<PAGE>
SECURITIES AND EXCHANGE COMMISSION
450 Fifth Street, N.W.
Washington, D.C. 20549-1004
FORM 10-K - Amended
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Year Ended December 31, 1995 Commission File Number
Registration Number 0-7205
HOLIDAY-GULF HOMES, INC.
(Exact name of registrant as specified in its charter)
Minnesota 41-0916277
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
4804 Mile Stretch Drive, Holiday, Florida 34690
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code (813) 937-3293
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
The number of shares outstanding of the issuer's classes of common stock as of
December 31, 1995.
Class Outstanding at December 31, 1995
Common Stock, $.01 par value 1,903,853 shares
The aggregate market value of the voting stock held by non-affiliates of the
registrants as of December 31, 1995: $ .103 per share for 1,903,853 shares
totaling $195,973.
<PAGE>
PART I
ITEM 1. BUSINESS
(a) General Business
The revenues for the 1995 and 1994 years were derived from the
water and garbage operations of two subsidiaries. Presently the
management of Holiday-Gulf Homes, Inc. believes these subsidiaries will
continue to provide a majority of the revenue. In years prior to 1985
the company was primarily engaged in the development and sales of mid-
priced condominiums and single family housing.
(b) Narrative Description of Business
The Company has two utility company subsidiaries and a land
development subsidiary. The utility subsidiaries represent the
operating source of revenue. These companies bill customers on a
monthly basis for water and garbage charges. The utility companies are
operated by an outside contractor. The rates charged by the utility
companies are set by the Florida Public Service Commission.
Patents, etc.
There are no patents, licenses, franchises or concessions held by
the Company which it deems important and material for an understanding
of its business.
Research and Development
No money was spent by the Company during the years ended December
31, 1995, 1994, and 1993 on research activities.
Federal, State, and Local Regulations
The utility subsidiaries are subject to the Florida Public Service
Commission regulations. There are no material estimated capital
expenditures for the current or succeeding years. All reports required
by the Florida Public Service Commission have been filed.
Personnel
The Company as of December 31, 1995, employed one person full
time. The Company's employee is not represented by a union.
Seasonal Factors
The Company's operations as a whole are not significantly affected
by seasonal factors.
Competitive Conditions
The Utility Subsidiaries are regulated by a public authority,
therefore there are no competitive conditions.
<PAGE>
ITEM 2. PROPERTIES
The Company's activities are presently conducted primarily in Pasco
County, Florida. All of the Company's facilities are well maintained and
believed to be in good condition.
The following is a description of the location and general character of
property owned by the Company and its subsidiaries.
(a) The land development subsidiary owns a warehouse and office
complex located in New Port Richey, Florida for which they receive
rent on a monthly basis. The annual rents totaled $34,990 for
1995 and $33,714 for 1994.
(b) The Company owns five well lots where Crestridge Utility
Corporation is located. These lots house the pumping station and
wells.
(c) The Company owns two well lots where Holiday Gardens
Utilities, Inc. is located. These lots house the pumping station
and wells.
ITEM 3. LEGAL PROCEEDINGS
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
(a) Annual meeting of stockholders was held June 24, 1995 for the
December 31, 1994 year.
(b) Elected directors and executive officers for the upcoming 1996
year were:
Linda Emerick - Director and President
Thomas L. Burkett - Director and Vice President
Ronnie L. Mohr - Director and Secretary
Eileen M. Falla - Treasurer
(c) Other matters voted upon and the number of affirmative votes and
negative votes cast with respect to each such matter.
None.
<PAGE>
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON STOCK AND RELATED SHAREHOLDER MATTERS
Holiday-Gulf Homes, Inc.'s Common stock is traded on the over the
counter market. Generally, excluding limited or sporadic quotations, there
is no market for such stock. The number of record holders of Holiday-Gulf
Homes, Inc. Common Stock at December 31, 1995 was 475.
