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, 2000 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) (321) 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, 2000. PART I. FINANCIAL INFORMATION Item 1. Financial Statements THE GOLDFIELD CORPORATION And Subsidiaries CONSOLIDATED BALANCE SHEETS (Unaudited) September 30, December 31, 2000 1999 ASSETS Current assets Cash and cash equivalents $ 3,532,817 $ 5,719,163 Accounts receivable and accrued billings 1,854,336 2,315,682 Current portion of notes receivable 51,853 42,383 Inventories 334,565 351,458 Costs and estimated earnings in excess of billings on uncompleted contracts 2,067,984 139,051 Income taxes recoverable (Note 3) 20,993 -- Prepaid expenses and other current assets 524,946 535,845 Total current assets 8,387,494 9,103,582 Property, buildings and equipment, net 6,388,954 4,626,695 Notes receivable, less current portion 401,573 251,563 Deferred charges and other assets Deferred income taxes (Note 3) 1,872,000 1,150,000 Land and land development costs 366,275 -- Land held for sale 258,567 385,296 Cash surrender value of life insurance 280,789 779,100 Other assets 171,245 -- Total deferred charges and other assets 2,948,876 2,314,396 Total assets $18,126,897 $16,296,236 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Accounts payable and accrued liabilities $ 1,843,242 $ 1,453,707 Billings in excess of costs and estimated earnings on uncompleted contracts 90,108 59,974 Current portion of deferred gain on installment sales 15,521 10,905 Income taxes payable (Note 3) 41,362 71,639 Total current liabilities 1,990,233 1,596,225 Deferred gain on installment sales, less current portion 132,108 47,303 Total liabilities 2,122,341 1,643,528 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 (5,373,202) (6,725,050) Total 16,023,276 14,671,428 Less common stock in treasury, 17,358 shares, at cost 18,720 18,720 Total stockholders' equity 16,004,556 14,652,708 Total liabilities and stockholders' equity $18,126,897 $16,296,236 See accompanying notes to consolidated financial statements THE GOLDFIELD CORPORATION And Subsidiaries CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) Three Months Ended Nine Months Ended September 30, September 30, 2000 1999 2000 1999 Revenue Electrical construction $ 5,621,835 $ 3,085,624 $ 17,428,000 $ 14,461,978 Mining 592,179 522,755 2,109,694 1,615,921 Other income, net 75,867 50,441 322,994 187,846 Total revenue 6,289,881 3,658,820 19,860,688 16,265,745 Costs and expenses Electrical construction 4,959,418 2,415,227 14,644,379 11,589,363 Mining 600,143 513,342 1,850,572 1,521,979 Depreciation and amortization 349,939 274,756 931,737 807,710 Impairment recoveries (10,609) (181,087) (41,027) (234,587) General and administrative 351,118 323,853 1,715,409 1,058,207 Interest expense 11,031 -- 14,391 -- Total costs and expenses 6,261,040 3,346,091 19,115,461 14,742,672 Income from operations before income taxes 28,841 312,729 745,227 1,523,073 Income taxes (benefit) (Note 3) 37,404 7,766 (624,440) 97,120 Net (loss) income (8,563) 304,963 1,369,667 1,425,953 Preferred stock dividends 5,940 5,940 17,819 17,819 (Loss) income available to common stockholders $ (14,503) $ 299,023 $ 1,351,848 $ 1,408,134 Basic and diluted earnings per share of common stock (Note 4) $ 0.00 $ 0.01 $ 0.05 $ 0.05 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 Nine Months Ended September 30, September 30, 2000 1999 2000 1999 Cash flows from operating activities 					 Net (loss) income $ (8,563) $ 304,963 $1,369,667 $1,425,953 Adjustments to reconcile net income to net cash provided by (used in) operating activities Depreciation and amortization 349,939 274,756 931,737 807,710 Deferred income taxes -- -- (722,000) -- Loss (gain) on sale of property and equipment -- 8,115 (80,271) (22,275) Gain on disposition of land held for sale (4,558) (5,698) (37,900) (26,979) Write off of notes receivable -- -- -- 88,197 Other assets (77,745) -- (171,245) -- Cash provided from (used by) changes in Accounts receivable and accrued billings 1,329,046 45,533 461,346 (623,350) Inventories (11,456) 1,520 16,893 