SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
--------------------------------
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OF 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934.
For Quarter Ended Commission File No.
December 31, 1995 0-2040
THE ST. LAWRENCE SEAWAY CORPORATION
(Exact Name of Registrant as Specified in its Charter)
INDIANA 35-1038443
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
818 Chamber of Commerce Building
320 N. Meridian Street
Indianapolis, Indiana 46204
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (317) 639-5292
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, 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.
Class Outstanding at December 1, 1995
Common Stock, $1.00
par value 393,735
<PAGE>
THE ST. LAWRENCE SEAWAY CORPORATION
FORM 10-Q INDEX
PART 1. FINANCIAL INFORMATION PAGE
Comparative Financial Statements
Balance Sheets - December 31, 1995
(Unaudited) and March 31, 1995................ 2
Statements of Income - Three months ended
December 31, 1995 (Unaudited) and
December 31, 1994 (Unaudited).................. 3
Statements of Income - Nine months ended
December 31, 1995 (Unaudited) and
December 31, 1994 (Unaudited).................. 4
Statements of Cash Flows - Nine months
ended December 31, 1995 and 1994
(Unaudited)..................................... 5
Notes to Financial Statements -
December 31, 1995 (Unaudited)................... 6
Management's Discussion and Analysis
of Financial Condition and Results
of Operations.................................... 7-8
PART II. OTHER INFORMATION...................... 9
SIGNATURES 10
EXHIBITS 11
1
<PAGE>
THE ST. LAWRENCE SEAWAY CORPORATION
BALANCE SHEETS
DECEMBER 31, 1995 AND MARCH 31, 1995
<TABLE>
<CAPTION>
December 31, 1995 March 31, 1995
(Unaudited)
ASSETS
<S> <C> <C>
Current Assets:
Cash and cash equivalents $ 243,616 $1,260,870
Investment in Subsidiary 1,000,000 0
Interest receivable 0 2,633
Fee receivables 0 16,650
Prepaid items 3,399 8,453
Deferred income taxes 5,893 2,014
-------- --------
Total Current Assets 1,252,908 1,290,620
Fixed assets:
Land 118,913 118,913
Property & equipment 6,208 5,292
--------- ---------
Total Assets: $ 1,378,029 $ 1,414,825
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Payroll taxes withheld & accrued 854 721
Accounts payable & other 7,560 14,930
Deferred income 0 8,208
Federal & state taxes payable 627 0
Total Liabilities 9,041 23,859
Shareholders' Equity:
Common stock, $1 par value;
4,000,000 authorized, 393,735
issued & outstanding at the
respective dates 393,735 393,735
Additional paid-in capital 281,252 281,252
Retained earnings 694,001 715,979
Total Shareholders' Equity 1,368,988 1,390,966
Total Liabilities & 1,378,029 1,414,825
Shareholders Equity
See notes to financial statements
</TABLE>
2
<PAGE>
THE ST. LAWRENCE SEAWAY CORPORATION
STATEMENTS OF INCOME FOR THE THREE MONTHS ENDED
DECEMBER 31, 1995 AND 1994
(UNAUDITED)
<TABLE>
<CAPTION>
December 31, 1995 December 31, 1994
<S> <C> <C>
Revenues:
Farm rentals 2,736 2,964
Interest & dividends 16,651 16,080
Total revenues 19,387 19,044
Operating costs & expenses:
Farm related operating costs 392 386
Depreciation 392 221
General & administrative expenses 30,142 50,911
Total operating expenses 30,926 51,518
Income (Loss) before income taxes (11,539) (32,474)
(Income Taxes)/Tax benefit 1,549 4,690
Net income (Loss) $ (9,990) (27,784)
========== =========
Per share data:
Weighted average number of
common shares outstanding 393,735 393,735
========== ========
Earnings (Loss) per common &
common equivalent shares $ (0.03) (0.07)
========== ========
See notes to financial statements
</TABLE>
3
<PAGE>
THE ST. LAWRENCE SEAWAY CORPORATION
STATEMENTS OF INCOME FOR THE NINE MONTHS ENDED
DECEMBER 31, 1995 AND 1994
(UNAUDITED)
<TABLE>
<CAPTION>
December 31, 1995 December 31, 1994
Revenues:
<S> <C> <C>
Farm rentals 8,208 8,892
Interest & dividends 50,360 39,061
Total revenues 58,568 47,953
Operating costs & expenses:
Farm related operating costs 1,243 1,243
Depreciation 1,046 221
General & administrative expenses 81,510 83,727
Total operating expenses 83,799 85,191
Income (Loss) before income taxes (25,231) (37,238)
