<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
/X/ Quarterly Report Under Section 13 or 15(d)of the Securities
Exchange Act of 1934.
For the quarterly period ended June 30, 1995.
/ / Transition Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934.
For the transition period from n/a to n/a.
Commission File Number: 0-497
NEW MEXICO AND ARIZONA LAND COMPANY
(Exact name of registrant as specified in its charter)
Arizona 43-0433090
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
3030 North 44th Street, Suite 270, Phoenix, Arizona 850018-7228
(Address of principal executive offices) (Zip Code)
602/952-8836
(Registrant's telephone number,including area code)
Indicate by check mark whether the registrant (1) has filed all
reports to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding twelve 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.
Common Stock, no par value 2,727,538
Class Outstanding at July 24, 1995
<PAGE> 2
NEW MEXICO AND ARIZONA LAND COMPANY AND SUBSIDIARIES
INDEX
Page
Number
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Statements of Operations
for the six and three months ended
June 30, 1995 and 1994 3
Consolidated Balance Sheets as of
June 30, 1995 and December 31, 1994 4
Consolidated Statements of Cash Flows
for the six months ended June 30, 1995
and 1994 5
Notes to Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 7
PART II - OTHER INFORMATION 8
SIGNATURES 8
<PAGE> 3
<TABLE>
NEW MEXICO AND ARIZONA LAND COMPANY AND SUBSIDIARIES
Consolidated Statements of Operations (Unaudited)
<CAPTION>
(Amounts in thousands, except per share data)
Three months Six months
ended June 30, ended June 30,
1995 1994 1995 1994
-----------------------------------------------------------------
Revenues:
<S> <C> <C> <C> <C>
Property sales $3,588 $2,987 $6,357 $5,131
Property rentals 739 739 1,493 1,511
Investment income 453 277 982 717
Other 1,227 97 1,270 147
-------- -------- -------- --------
$6,007 $4,100 $10,102 $7,506
Expenses:
Cost of property sales 2,480 1,508 3,901 2,794
Rental property 268 308 523 591
General and administrative 369 738 658 1,100
Interest 229 282 473 558
Depreciation, depletion
and amortization 120 131 242 269
Other 2 2 4 4
-------- -------- -------- --------
3,468 2,969 5,801 5,316
-------- -------- -------- --------
Income Before Joint Ventures,
Minority Interests and
Income Taxes 2,539 1,131 4,301 2,190
Gain(loss)from joint ventures 701 (192) 1,594 (188)
Minority interests (251) (260) (506) (316)
-------- -------- -------- --------
Income Before Income Taxes 2,989 679 5,389 1,686
Provision for income taxes 1,186 285 2,140 697
-------- -------- -------- --------
NET INCOME $1,803 $394 $3,249 $989
======== ======== ======== ========
Income Per Share of
Common Stock $0.66 $0.14 $1.19 $0.36
======== ======== ======== ========
Average Nunber of
Common Shares 2,728 2,728 2,728 2,728
======== ======== ======== ========
See accompanying Notes to Consolidated Financial Statements.
Shares and earnings per share for 1994 have been restated to
reflect a 10% stock dividend declared March 4, 1995
</TABLE>
<PAGE> 4
<TABLE>
NEW MEXICO AND ARIZONA LAND COMPANY AND SUBSIDIARIES
Consolidated Balance Sheets
<CAPTION>
Unaudited
(Dollars in thousands) June 30, December 31,
1995 1994
-----------------------------------------------------------------
Assets
<S> <C> <C>
Properties, net $32,579 $35,432
Receivables, net 8,766 10,224
Cash and cash equivalents 11,493 5,111
Other 1,614 1,540
------- -------
Total assets $54,452 $52,307
======= =======
Liabilities and Shareholders' Equity
Notes payable and lines of credit $13,602 $14,546
Accounts payable and
accrued liabilities 1,257 2,165
Deferred revenue and commissions 5,466 5,494
Deferred income taxes 4,184 3,723
------- -------
Total liabilities 24,509 25,928
Minority interests 1,560 1,252
Shareholders' equity:
Common stock, no par value; 30,000,000
shares authorized; 2,739,446 shares
issued; 2,727,538 shares outstanding 10,051 7,812
Additional paid-in capital 939 929
Retained earnings 17,485 16,478
Treasury stock, at cost, 11,908 shares (92) (92)
------- -------
Total shareholders' equity 28,383 25,127
------- -------
Total liabilities and
shareholders' equity $54,452 $52,307
======= =======
See accompanying Notes to Consolidated Financial Statements.
