 (53,500) 95,618
General and
administrative 367,842 396,554 734,354 763,513
Total costs and
expenses 5,799,727 4,073,850 11,396,581 8,515,314
Income (loss) from
operations before
income taxes 780,698 (235,552) 1,210,344 (381,186)
Income taxes (Note 3) 54,824 -- 89,354 --
Net income (loss) 725,874 (235,552) 1,120,990 (381,186)
Preferred stock
dividends 5,940 5,940 11,879 11,879
Income (loss) available
to common
stockholders $ 719,934 $ (241,492) $ 1,109,111 $ (393,065)
Basic and diluted
earnings (loss) per
share of common
stock (Note 6) $ 0.03 $ (0.01) $ 0.04 $ (0.01)
Weighted average
number of
common shares
outstanding 26,854,748 26,854,748 26,854,748 26,854,748
See accompanying notes to consolidated financial statements
THE GOLDFIELD CORPORATION
and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Three Months Ended Six Months Ended
June 30, June 30,
1999 1998 1999 1998
Cash flows from
operating activities
Net income (loss) $ 725,874 $ (235,552) $1,120,990 $ (381,186)
Adjustments to
reconcile net income
(loss) to net
cash provided by
operating activities
Depreciation and
amortization 278,363 268,374 532,954 527,855
Impairment loss -- 95,618 -- 95,618
Gain on sale of
property and
equipment (19,594) (6,192) (30,390) (9,403)
Gain on disposition
of land held for
sale (10,892) (44,921) (21,281) (58,436)
Deferral of gain
arising from
installment land
sales 13,076 115,907 17,583 130,596
Cash provided from
(used by) changes in
Accounts receivable
and accrued
billings 143,121 (200,735) (382,832) 21,818
Inventories 6,350 16,334 52,151 (69,989)
Costs and estimated
earnings in excess
of billings on
uncompleted
contracts 11,724 275,837 403,239 231,902
Prepaid expenses
and other current
assets 11,404 5,139 (147,409) (163,838)
Accounts payable
and accrued
liabilities (17,893) (100,295) (653,493) (199,315)
Billings in excess
of costs and
estimated
earnings on
uncompleted
contracts (233,242) (2,364) (9,444) (49,320)
Income taxes
payable 29,762 -- 39,342 (28,731)
Net cash
provided
by operating
activities 938,053 187,150 921,410 47,571
Cash flows from
investing activities
Proceeds from the
disposal of
property and
equipment 311,761 12,774 368,552 86,847
Issuance of
notes receivable (10,956) (188,488) (12,648) (241,327)
Proceeds from notes
receivable 216,199 8,413 265,291 172,675
Purchases of property
and equipment (507,270) (436,329) (964,745) (897,143)
Net sale (acquisition)
of land
held for sale (264,201) 179,823 (256,709) (74,926)
Cash surrender value
of life insurance -- -- (500) (4,700)
Net cash used by
investing
activities (254,467) (423,807) (600,759) (958,574)
Cash flows from
financing activities
Payments of preferred
stock dividends (5,940) (5,940) (11,879) (11,879)
Net increase (decrease)
in cash and cash
equivalents 677,646 (242,597) 308,772 (922,882)
Cash and cash
equivalents at
beginning of period 2,247,591 3,716,996 2,616,465 4,397,281
Cash and cash
equivalents at end
of period $2,925,237 $ 3,474,399 $2,925,237 $3,474,399
Supplemental
disclosure of cash
flow information:
Income taxes paid $ 48,384 $ -- $ 50,012 $ 28,731
Effective June 30, 1999, the Company sold substantially all the net assets of
the Company's wholly-owned subsidiary, Fiber Optic Services, Inc., at the
recorded net book value to an unrelated third party. The consideration
received was $525,070 in cash, which was paid in full during July 1999.