The Company distributed dividends of $95,193 in April, 1995, $95,192 in
April, 1993, $95,192 in October, 1990, $95,192 in December, 1989 and $95,192
in March, 1988. For the ten years prior to the 1988 dividend the Company had
not made any distributions.
ITEM 6. SELECTED FINANCIAL DATA
YEARS ENDED DECEMBER 31,
1995 1994 1993
Utility Revenues $ 270,772 $ 265,500 $ 261,554
Net Income $ 54,661 $ 51,308 $ 48,702
Net Income Per Common Share $ .029 $ .027 $ .026
Total Assets $ 214,183 $ 256,155 $ 199,947
Long-Term Debt $ -0- $ -0- $ -0-
Cash Dividends Declared Per Share $ .05 $ -0- $ .05
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
(a) Liquidity and Capital Resources
The Company maintains 55% of its assets in cash and other
current assets. At present there are no plans for expansion and
no material repairs are anticipated for the utility companies.
The Company has been maintaining the water lines and meters on a
regular basis.
(b) Results of Operations
The majority of the revenues are generated by the utility
companies. These completed a rate increase audit with the Public
Service Commission in 1992. The new rates became effective in
1993.
The rates increased again in 1995 due to indexing.
<PAGE>
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (CONTINUED)
Utility operating revenues increased 2% in 1995 to $270,772, up $5,272
over 1994 and increased 3.5% in 1995, up $9,218 over 1993. The increase in
revenues is due primarily to rate increases in water revenues.
The gross profit percentages for the years 1995, 1994 and 1993 of 50.2,
49.2 and 48.1%, respectively, were maintained due to the stability in the
number of customers.
General and administrative expenses have decreased as a percentage of
utility revenues compared to 1994 and 1993 as a result of management
controlling expenditures. General and administrative expenses as a percentage
of utility revenues were approximately 28.8% in 1995 as compared to 28.9% and
29.4% for 1994 and 1993.
Income from other operations increased 3.8% in 1995 to $38,004, up
$1,392 over 1994 and increased 9.1% in 1995, up $3,159 over 1993. The
increase in revenues is due primarily to increases in rental income.
General and administrative expenses from other operations have decreased
as a percentage of income from other operations compared to 1994 as a result
of a stable market and increased as a percentage of income from other
operations compared to 1993 as a result of increased expenditures for the
office complex warehouse for lawn, electric, repairs and maintenance. General
and administrative expenses from other operations as a percentage of income
from other operations were approximately 80.1% in 1995 as compared to 80.4%
and 76.6% for 1994 and 1993.
Net income increased 6.5% in 1995 to $54,661, up $3,353 over 1994 and
increased 12.2% in 1995, up $5,959 over 1993. The improvements to net income
are the result of stable margins on improved water revenues and rental income.
<PAGE>
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The following financial statements of Holiday-Gulf Homes, Inc., included
in the annual report to shareholders are incorporated herein by reference:
Consolidated Balance Sheets - December 31, 1995 and 1994
Consolidated Statements of Operations - Years ended December 31,
1995, 1994, and 1993
Consolidated Statements of Shareholders' Equity - Years ended
December 31, 1995, 1994, and 1993
Consolidated Statements of Cash Flows - Years ended December 31,
1995, 1994, and 1993
Notes to Consolidated Financial Statements - December 31, 1995
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
None.
<PAGE>
PART III
ITEM 10. DIRECTORS AND OFFICERS OF THE REGISTRANT
NAME AGE BUSINESS EXPERIENCE AND OTHER DIRECTORSHIPS
Linda Emerick 50 Director and President of Holiday-Gulf
Homes, Inc. since June 23, 1987. Mrs.
Emerick was the Secretary-Treasurer of
Hillrow, Inc. July, 1966 through June,
1989. She is currently operating a
bookkeeping and management service.
Thomas L. Burkett 58 Director and Vice President of Holiday-Gulf
Homes, Inc. since June 23, 1987. Mr.
Burkett is the District Sales Manager of
the Gehl Company which manufactures
Agricultural Equipment. Mr. Burkett has
been their employee for the past 29 years.