53,671 Costs and estimated earnings in excess of billings on uncompleted contracts (127,207) 603,204 (1,928,933) 1,006,444 Income taxes recoverable (4,818) -- (20,993) -- Prepaid expenses and other current assets 158,509 (137,987) 10,899 (308,668) Accounts payable and accrued liabilities (881,275) 192,755 389,535 (382,099) Billings in excess of costs and estimated earnings on uncompleted contracts (5,938) 195,328 30,134 185,884 Income taxes payable 23,144 (17,234) (30,277) 22,108 Net cash provided by operating activities 739,078 1,465,255 218,592 2,226,596 Cash flows from investing activities Proceeds from the disposal of property and equipment -- 11,000 127,700 81,462 Proceeds from sale of subsidiary -- -- -- 525,070 Issuance of notes receivable -- (159,101) -- (161,748) Proceeds from notes receivable 12,312 18,540 45,247 79,233 Purchases of property and equipment (587,821) (465,814) (2,741,425) (1,430,559) Purchase of properties held for development (366,275) -- (366,275) -- Purchase of land held for sale -- (113,542) -- (273,565) Proceeds from sale of land held for sale 4,000 -- 49,323 31,000 Cash surrender value of life insurance -- (3,100) 498,311 (3,600) Net cash used by investing activities (937,784) (712,017) (2,387,119) (1,152,707) Cash flows from financing activities Payments of preferred stock dividends (5,940) (5,940) (17,819) (17,819) Net (decrease) increase in cash and cash equivalents (204,646) 747,298 (2,186,346) 1,056,070 Cash and cash equivalents at beginning of period 3,737,463 2,925,237 5,719,163 2,616,465 Cash and cash equivalents at end of period $3,532,817 $3,672,535 $3,532,817 $3,672,535 Supplemental disclosure of cash flow information: Income taxes paid $ 19,078 $ 25,000 $ 148,830 $ 75,012 Interest paid 5,319 -- 5,319 -- Supplemental disclosure of non-cash investing activities: Notes receivable in partial payment for land held for sale 26,000 -- 204,726 10,000 Land held for sale acquired as payment for notes and accounts receivable -- -- -- 120,104 See accompanying notes to consolidated financial statements THE GOLDFIELD CORPORATION and Subsidiaries NOTES TO CONSOLIDATED FINANCIAL STATEMENTS September 30, 2000 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, 1999, 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, 1999. 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 - Reclassifications Certain amounts in 1999 have been reclassified to conform to the 2000 presentation. Note 3 - Income Taxes The income tax provisions consisted of the following: 	 Three Months Ended Nine Months Ended 	 September 30, September 30, 	 2000 1999 2000 1999 Current Federal $ 2,000 $ -- $ 2,000 $25,000 State 36,951 7,766 95,560 72,120 38,951 7,766 97,560 97,120 Deferred Federal -- -- (608,000) -- State -- -- (114,000) -- -- -- (722,000) -- Total $38,951 $7,766 $(624,440) $97,120 The effective income tax rate was (84)% and 7% for the nine months ended September 30, 2000 and 1999, respectively, primarily due to decreasing the valuation allowance and the application of a net operating loss carryforward. At September 30, 2000, the Company had tax net operating loss carryforwards of approximately $4,500,000 available to offset future regular taxable income, which, if unused, will expire from 2001 through 2018. The Company decreased the valuation allowance for deferred tax assets by $1,019,000 for the nine months ended September 30, 2000. Note 4 - Basic and Diluted Earnings Per Share of Common Stock Basic earnings per common share, after deducting dividend requirements on the Company's Series A 7% Voting Cumulative Convertible Preferred Stock ("Series A Stock") of $17,819 in each of the nine month periods ended September 30, 2000 and 1999, 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 September 30, 2000 and 1999. Common shares issuable on conversion of Series A Stock are not considered in the diluted earnings per share calculation because their inclusion would be anti-dilutive. Note 5 - Business Segment Information The Company is primarily involved in two business segments, mining and electrical construction. There were no material amounts of sales or