See accompanying notes to consolidated financial statements
THE GOLDFIELD CORPORATION
and Subsidiaries
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 1999
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, 1998, 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, 1998. 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 - Inventories
Inventories consisted of:
June 30, December 31,
1999 1998
Materials and supplies $185,330 $257,788
Industrial mineral products 68,125 72,212
Ores in process 41,193 16,799
Total inventories $294,648 $346,799
Note 3 - Income Taxes
The income tax provisions consisted of:
Three Months Three Months
Ended June 30, Ended June 30,
1999 1998
Current
Federal $19,000 $ --
State 35,824 --
54,824 --
Deferred
Federal -- --
State -- --
-- --
Total $54,824 $ --
Six Months Six Months
Ended June 30, Ended June 30,
1999 1998
Current
Federal $25,000 $ --
State 64,354 --
89,354 --
Deferred
Federal -- --
State -- --
-- --
Total $89,354 $ --
The effective income tax rate was 7% and 0% for the six
months ended June 30, 1999 and 1998, respectively, primarily due to
the application of a net operating loss carryforward. At June 30,
1999, the Company had tax net operating loss carryforwards of
approximately $5,600,000 available to offset future regular taxable
income, which, if unused, will expire from 2000 through 2018.
The Company decreased the valuation allowance for deferred tax
assets by $434,000 for the six months ended June 30, 1999 and
decreased the valuation allowance by $248,000 for the three months
ended June 30, 1999.
Note 4 - The Goldfield Corporation 1998 Executive
Long-Term Incentive Plan
In 1998 the stockholders of the Company approved
the 1998 Executive Long-Term Incentive Plan (the
"Plan"), which permits the granting of
Nonqualified Stock Options, Incentive Stock
Options, Stock Appreciation Rights, Restricted
Stock, Restricted Stock Units, Performance
Units, Performance Share and other awards to all
officers and key employees of the Company and
its subsidiaries. Shares granted pursuant to the
Plan may be authorized but unissued shares of
Common Stock, Treasury shares or shares
purchased on the open market. The exercise
price under such grants will be based on the
fair market value of the Common Stock at the
date of grant. The maximum number of shares
available for grant under the Plan shall be
1,300,000.
On March 9, 1999, the Board of Directors of the
Company approved the distribution of options for
985,000 shares of Common Stock under the Plan.
Management expects to grant these options as
designated by the Stock Option Committee in the
near future.
Note 5 Impairment Losses
During the second quarter of 1999, the Company
recovered $53,500 relating to its previous write-off
in the second quarter of 1998, of a coal royalty
it retained in property it formerly owned in Harlan,
Kentucky, (the "Harlan Coal Royalty"). The Company
recognized an impairment loss of $95,618 in the second
quarter of 1998, which was included in the Company's
operating results from mining. The recovery of $53,500
has separately been identified as a component of
continuing operations.
In April 1993, the capital stock of The San
Pedro Mining Corporation ("San Pedro") 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 plus interest through October 1999.
Effective December 23, 1997, terms of the note
and mortgage were modified to defer principal
payments to November 1998. The purchaser of the
capital stock of San Pedro (the "Purchaser") failed
to make the October 1998 scheduled interest
payment and on-going discussions indicated that
collection of the principal balance was doubtful.
Under the circumstances, management
determined the note receivable to be an impaired
asset and wrote off the unpaid balance of
the note. Future discounted cash flows were
estimated by management to be zero primarily due
to legal implications. The impairment loss of $258,538
was separately identified as a component of continuing
operations. The loss, which was recognized in
the third quarter of 1998, was included in
the Company's operating results from mining.
On April 20, 1999, the Purchaser of San Pedro
gave the Company a Bill of Sale in Lieu of
Foreclosures for certain equipment.
During the second quarter of 1999, the Company
reached an agreement to sell some of this mining
equipment for $50,000 to an unrelated third party.
This sale is expected to be concluded by the fourth
quarter of 1999. On July 16, 1999, the Company
received from the Purchaser a Deed in Lieu of Foreclosure
for the real property, water rights and other
assets not previously conveyed to the Company. The Company
expects to incur certain legal and reclamation costs for
this real property. The Company is currently negotiating
for the sale of these assets.
Note 6 Basic Earnings (Loss) Per Share of Common Stock
Basic earnings (loss) per common share, after
deducting dividend requirements on the Company's
Series A 7% Voting Cumulative Convertible
Preferred Stock ("Series A Stock") of $11,879 in
each of the six month periods ended June 30,
1999 and 1998 were based on the weighted average
number of shares of Common Stock outstanding,
excluding 17,358 shares of Treasury Stock for
each of the periods ended June 30, 1999 and
1998. Common shares issuable on conversion of
Series A Stock are not considered in the basic
earnings (loss) calculation because the effect
would be anti-dilutive.