Ronnie L. Mohr 47 Director and Secretary of Holiday-Gulf
Homes, Inc. since December 30, 1992. He
replaced Mr. West. He has been engaged in
farming for 31 years. He has been a
Director and Board Chairman of R & S Mohr
Family Farms, Inc. since 1981; he is
Director of Ag - One Coop, Inc. and Central
Indiana Power.
Eileen M. Falla 49 Treasurer of Holiday-Gulf Homes, Inc. since
June 23, 1987. Mrs. Falla has been
employed by Holiday-Gulf Homes, Inc. since
October, 1983.
<PAGE>
ITEM 11. EXECUTIVE COMPENSATION
No executive officer of the Company received cash compensation in excess
of $60,000.
The Company has no annuity, pension or retirement plans. There are no
life, health, hospitalization or medical reimbursement plans other than group
plans which are available generally to all salaried employees.
There are no remuneration payments proposed to the officers or directors
to be made in the future directly or indirectly by the Company or any of its
subsidiaries pursuant to any existing plan or agreement.
Each director is reimbursed for travel and other expenses related to
attendance at directors' meetings. The directors receive a fee ranging from
$3,600 to $20,000 per year.
There were no stock appreciation rights or options to purchase
securities from the Company granted to, exercised by, or realized by an
officer or director of the Company during the fiscal years ended December 31,
1995 and 1994.
There were no loans from directors as of December 31, 1995 and 1994.
<PAGE>
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The following table sets forth information, as of December 31, 1995,
with respect to the ownership of Common Stock by all shareholders known by the
Company to be the beneficial owners of more than 5% of its outstanding Common
Stock, all directors, and all directors and officers of the Company as a
group. The percentages stated are based upon 1,903,853 issued shares of
Common Stock.
AMOUNT OF BENEFICIAL
OWNERSHIP PERCENTAGE
NAME AND ADDRESS (NUMBER OF SHARES) OF TOTAL SHARES
Annita Jane Duckworth 260,000 13.66%
3242 W Old Franklin Rd
Shelbyville, Indiana
Fred W. Garver 154,000 8.09%
3831 N London Rd
Fairland, Indiana
Linda & Wray Emerick 40,150 2.11%
8318 W 600 South
Edinburgh, Indiana
(Linda - Director & Officer)
Donald R. Pence 220,500 11.58%
6598 W 1150 S
Edinburgh, Indiana
E.J. Terpstra 110,000 5.78%
4681 N State Rd 9
Shelbyville, Indiana
Ronnie & Sarah Mohr 202,000 10.61%
5200 E 600 N
Greenfield, Indiana
(Ronnie - Director & Officer)
Thomas L. Burkett 50,000 2.63%
1513 N Fort Wayne Rd
Rushville, Indiana
(Director & Officer)
All Directors and Officers as a group (3) 292,150 15.35%
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
None.
<PAGE>
PART IV
ITEM 14(a). EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 10-K
1. Financial Statements
Among responses to this ITEM 14(a) are the following financial
statements which are incorporated herein by reference in ITEM 8 above:
( i) Consolidated Balance Sheets - December 31, 1995 and
1994.
( ii) Consolidated Statements of Operations - Years ended
December 31, 1995, 1994, and 1993.
(iii) Consolidated Statements of Shareholders' Equity -
Years ended December 31, 1995, 1994, and 1993.
( iv) Consolidated Statements of Cash Flows - Years ended
December 31, 1995, 1994, and 1993.
( v) Notes to Consolidated Financial Statements -December
31, 1995.
2. Supplementary Data and Financial Statement Schedules
( i) Schedule I - Holiday-Gulf Builders, Inc., Detail
Statement of Non-Utility Operations as of and for the years
ended December 31, 1995 and 1994.
3. Exhibits required by Item 601 of Regulation S-K.
( 22) Subsidiaries of the Company.