All shares of common stock reflect a 10% stock dividend
declared March 4, 1995.
</TABLE>
<PAGE> 5
<TABLE>
NEW MEXICO AND ARIZONA LAND COMPANY AND SUBSIDIARIES
Consolidated Statements of Cash Flows (Unaudited)
<CAPTION>
Six Months ended June 30, 1995 1994
(Dollars in thousands)
---------------------------------------------------------------
CASH FLOW FROM OPERATING ACTIVITIES:
<S> <C> <C>
Net income $3,249 $989
Non-cash items included above:
Depreciation, depletion & amortization 242 269
Deferred revenue (366) (957)
Deferred income taxes 461 (44)
(Gain)loss from joint ventures (1,594) 188
Minority interests 506 316
Employee restricted stock plan 10 20
Net change in:
Receivables 1,295 (680)
Land held for sale (1,762) (362)
Other assets (112) (133)
Accounts payable & accrued liabilities (912) (232)
------ ------
Net cash flow from operating activities 1,017 (626)
CASH FLOW FROM INVESTING ACTIVITIES:
Additions to properties (192) (129)
Proceeds from sale of properties 4,565 2
Proceeds from notes receivable 501 601
Distribution to minority interest partners (197) 0
Distributions from joint ventures 1,632 3
------ ------
Net cash flow from investing activities 6,309 477
CASH FLOW FROM FINANCING ACTIVITIES:
Proceeds from debt 1,623 2,305
Payment of debt (2,567) (1,649)
Capital contribution from minority
interest partners 0 17
------ ------
Net cash flow from financing activities (944) 673
------ ------
Net increase in cash and
cash equivalents 6,382 524
Cash and cash equivalents at
beginning of period 5,111 534
------- ------
Cash and cash equivalents at
end of period $11,493 $1,058
======= ======
See accompanying Notes to Consolidated Financial Statements.
</TABLE>
<PAGE> 6
NEW MEXICO AND ARIZONA LAND COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. In the opinion of the Company, the accompanying unaudited
consolidated financial statements contain all adjustments
of a normal recurring nature necessary to present fairly
the financial position, the results of operations and cash
flows for the periods presented. The accompanying statements
do not include all disclosures considered necessary for a
fair presentation in conformity with generally accepted
accounting principles. Therefore, it is recommended that
these accompanying statements be read in conjunction with
the consolidated financial statements appearing in the
Company's 1994 annual report on Form 10-K.
2. The results of operations for the six months ended June 30,
1995 and 1994, are not necessarily indicative of the results
to be expected for the full year.
3. During the six months ended June 30, 1995 and 1994, the
Company sold land in exchange for notes receivable in the
amount of $399,000 and $601,000 respectively, of which
$338,000 was deferred in 1995. In 1994 the entire $601,000
was deferred.
4. The Company's consolidated financial statements include those
of its wholly-owned subsidiaries, NZ Properties, Inc., NZ
Development Corporation and NZU Inc., along with three joint
ventures in which the Company holds a majority ownership.
5. Certain amounts have been reclassified for comparative
purposes.
6. Earnings per share are based on 2,727,538 shares in 1995 and
1994, which represents the weighted average number of shares
outstanding and which have been restated to reflect a 10%
stock dividend declared March 4,1995.