(Income Taxes)/Tax benefit 3,252 5,181
Net income (Loss) $ (21,979) (32,057)
========== =========
Per share data:
Weighted average number of
common shares outstanding 393,735 393,735
========== ========
Earnings (Loss) per common &
common equivalent shares $ (0.06) (0.08)
========== ========
See notes to financial statements
</TABLE>
4
<PAGE>
THE ST. LAWRENCE SEAWAY CORPORATION
STATEMENT OF CASH FLOWS
NINE MONTHS ENDED DECEMBER 31, 1995 AND 1994
(UNAUDITED)
<TABLE>
<CAPTION>
December 31, December 31,
1995 1994
Cash flows from operating activities:
<S> <C> <C>
Net Income (Loss) $ (21,979) (32,057)
Adjustments to reconcile net income to net
cash from operating activities
Depreciation 1,046 221
(Increase) Decrease in current assets:
Interest receivable 2,633 1,366
Other receivables 16,650 0
Prepaid items 5,054 2,156
Deferred income tax (3,879) (5,657)
(Decrease) Increase in current liabilities
Payroll tax & other (8,076) (8,627)
Accounts payable (7,370) (10,030)
Income taxes payable 627 476
Net cash from operating activities (15,294) (52,152)
Cash flows from investing activities
Purchase of subsidiary shares (1,000,000) 0
Purchase of equipment (1,960) 0
Net cash from investing activities (1,001,960) 0
Cash flows from financing activities
Net cash from financing activities 0 0
Net increase (decrease) in cash & cash equivalents (1,017,254) (52,152)
Cash & cash equivalents, beginning 1,260,870 1,310,040
Cash & cash equivalents, ending $ 243,616 1,257,888
========== ==========
Supplemental disclosures of cash flow information:
Cash paid for income taxes 0 0
Cash paid for interest expense 0 0
See notes to financial statements
</TABLE>
5
<PAGE>
THE ST. LAWRENCE SEAWAY CORPORATION
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
DECEMBER 31, 1995
NOTE A--BASIS OF PRESENTATION
1. The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and the instructions for Form 10-Q and Article 10 of Regulation S-X.
Accordingly, they do not include all of the information and footnotes required
for generally accepted accounting principles for complete financial statements.
In the opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included.
Operating results for the three and nine month periods ending December 31, 1995,
are not necessarily indicative of the results that may be expected for the
fiscal year ending March 31, 1996. For further information, refer to the
financial statements and footnotes thereto included in the Company's annual
report on Form 10-K for the fiscal year ended March 31, 1995.
NOTE B--RECLASSIFICATION
The 1994 financial statements have been reclassified to conform to the format of
the 1995 presentation.
NOTE C--EARNINGS PER SHARE
Primary earnings per share are computed using the weighted average number of
shares of common stock and common stock equivalents outstanding under the
treasury stock method.
NOTE D--INVESTMENT IN SUBSIDIARY
On December 28, 1995, the Company organized a wholly-owned subsidiary under the
name of The St. Lawrence Fund (the "Subsidiary") as a Massachusetts business
trust. The Company purchased 100,000 shares of beneficial interest in the
Subsidiary at $10.00 per share.
6
<PAGE>
THE ST. LAWRENCE SEAWAY CORPORATION
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Results of Operations - Three Months ended December 31, 1995 compared to Three
Months ended December 31, 1994.
Interest and dividend income increased to $16,651 in the three months
ended December 31, 1995 from $16,080 in the three months ended December 31,
1994. This increase is a result of increasing rates of interest earned on
available cash deposits during the three months ended December 31, 1995, as
compared to the three months ended December 31, 1994.
Farm rental revenues decreased slightly to $2,736 in the three months
ended December 31, 1995 from $2,964 in the three months ended December 31, 1994
due to a $5/acre rent concession in the Schleman Farm Lease given in
consideration of the uncertainty of crop yields due to abnormally inclement
weather. Farm related operating costs and expenses were comparable in the three
months ended December 31, 1995 and December 31, 1994.