PERCENTAGE OF SECURITIES
JURISDICTION OF DIRECTLY OR INDIRECTLY
NAME INCORPORATION OWNED BY THE COMPANY
Holiday-Gulf Builders, Inc. Florida 100%
Crestridge Utility Corporation Florida 100%
Holiday Gardens Utilities, Inc. Florida 100%
ITEM 14(b). REPORTS ON FORM 8-K
No reports on Form 8-K have been filed during the last quarter of the
period covered by this report.
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
HOLIDAY-GULF HOMES, INC.
(Registrant)
By: (Signature and Title)
Date: November 12, 1996
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
(Signature and Title)
Linda Emerick, President and Director
Date:
(Signature and Title)
Thomas L. Burkett, Vice President and Director
Date:
(Signature and Title)
Ronnie L. Mohr, Secretary and Director
Date:
(Signature and Title)
Eileen M. Falla, Treasurer
Date:
<PAGE>
<AUDIT-REPORT>
INDEPENDENT AUDITORS' REPORT
To the Shareholders and Board of Directors
Holiday-Gulf Homes, Inc. and Subsidiaries
Holiday, Florida
We have audited the accompanying consolidated balance sheets of HOLIDAY-
GULF HOMES, INC. (a Minnesota corporation) AND SUBSIDIARIES as of December 31,
1995 and 1994, and the related consolidated statements of income,
shareholders' equity, and cash flows for the years ended December 31, 1995,
1994 and 1993. These consolidated financial statements are the responsibility
of the Company's management. Our responsibility is to express an opinion on
these consolidated financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the consolidated financial
statements are free of material misstatement. An audit includes examining,
on a test basis, evidence supporting the amounts and disclosures in the
consolidated financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above
present fairly, in all material respects, the consolidated financial position
of Holiday-Gulf Homes, Inc. and Subsidiaries, as of December 31, 1995 and
1994, and the consolidated results of their operations and their cash flows
for the years ended December 31, 1995, 1994 and 1993 in conformity with
generally accepted accounting principles.
Our audit was made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information on page
23 is presented for the purposes of additional analysis and is not a required
part of the basic financial statements. Such information has been subjected
to the auditing procedures applied in the audit of the basic financial
statements and, in our opinion, is fairly stated in all material respects in
relation to the basic financial statements taken as a whole.
ARNOLD AND CO., P.A.
January 15, 1996
</AUDIT-REPORT>
<TABLE>
HOLIDAY-GULF HOMES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 1995 AND 1994
<CAPTION>
ASSETS
1995 1994
<S>
WATER, PLANT AND EQUIPMENT
<C> <C>
Water Plant & Equipment, at Original Costs $ 290,742 $ 282,922
Less: Accumulated Depreciation (219,278) (211,667)
------------ ------------
Net Water Plant & Equipment $ 71,464 $ 71,255
------------ ------------
OTHER PROPERTY AND INVESTMENTS
Non-Utility Property less Accumulated
Depreciation of $42,395 in 1995 and
$39,292 in 1994 $ 23,916 $ 23,939
------------ ------------
Net Other Property & Investments $ 23,916 $ 23,939
------------ ------------
CURRENT ASSETS
Cash and Certificates of Deposits $ 110,669 $ 149,037
Accounts Receivable 2,778 2,527
Prepaids 2,801 3,355
Other Receivables 520 2,992
------------ ------------
Total Current Assets $ 116,768 $ 157,911
------------ ------------
OTHER ASSETS
Deposits $ 2,035 $ 3,050
------------ ------------
Total Other Assets $ 2,035 $ 3,050
------------ ------------
TOTAL ASSETS $ 214,183 $ 256,155
============ ============
<FN>
See accompanying notes and independent auditors' report.