<PAGE> 7
NEW MEXICO AND ARIZONA LAND COMPANY AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES
Cash flow from sales of land, single-family and recreational
lots, distributions from its joint ventures and other ongoing
operations, along with unused borrowing capacity, should be
adequate for continuing operations and considerable future
investments.
Financing, at the joint venture level, is being utilized to
develop single-family lots. These loans are secured by the
property involved, along with guarantees from the Company and
its partner. At June 30, 1995, there was $1,003,000 borrowed
against the $2,800,000 development loan and an additional
$3,850,000 revolving line of credit will be in place in
August, 1995.
The Company's corporate line of credit expired June 30, 1995.
A $1,000,000 revolving line, secured by two real estate
parcels, is expected to be signed withing the next month.
RESULTS OF OPERATIONS
For the six months ended June 30, 1995 net income was
$3,249,000 ($1.19 per share) compared to $989,000 ($0.36
per share) for the same period of 1994. The 1995 increased
earnings are a result of continued strong sales of single-family
lots in our Seven Bar and WillowWood subdivisions in Albuquerque
and the sale of other miscellaneous parcels. The first six
months of 1995 also include a cash distribution from a joint
venture property located in Tempe, Arizona, and the sale of a
mortgage note on a Tucson hotel. The joint venture distribution
resulted from the sale of the office building and adjoining
vacant 8-acre parcel that was the only asset of the joint
venture. NZ's investment in this joint venture had been written
off in 1991 due to the soft real estate market at that time.
With the resurgence of the real estate market, the sale of this
property was possible and NZ received cash of approximately
$1,600,000, which went directly to income. In 1990 the Company
sold a hotel located in Tucson, Arizona and took a mortgage note
as payment. In the years of 1991 and 1992, the note was
discounted due to the soft real estate market and terms of the
note. In June, 1995 the note was sold for 85.5% of its face
value and the Company recorded income of over $1,000,000. A
portion of the proceeds from the note was used to reduce
outstanding debt.
Interest income increased over 1994, due to the additional
amount of cash available for investment. Administrative costs in
1995 are also down from 1994, due primarily to a one time charge
in 1994 for the liability in the amount of $398,000 in connection
with the resignation of a Company officer. Also in 1994,
additional depletion of certain of the Company oil and gas
interests was recorded, this charge was reflected in gain (loss)
from joint ventures.
NOTE: 1994 earnings per share have been restated to reflect a
10% stock dividend declared March 4, 1995.
<PAGE>
<PAGE> 8
NEW MEXICO AND ARIZONA LAND COMPANY AND SUBSIDIARIES
PART II - OTHER INFORMATION
There were no proceedings, changes, occurrences or other
matters occurring during the three month period ended
June 30, 1995, requiring a response to Items 1 through 6.
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.
New Mexico and Arizona Land Company
s/E.M.Bedewi
E. M. Bedewi,
Sr. Vice President and Treasurer
s/William A. Pope
William A. Pope,
President and Chief Executive Officer
Date: August 2, 1995
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> JUN-30-1995
<CASH> 11,493
<SECURITIES> 0
<RECEIVABLES> 8,766
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 37,193
<DEPRECIATION> 4,614
<TOTAL-ASSETS> 54,452
<CURRENT-LIABILITIES> 0
<BONDS> 0
<COMMON> 10,051
0
0
<OTHER-SE> 18,332
<TOTAL-LIABILITY-AND-EQUITY> 54,452
<SALES> 6,357
<TOTAL-REVENUES> 10,102
<CGS> 3,901
<TOTAL-COSTS> 1,185
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 473
<INCOME-PRETAX> 5,389
<INCOME-TAX> 2,140
<INCOME-CONTINUING> 1,803
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,803
<EPS-PRIMARY> 1.19
<EPS-DILUTED> 1.19
</TABLE>