Note 7 Business Segment
The Company adopted SFAS No. 131, Disclosure
About Segments of an Enterprise and Related
Information, in 1998. The adoption of this
statement did not have any effect on either the
current or prior years' presentation of
reportable segments. The Company is primarily
involved in two lines of business, mining and
electrical construction. There were no material
amounts of sales or transfers between lines of
business and no material amounts of export
sales. Any intersegment sales have been
eliminated. The following tables set forth
certain segment information for the periods
indicated:
Three Months Ended Three Months Ended
June 30, June 30,
1999 1998
Sales from operations
to unaffiliated
customers
Electrical
construction $5,798,170 $3,144,228
Mining 712,091 573,932
Total $6,510,261 $3,718,160
Gross profit
Electrical construction $1,036,765 $ 197,316
Mining 58,712 (132,432)
Total gross profit 1,095,477 64,884
Interest and other
income, net 70,164 120,138
General corporate
expenses 384,943 (420,574)
Income (loss) from
operations before
income taxes $ 780,698 $ (235,552)
Six Months Ended Six Months Ended
June 30, June 30,
1999 1998
Sales from operations to
unaffiliated customers
Electrical construction $11,376,354 $7,012,443
Mining 1,093,166 920,593
Total $12,469,520 $7,933,036
Gross profit
Electrical construction $1,852,807 $449,495
Mining (10,414) (233,260)
Total gross profit 1,842,393 216,235
Interest and other
income, net 137,405 201,092
General corporate
expenses (769,454) (798,513)
Income (loss) from
operations before
income taxes $1,210,344 $(381,186)
The following table sets forth certain segment information as of
the date indicated:
June 30, June 30,
1999 1998
Identifiable assets
Electrical
construction $ 9,376,014 $ 7,155,627
Mining 2,540,086 2,836,359
Corporate 2,778,867 3,376,285
Total $14,694,967 $13,368,271
Note 8 - Reclassifications
Certain amounts in 1998 have been reclassified to conform to the 1999
presentation.
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations.
Results of Operations - Six Months Ended June 30, 1999 Compared to
Six Months Ended June 30, 1998.
Net Income (Loss)
The Company had net income of $1,120,990 for the six months ended
June 30, 1999, compared to a net loss of $381,186 for the six months
ended June 30, 1998. Net income for the six months ended June 30,
1999 included income tax expense of $89,354.
Revenues
Total revenues for the six months ended June 30, 1999 were
$12,606,925, compared to $8,134,128 for the six months ended June 30,
1998, an increase of 55%. The increase in revenues was primarily
attributable to a higher level of activity in electrical construction
operations.
Electrical construction revenue increased by 62% in the six months
ended June 30, 1999 to $11,376,354 from $7,012,443 for the six
months ended June 30, 1998.
Revenue from mining operations increased by 19%
to $1,093,166 for the six months ended June 30,
1999 from $920,593 for the six months ended June
30, 1998.
Operating Results
Electrical construction operations had an operating profit of
$1,852,807 during the six months ended June 30, 1999, compared to an
operating profit of $449,495 during the six months ended June 30,
1998. The increase in operating results in 1999 was primarily due to
an increase in the level of operations and profit margins. The
varying magnitude and duration of electrical construction projects
may result in substantial fluctuation in the Company's backlog from
time to time. At June 30, 1999, the approximate value of uncompleted
contracts was $1,400,000, compared to $800,000 at June 30, 1998.
Effective June 30, 1999, the Company sold substantially all
the net assets of the Company's wholly-owned subsidiary,
Fiber Optic Services, Inc., at the recorded net book value to an
unrelated third party. The consideration received was $525,070 in
cash, which was paid in full during July 1999. Fiber Optic's
sales for the six month period ended June 30, 1999 was $592,244.