</FN>
</TABLE>
<TABLE>
HOLIDAY-GULF HOMES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 1995 AND 1994
<CAPTION>
SHAREHOLDERS' EQUITY AND LIABILITIES
1995 1994
<S> <C> <C>
SHAREHOLDERS' EQUITY
Capital Stock, 5,000,000 shares authorized
and 1,903,853 shares issued and
outstanding in 1995 and 1994 $ 19,039 $ 19,039
Paid-In-Capital 225,774 266,306
Retained Earnings (of which $7,882 as of
December 31, 1995 was appropriated for
unclaimed 1993, 1990, 1989 and 1988 dividends,
as of December 31, 1994 $8,007 was appropriated
for unclaimed 1993, 1990, 1989 and 1988 dividends) (50,124) (49,999)
------------ ------------
Total Capital Stock and Retained Earnings $ 194,689 $ 235,346
------------ ------------
CIAC, less accumulated amortization of
$41 in 1995 and $-0- in 1994 $ 1,284 $ -0-
------------ ------------
Total Capitalization $ 195,973 $ 235,346
------------ ------------
CURRENT LIABILITIES
Accounts Payable $ 15,994 $ 18,854
Accrued Liabilities 1,250 1,250
Deferred Income 966 705
------------ ------------
Total Current Liabilities $ 18,210 $ 20,809
------------ ------------
TOTAL CAPITAL AND LIABILITIES $ 214,183 $ 256,155
============ ============
<FN>
See accompanying notes and independent auditors' report.
</FN>
</TABLE>
<TABLE>
HOLIDAY-GULF HOMES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED DECEMBER 31, 1995, 1994, AND 1993
<CAPTION>
1995 1994 1993
<S> <C> <C> <C>
OPERATING REVENUES
Water $ 126,801 $ 121,302 $ 117,461
Garbage 107,164 107,450 107,450
Streetlights 34,797 34,918 34,918
Transfer & Reconnect Fees 2,010 1,830 1,725
----------- ---------- ----------
Total Operating Revenues $ 270,772 $ 265,500 $ 261,554
----------- ---------- ----------
COST OF SALES
Garbage $ 82,092 $ 82,092 $ 82,092
Electric 5,275 5,298 5,490
Streetlights 14,345 14,314 14,292
Other Costs 33,235 33,224 33,828
----------- ---------- ----------
Total Cost of Sales $ 134,947 $ 134,928 $ 135,702
----------- ---------- ----------
Gross Profit $ 135,825 $ 130,572 $ 125,852
OPERATING EXPENSES
Depreciation & Amortization $ 7,616 $ 6,768 $ 5,711
General & Administration 78,052 76,870 76,971
----------- ---------- ----------
Total Operating Expenses $ 85,668 $ 83,638 $ 82,682
----------- ---------- ----------
Operating Income $ 50,157 $ 46,934 $ 43,170
OTHER INCOME
Rental and late fees $ 34,990 $ 33,714 $ 32,754
Interest 3,014 2,898 2,091
----------- ---------- ----------
Total Other Income $ 38,004 $ 36,612 $ 34,845
----------- ---------- ----------
<FN>
See accompanying notes and independent auditors' report.
</FN>
HOLIDAY-GULF HOMES, INC. AND SUBSIDIARIES
CONSOLIATED STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED DECEMBER 31, 1995, 1994, AND 1993
1995 1994 1993
OTHER OPERATING EXPENSES
General and Administrative $ 30,445 $ 29,430 $ 26,700
Depreciation 3,055 2,808 2,613
----------- ---------- ----------
Total Other Operating Expenses $ 33,500 $ 32,238 $ 29,313
----------- ---------- ----------
Other Net Income, on Non-Utility $ 4,504 $ 4,374 $ 5,532
----------- ---------- ----------
Net Income Before Income Taxes
and Extraordinary Items $ 54,661 $ 51,308 $ 48,702
PROVISION FOR INCOME TAXES
Current $ 11,422 $ 10,243 $ 9,349
----------- ---------- ----------
Total Provision for Income Taxes $ 11,422 $ 10,243 $ 9,349
----------- ---------- ----------
Net Income before Extraordinary
Items $ 43,239 $ 41,065 $ 39,353
Extraordinary Items from
Utilization of Operating
Loss Carryforward $ 11,422 $ 10,243 $ 9,349
----------- ---------- ----------
NET INCOME $ 54,661 $ 51,308 $ 48,702
=========== ========== ==========
EARNINGS PER SHARE
Net Income before Extraordinary
Items $ .023 $ .022 $ .021
Extraordinary Items-Utilization
of Operating Loss Carryforward $ .006 $ .005 $ .005
----------- ---------- ----------
NET EARNINGS PER SHARE $ .029 $ .027 $ .026
=========== ========== ==========
<FN>
See accompanying notes and independent auditors' report.