General and administrative expenses decreased significantly to $30,142
in the three months ended December 31, 1995 from $50,911 in the three months
ended December 31, 1994, due to a change in the date of the annual meeting of
stockholders of the Company causing expenses of such meeting to be realized in
an earlier quarter.
As a result of these items, the Company incurred a loss before
provision for income taxes of $11,539 in the three months ended December 31,
1995 as compared to a loss before provision for income taxes of $32,474 in the
comparable period a year ago.
Results of Operations - Nine months ended December 31, 1995, compared to nine
months ended December 31, 1994.
Interest and dividend income increased to $50,360 in the nine month
period ended December 31, 1995 from $39,061 in the same period ended December
31, 1994. This increase is a result of increasing rates of interest earned on
available cash deposits during the nine months ended December 31, 1995 as
compared to the nine months ended December 31, 1994.
Farm rental revenues decreased to $8,208 in the nine months ended
December 31, 1995 from $8,892 in the nine months ended December 31, 1994 due to
the rent concession described above. Farm related costs and expenses were the
same in the current nine month period ended December 31, 1995 and the nine month
period ended December 31, 1994.
7
<PAGE>
General and administrative expenses decreased slightly in the nine
months ended December 31, 1995 to $81,510 as compared to $83,727 in the nine
months ended December 31, 1994.
As a result of these items the Company incurred a loss before provision
for income taxes of $25,231 in the nine months ended December 31, 1995 as
compared to a gain before provision for income taxes of $37,238 in the
comparable period a year ago.
Federal and state income tax benefits of $3,252 were applicable in the
nine months ended December 31, 1995 as compared to federal and state income tax
benefits of $5,181 that were applicable in the nine months ended December 31,
1994.
Liquidity and Capital Resources
At December 31, 1995, St. Lawrence had net working capital of
$1,243,867 the major portion of which was invested in the Subsidiary. St.
Lawrence has sufficient capital resources to continue its current business
activities.
The Company is currently exploring the possibility of utilizing the
Subsidiary to invest in securities or to continue its search for varied
acquisition opportunities and may require the use of its assets for a purchase
or partial payment for an acquisition or other opportunity. In addition, it may
become necessary for the Company to incur debt of an undetermined amount to
effect a purchase or merger. The Company may also issue shares of its Common
Stock to effect an acquisition or merger.
St. Lawrence does not have a formal arrangement with any bank or
financial institution with respect to the availability of financing in the
future.
8
<PAGE>
PART II. Other Information
Item 1 - Legal Proceeding - Not Applicable
Item 2 - Changes in Securities - Not Applicable
Item 3 - Defaults upon Senior Securities - Not Applicable
Item 4 - Submission of Matters to a Vote of Security Holders -
Not Applicable
Item 5 - Other Information - Not Applicable
Item 6 - Exhibits and Reports on Form 8-K -
Item 6(a) Exhibits -
(27) Financial Data Schedule
Item 6(b) Reports on Form 8-K -
No reports on Form 8-K were required to be filed for th
quarter for which this report is filed.
9
<PAGE>
SIGNATURE
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 ST. LAWRENCE SEAWAY CORPORATION
Registrant
Date: 2/13/96 /s/ Daniel L. Nir
Daniel L. Nir
President and Treasurer
Date: 2/13/96 /s/ Jack C. Brown
Jack C. Brown
Secretary
10
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FINANCIAL
STATEMENTS FOR THE PERIOD ENDED DECEMBER 31, 1995, AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> MAR-31-1996
<PERIOD-START> APR-01-1995
<PERIOD-END> DEC-31-1995
<CASH> 243,616
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,252,908
<PP&E> 125,121<F1>
<DEPRECIATION> 0
<TOTAL-ASSETS> 1,378,029
<CURRENT-LIABILITIES> 9,041
<BONDS> 0
0
0
<COMMON> 674,987
<OTHER-SE> 694,001
<TOTAL-LIABILITY-AND-EQUITY> 1,378,029
<SALES> 0
<TOTAL-REVENUES> 58,568
<CGS> 0
<TOTAL-COSTS> 83,799
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (25,231)
<INCOME-TAX> 3,252
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (21,979)
<EPS-PRIMARY> (0.06)
<EPS-DILUTED> (0.06)
<FN>
<F1> Property, plant and equipment is reported net of accumulated depreciation
of $8,773.00.
</FN>
</TABLE>