During the six months ended June 30, 1999, the
operating loss from mining operations was
$10,414, compared to an operating loss of
$233,260 during the six months ended June 30,
1998. The operating results from mining
operations in 1999 included the recovery of
$53,500 of a previously recorded impairment loss
relating to the Harlan Coal Royalty. The 1998
operating results from mining included a charge of
$95,618 for this impairment loss. The operating
results from mining included depreciation expense.
St. Cloud Mining Company, a wholly-owned
subsidiary of the Company ("St. Cloud"), sold
8,257 tons of natural zeolite during the six
months ended June 30, 1999, compared to 6,820
tons during the six months ended June 30, 1998.
Surface and underground mining of base and
precious metals have been halted at St. Cloud
since the third quarter of 1991 and the first
quarter of 1992, respectively, due to declining
prices and mine grades. St. Cloud's viability
is sensitive to the future price of base and
precious metals, particularly silver.
During the six months ended June 30, 1999, The
Lordsburg Mining Company, a wholly-owned
subsidiary of the Company ("Lordsburg"), sold
7,179 tons of construction aggregate material,
compared to 10,225 tons sold during the six
months ended June 30, 1998.
Production from underground mining at Lordsburg, which was suspended
in February 1994, had previously been intermittent due to low ore
grade and inconsistent smelter demand. The ore produced from the
mine was used by nearby copper smelters as precious metal bearing
siliceous flux. Future demand for underground ores cannot be
determined at this time.
Although the Company has continued limited production of
construction aggregates at Lordsburg, a final decision with respect
to the future operations at Lordsburg has not been reached.
Other Income
Other income for the six months ended June 30, 1999 was $137,405,
compared to $201,092 for the six months ended June 30, 1998. The
decrease in other income for 1999 was primarily a result of lower
interest income.
Costs and Expenses
Total costs and expenses, and the components
thereof, increased to $11,396,581 for the six
months ended June 30, 1999 from $8,515,314 for
the six months ended June 30, 1998, primarily as a result
of increased electrical construction costs.
Electrical construction costs were $9,174,136,
and $6,232,159 in the six months ended June 30,
1999 and 1998, respectively. The increase in
costs for 1999 was attributable to a higher
level of operations.
Mining costs were $1,008,637 for the six months
ended June 30, 1999, compared to $896,169 for the six
months ended June 30, 1998.
Depreciation and amortization was $532,954 in
the six months ended June 30, 1999, compared to
$527,855 in the six months ended June 30, 1998.
General corporate expenses of the Company
decreased to $769,454 in the six months ended
June 30, 1999, from $798,513 in the six months
ended June 30, 1998.
Results of Operations - Three Months Ended June 30, 1999 Compared to
Three Months Ended June 30, 1998.
Net Income (Loss)
The Company had net income of $725,874 for the three months ended
June 30, 1999, compared to a net loss of $235,552 for the three
months ended June 30, 1998. Net income for the three months ended
June 30, 1999 included income tax expense of $54,824.
Revenues
Total revenues for the three months ended June 30, 1999 were
$6,580,425, compared to $3,838,298 in the like 1998 period, an
increase of 71%. The increase in revenues was primarily attributable
to a higher level of activity in electrical construction operations.
Electrical construction revenue increased by 84% in the three months
ended June 30, 1999 to $5,798,170 from $3,144,228 for the three
months ended June 30, 1998.
Revenue from mining operations increased by 24%
to $712,091 for the three months ended June 30,
1999 from $573,932 for the three months ended
June 30, 1998.
Operating Results
Electrical construction operations had an operating profit of
$1,036,765 during the three months ended June 30, 1999, compared to
an operating profit of $197,316 for the three months ended June
30, 1998. The increase in operating results in 1999 was primarily
due to an increase in the level of operations and profit margins.
During the three months ended June 30, 1999, the
operating profit from mining operations was
$58,712, compared to an operating loss of
$132,452 for the three months ended June 30,
1998. The operating results from mining
operations in 1999 included the recovery of
$53,500 of a previously recorded impairment loss
relating to the Harlan Coal Royalty. The 1998
operating results from mining included a charge of
$95,618 for this impairment loss. The operating results
from mining included depreciation expense.
St. Cloud sold 4,233 tons of natural zeolite
during the three months ended June 30, 1999,
compared to 3,445 tons during the three months
ended June 30, 1998.