</FN>
</TABLE>
<TABLE>
HOLIDAY-GULF HOMES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
FOR THE YEARS ENDED DECEMBER 31, 1995, 1994, AND 1993
<CAPTION>
APPROPRIATED UNAPPROPRIATED TOTAL
COMMON STOCK CAPITAL RETAINED RETAINED SHAREHOLDERS'
SHARES AMOUNT SURPLUS EARNINGS EARNINGS EQUITY
<S> <C> <C> <C> <C> <C> <C>
December 31, 1993 1,903,853 $ 19,039 $ 266,306 $ 6,466 $ (109,314) $ 182,497
--------- --------- --------- ---------- ---------- ---------
Return of Unclaimed
1993 Dividends - - - 2,335 - 2,335
Payment of 1988,
1989, 1990 and
1993 Dividends - - - (794) - (794)
Net Income - - - - 51,308 51,308
--------- --------- --------- ---------- ---------- ---------
December 31, 1994 1,903,853 $ 19,039 $ 266,306 $ 8,007 $ (58,006) $ 235,346
--------- --------- --------- ---------- ---------- ---------
Payment of 1995
Dividends - - (40,532) - (54,661) (95,193)
Payment of Unclaimed
Prior Dividends - - - (125) - (125)
Net Income - - - - 54,661 54,661
--------- --------- --------- ---------- ---------- ---------
December 31, 1995 1,903,853 $ 19,039 $ 225,774 $ 7,882 $ (58,006) $ 194,689
========= ========= ========= ========== ========== =========
<FN>
See accompanying notes and independent auditors' report.
</FN>
</TABLE>
<TABLE>
HOLIDAY-GULF HOMES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 1995, 1994, AND 1993
<CAPTION>
1995 1994 1993
<S> <C> <C> <C>
Cash flows from operating activities
Net Income $ 54,661 $ 51,308 $ 48,702
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and Amortization 10,673 9,576 8,324
Change in assets and liabilities
(Increase) decrease in
Receivables 2,221 (3,399) 1,114
Other Assets 1,015 (1,015) 2,812
Prepaid Assets 554 (184) 432
Increase (decrease) in
Accounts Payable (2,860) 3,234 976
Accrued Expenses & Deferred Income 261 125 (164)
---------- ---------- ----------
Net cash provided by operating activities $ 66,525 $ 59,645 $ 62,196
---------- ---------- ----------
Cash flows from investing activities
Improvements to Utility Company Equipment $ (7,820) $ (7,136) $ (4,363)
Office Complex Improvements (3,080) (3,905) -0-
CIAC 1,325 -0- -0-
---------- ---------- ----------
Net cash used in investing activities $ (9,575) $ (11,041) $ (4,363)
---------- ---------- ----------
Cash flows from financing activities
Payment of Dividends $ (95,318) $ (794) $ (95,192)
Return of Unpaid Dividends -0- 2,335 -0-
---------- ---------- ----------
Net cash provided by (used in) financing
activities $ (95,318) $ 1,541 $ (95,192)
---------- ---------- ----------
Net increase (decrease) in cash $ (38,368) $ 50,145 $ (37,359)
Cash at beginning of year $ 149,037 $ 98,892 $ 136,251
---------- ---------- ----------
Cash at end of year $ 110,669 $ 149,037 $ 98,892
========== ========== ==========
Supplementary Disclosures of Cash Flow
Information
Interest Paid $ -0- $ -0- $ -0-
Income Tax Paid $ -0- $ -0- $ -0-
<FN>
See accompanying notes and independent auditors' report.