During the three months ended June 30, 1998,
Lordsburg sold 1,149 tons of construction
aggregate material. Lordsburg did not sell any
construction aggregate material during the three
months ended June 30, 1999.
Other Income
Other income for the three months ended June 30, 1999 was $70,164,
compared to $120,138 for the three months ended June 30, 1998. The
decrease in other income for 1999 was primarily a result of lower
gain on the installment sale of land and interest income.
Costs and Expenses
Total costs and expenses, and the components
thereof, increased to $5,799,727 for the three
months ended June 30, 1999 from $4,073,850 for
the three months ended June 30, 1998, primarily
as a result of increased electrical construction costs.
Electrical construction costs were $4,574,925
and $2,758,630 in the three months ended June
30, 1999 and 1998, respectively. The increase
in costs for 1999 was attributable to a higher
level of operations.
Mining costs were $632,097 for the three months
ended June 30, 1999, compared to $554,674 for the
three months ended June 30, 1998.
Depreciation and amortization was $278,363 in
the three months ended June 30, 1999, compared
to $268,374 in the three months ended June 30,
1998.
General corporate expenses of the Company
decreased to $384,943 in the three months ended
June 30, 1999, compared to $420,574 in the three
months ended June 30, 1998.
Liquidity and Capital Resources
Cash and cash equivalents at June 30, 1999 were $2,925,237 as
compared to $2,616,465 as of December 31, 1998. Working capital at
June 30, 1999 was $7,055,673, compared to $6,143,737 at December 31,
1998. The Company's ratio of current assets to current liabilities
increased to 6.3 to 1 at June 30, 1999, from 4.1 to 1 at December
31, 1998 primarily due to the lower level of accounts payable and
accrued liabilities at June 30, 1999.
The Company paid cash dividends on its Series A
Preferred Stock in the amount of $11,879 in each
of the six months ended June 30, 1999 and 1998.
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.
Pursuant to an unsecured line of credit
agreement between the Company's subsidiary,
Southeast Power Corporation, and SunTrust Bank
of Central Florida, N.A. (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 August 30, 1999, at
which time the Company expects to renew it for
an additional year. No borrowings were
outstanding under this line of credit during the
three months ended June 30, 1999 and 1998.
However, since 1996, $100,000 of this line of
credit has been reserved for a standby letter of
credit.
The Company's capital expenditures for the six
months ended June 30, 1999 increased to $964,745
from $897,143 for the six months ended June 30,
1998.
Year 2000 Compliance
Background
In the past, many computers, software programs, and other
information technology ("IT systems"), as well as other equipment
relying on microprocessors or similar circuitry ("non-IT systems"),
were written or designed using two digits, rather than four, to
define the applicable year. As a result, date-sensitive systems
(both IT systems and non-IT systems) may recognize a date identified
with "00" as the year 1900, rather than the year 2000. This is
generally described as the Year 2000 issue. If this situation
occurs, the potential exists for system failures or miscalculations,
which could impact business operations.
The Securities and Exchange Commission ("SEC")
has asked public companies to disclose four
general types of information related to Year
2000 preparedness: the Company's state of
readiness, costs, risks, and contingency plans.
See SEC Release No. 33-7558 (July 29, 1998).
Accordingly, the Company has included the
following discussion in this report, in addition
to the Year 2000 disclosures previously filed
with the SEC.
State of Readiness
The Company believes that it has identified all
significant IT systems and non-IT systems that
require modification in connection with Year
2000 issues. The Company has completed all
material modifications and testing of
significant systems.
In addition, the Company has been communicating
with customers, suppliers, banks, vendors and
others with whom it does significant business
(collectively, its "business partners") to
determine their Year 2000 readiness and the
extent to which the Company is vulnerable to any
other organization's Year 2000 issues. Based on
these communications and related responses, the
Company is monitoring the Year 2000 preparations
and state of readiness of its business partners.
Although the Company is not aware of any
significant Year 2000 problems with its business
partners, there can be no guarantee that the
systems of other organizations on which the
Company's systems rely will be converted in a
timely manner, or that a failure to convert by
another organization, or a conversion that is
incompatible with the Company's systems, would
not have a material adverse effect on the
Company.
Costs
The total cost to the Company of Year 2000
activities has not been and is not anticipated
to be material to its financial position or
results of operations in any given year. The
total costs to the Company of addressing Year
2000 issues are estimated to be less than
$10,000.
Risks
The Company utilizes IT systems and non-IT
systems in various aspects of its business.
Year 2000 problems in some of the Company's
systems could possibly disrupt operations, but
the Company does not expect that any such
disruption would have a material adverse impact
on the Company's operating results.
The Company is also exposed to the risk that one
or more of its customers, suppliers or vendors
could experience Year 2000 problems that could
impact the ability of such customers to transact
business or such suppliers or vendors to provide
goods and services. Although this risk is
lessened by the availability of alternative
suppliers, the disruption of certain services,
such as utilities, could, depending upon the
extent of the disruption, potentially have a
material adverse impact on the Company's
operations.
Contingency Plans
The Company has developed contingency plans for
the Company's IT systems and non-IT systems requiring
Year 2000 modification. In addition, the Company is
developing contingency plans to deal with the
possibility that some suppliers or vendors might
fail to provide goods and services on a timely
basis as a result of Year 2000 problems. These
contingency plans include the identification,
acquisition and/or preparation of backup systems,
suppliers and vendors.
PART II. OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security-Holders.
(a) The Annual Meeting of Stockholders was held on May 25, 1999.
(b) This information is omitted pursuant to instruction 3.
(c) At the Annual Meeting of Stockholders, the stockholders elected
5 Directors. Set forth below are the votes cast for the
election of Directors:
For Withheld
John P. Fazzini 19,423,206 1,375,997
Danforth E. Leitner 19,431,366 1,367,837
Dwight W. Severs 19,454,291 1,344,912
John H. Sottile 19,444,416 1,354,787
John M. Starling 19,439,941 1,359,262
The Stockholders also voted to approve the appointment of
KPMG LLP as Independent Certified Public Accountants. Votes
cast in favor were 20,109,817, against were 518,427 and
withheld were 170,959.
(d) Not applicable.
Item 5. Other Information
Stockholder Proposals
Proposals of stockholders intended to be
presented at the Company's 2000 annual meeting
of stockholders must be received at the
Company's principal executive offices not later
than December 23, 1999 in order to be included
in the Company's proxy statement and form of
proxy relating to the 2000 annual meeting.
Pursuant to Rule 14a-4(c) of the Securities
Exchange Act of 1934, as amended, if a stockholder
who intends to present a proposal at the 2000 annual
meeting of stockholders does not notify the Company of such
proposal on or prior to December 23, 1999, then
management proxies would be allowed to use their
discretionary voting authority to vote on the
proposal when the proposal is raised at the
annual meeting, even though there is no
discussion of the proposal in the 2000 proxy
statement.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits in accordance with the provisions of Item 601 of
Regulation S-K
None.
(b) Reports on Form 8-K
No Current Report on Form 8-K was filed
during the quarter ended June 30, 1999.
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.
THE GOLDFIELD CORPORATION
(Registrant)
Date: August 12, 1999 /s/ Stephen R. Wherry
(Stephen R. Wherry)
Vice President,
Treasurer and
Chief Financial Officer
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> JUN-30-1999
<CASH> 2,925,237
<SECURITIES> 0
<RECEIVABLES> 3,516,686
<ALLOWANCES> 0
<INVENTORY> 294,648
<CURRENT-ASSETS> 8,385,732
<PP&E> 22,876,549
<DEPRECIATION> 18,332,664
<TOTAL-ASSETS> 14,694,967
<CURRENT-LIABILITIES> 1,330,058
<BONDS> 0
0
339,407
<COMMON> 2,687,211
<OTHER-SE> 10,282,724
<TOTAL-LIABILITY-AND-EQUITY> 14,694,967
<SALES> 12,469,520
<TOTAL-REVENUES> 12,606,925
<CGS> 10,182,773
<TOTAL-COSTS> 11,396,581
<OTHER-EXPENSES> 0
<LOSS-PROVISION> (53,500)
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 1,210,344
<INCOME-TAX> 89,354
<INCOME-CONTINUING> 1,120,990
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,120,990
<EPS-BASIC> .04
<EPS-DILUTED> .04
</TABLE>