</FN>
</TABLE>
<PAGE>
HOLIDAY-GULF HOMES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(1) - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
Principles of Consolidation--
The accompanying consolidated financial statements include the accounts
of the Company and its wholly owned subsidiaries. All significant
intercompany balances and transactions have been eliminated in consolidation.
Recognition of Income from Utility Operations--
The majority of the Company's revenues are generated by two Utility
Companies. These Companies recognize revenues on a monthly basis. The use is
based on actual meter readings by an outside independent contractor. The
independent contractor also provides services for other utility companys in
the area. The independent contractors fees are based on a set amount per
customer plus any additional repairs.
Depreciation--
Depreciation included in the accompanying financial statements has been
provided by the straight-line method at rates calculated to amortize the cost
of the assets over their estimated useful lives as follows:
YEARS
Utility Plant and Equipment 5 - 40
Building and Improvements 5 - 30
Maintenance and repairs of property and equipment are charged to expense
as incurred, whereas renewals and betterments are capitalized. When
properties are replaced, retired, or otherwise disposed of, the cost and
related accumulated depreciation are removed from the accounts. Any gain or
loss, is credited or charged to operations in the year of disposal.
Amortization--
The Contribution in Aide of Construction (CIAC) costs are being
amortized over a period of sixteen years using the straight-line method.
CIAC represents $1,325 received in 1995 from a utility customer to help
pay for the cost of the new asset.
Cash--
For the purpose of the statement of cash flows, cash includes cash on
hand, cash in checking and money market accounts, and Certificates of Deposit.
<PAGE>
HOLIDAY-GULF HOMES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Income Taxes--
The Company and its subsidiaries file consolidated Federal and State
Income Tax Returns.
Effective January 1, 1993, the Company adopted Statement of Financial
Accounting Standards No. 109 "Accounting for Income Taxes" (FAS 109). Under
the provisions of FAS 109, an entity recognizes deferred tax assets and
liabilities for future tax consequences of events that have been previously
recognized in the Company's financial statements or tax returns. The
measurement of deferred tax assets and liabilities is based on provisions of
the enacted tax law; the effect of the future changes in tax laws or rates are
not considered.
Earnings Per Share--
Earnings per share of Common Stock is computed based upon weighted
average number of shares outstanding for the year (1,903,853 shares in 1995
and 1994).
(2) - LONG-TERM DEBT:
There was no debt at the end of 1995 or 1994.
(3) - STOCK OPTION PLAN:
The Company has adopted a qualified stock option plan whereby options
may be granted to key employees to purchase a maximum 50,000 shares of the
Company's common stock at not less than 10% of the fair market value of the
shares at date of grant. The options are exercisable in installments of not
more than 20% of the shares covered thereby during any one-year period,
subject to the right of cumulation. The options expire five years from the
date of grant. No options have been granted under this plan.
(4) - PROPERTY AND EQUIPMENT:
The property and equipment accounts consisted of the following at
December 31, 1995 and December 31, 1994:
1995 1994
Land and Buildings $ 66,311 $ 63,231
Water, Plant and Equipment 290,742 282,922
------------ ------------
Total Property and Equipment $ 357,053 $ 346,153
Less: Accumulated Depreciation (261,673) (250,959)
------------ -------------
Net Property and Equipment $ 95,380 $ 95,194
============ =============
<PAGE>
HOLIDAY-GULF HOMES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(5) - RELATED PARTY TRANSACTIONS:
There were no related party transactions during the 1995 and 1994 years.
(6) - LEASE:
The Company is leasing office space in Knollwood Plaza under a three-
year lease expiring in November, 1996. The lease is $450 per month.
The following is a schedule of future minimum lease payments:
December 31, 1996 $ 4,950
December 31, 1997 -0-
--------
Total $ 4,950
========
(7) - INCOME TAXES:
Pretax income from continuing operations for the years ended December
31, was as follows:
1995 1994 1993
$ 54,661 $ 51,308 $ 48,702
Significant components of the provision for income taxes attributable
to continuing operations are as follows:
1995 1994 1993
Current:
Federal $ 8,557 $ 7,589 $ 6,945
State 2,865 2,654 2,404
------------ ------------ ------------
Total Current 11,422 10,243 9,349
Deferred:
Federal - - -
State - - -
------------ ------------ ------------
Total Provision $ 11,422 $ 10,243 $ 9,349
============ ============ ============
<PAGE>
HOLIDAY-GULF HOMES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(7) - INCOME TAXES: (CONTINUED)
There are no deferred tax assets and liabilities as of December 31, 1995,
1994 and 1993, due to management not expecting to realize any reduction of
taxes when the operating losses originated in 1983 and 1984.
The reconciliation of income tax computed at the U.S. federal statutory
tax rates (34%) to income tax expense is:
1995 1994 1993
AMOUNT PERCENT AMOUNT PERCENT AMOUNT PERCENT
Tax at U.S.
Statutory rates $ 18,585 34.00 $ 17,445 34.00 $ 16,559 34.00
Surtax exemption (9,881) (18.07) (9,613) (18.73) (9,206) (18.90)
State income tax-
net of federal
tax benefits 1,891 3.46 1,752 3.41 1,586 3.26
Non-deductible
expenses 827 1.51 659 1.28 410 .84
-------- ----- -------- ----- -------- -----
$ 11,422 20.90 $ 10,243 19.96 $ 9,349 19.20
======== ===== ======== ===== ======== =====
Operating Loss Carryforwards--
The Company has loss carryforwards totaling $361,291 that may be offset
against future taxable income. If not used, the carryforward will expire as
follows:
Year Year
Originated Expired
1983 1998 $ 161,982
1984 1999 171,592
1991 2006 27,717
---------
$ 361,291
=========
<TABLE>
SUPPLEMENTAL SCHEDULE I
HOLIDAY-GULF BUILDERS, INC.
DETAIL STATEMENT OF NON-UTILITY OPERATIONS
FOR THE YEARS ENDED DECEMBER 31, 1995 AND 1994
<CAPTION>
1995 1994
<S> <C> <C>
INCOME
Rental - Cooley $ 3,120 $ 3,120
Rental - State of Florida 30,270 29,101
Rental - Parker -0- 650
Rental - Snitker 1,560 780
Interest Income 3,014 2,898
Late Fees 40 63
------------- ------------
Total Income $ 38,004 $ 36,612
------------- ------------
EXPENSES
Salary $ 1,872 $ 1,871
Payroll Taxes 150 150
Group Insurance 295 295
General Insurance 62 113
Office Rent 572 572
Office Utilities 55 49
Telephone 193 172
Travel and Entertainment 804 647
Taxes - Tangible 11 10
Auto 120 154
Office Expense 183 244
Accounting Fees 2,009 2,034
Legal and Consulting Fees 15 108
Bank Service Charges 375 186
Directors Fees 9,067 8,400
Postage and Freight 100 88
Stock Fees 754 624
Licenses & Fees 217 112
Office Complex/Warehouse - Paper Supplies 298 210
Office Complex/Warehouse - Repairs and Maintenance 1,337 2,376
Office Complex/Warehouse - Depreciation 3,050 2,808
Office Complex/Warehouse - Real Estate Taxes 2,646 2,625
Office Complex/Warehouse - Lawn Services 2,878 2,350
Office Complex/Warehouse - Water and Sewer 401 469
Office Complex/Warehouse - Electric 4,394 3,641
Office Complex/Warehouse - Insurance 1,512 1,810
Warehouse - Other 125 120
Depreciation - Other 5 -0-
------------- ------------
Total Expenses $ 33,500 $ 32,238
------------- ------------
NET INCOME $ 4,504 $ 4,374
============= ============
<FN>
See accompanying notes and independent auditors' report.
</FN>
</TABLE>