transfers between segments and no material amounts of export sales. The following table sets forth certain segment information for the periods indicated. Any intersegment sales have been eliminated. Three Months Ended September 30, 2000 1999 Sales from operations to unaffiliated customers Electrical construction $5,621,835 $3,085,624 Mining 592,179 522,755 Total $6,214,014 $3,608,379 Gross profit Electrical construction $ 401,177 $ 490,269 Mining (68,854) 113,872 Total gross profit 332,323 604,141 Interest and other income, net 75,867 50,441 Interest expense (11,031) -- General corporate expenses (368,318) (341,853) Income from operations before income taxes		 $ 28,841 $ 312,729 				 Nine Months Ended 					 September 30, 2000 1999 Sales from operations to unaffiliated customers Electrical construction $17,428,000 $14,461,978 Mining 2,109,694 1,615,921 Total $19,537,694 $16,077,899 Gross profit Electrical construction $ 2,107,147 $ 2,343,076 Mining 98,145 103,458 Total gross profit 2,205,292 2,446,534 Interest and other income, net 322,994 187,846 Interest expense (14,391) -- General corporate expenses (1,768,668) (1,111,307) Income from operations before income taxes $ 745,227 $ 1,523,073 Gross profit is total operating revenue less operating expenses. Gross profit excludes general corporate expenses, interest expense, interest income and income taxes. Impairment losses and recoveries are included in the calculations of gross profit for the mining segment. Identifiable assets by industry are used in the operations of each industry. The following table sets forth certain segment information as of the dates indicated: September 30, December 31, 2000 1999 Identifiable assets Electrical construction $11,035,357 $ 9,872,851 Mining 2,874,183 2,796,696 Corporate 4,217,357 3,626,689 Total $18,126,897 $16,296,236 Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations. Financial Condition. At September 30, 2000, the financial condition of the Company remains comparable to its condition at December 31, 1999 and September 30, 1999. However, costs and estimated earnings in excess of billings on uncompleted contracts as of September 30, 2000 amounted to $2,067,984, compared to $139,051 as of December 31, 1999. This increase was primarily due to the nature of various construction projects and the timing of related billings. Approximately half of the balance at September 30, 2000 was billed for and collected during October 2000. Also, property, buildings and equipment, net increased to $6,388,954 as of September 30, 2000 compared to $4,626,695 as of December 31, 1999. This increase was a result of increased capital expenditures made primarily to accommodate the increased level of operations in the Company's electrical construction subsidiary. See also Liquidity and Capital Resources. Results of Operations - Nine Months Ended September 30, 2000 Compared to Nine Months Ended September 30, 1999. Net Income The Company had net income of $1,369,667 for the nine months ended September 30, 2000, compared to net income of $1,425,953 for the nine months ended September 30, 1999. Revenues Total revenues for the nine months ended September 30, 2000 were $19,860,688, compared to $16,265,745 for the nine months ended September 30, 1999. This increase was primarily attributable to higher electrical construction revenue. Electrical construction revenue increased by 21% in the nine months ended September 30, 2000 to $17,428,000 from $14,461,978 for the nine months ended September 30, 1999. This increase was primarily attributable to increases in transmission line and fiber optic cable construction. Revenue from mining operations increased by 31% to $2,109,694 for the nine months ended September 30, 2000 from $1,615,921 for the nine months ended September 30, 1999. This increase was primarily attributable to an increase in various construction projects. These projects include land reclamation and construction aggregate projects. Operating Results Electrical construction operations had an operating profit of $2,107,147 in the nine months ended September 30, 2000, compared to an operating profit of $2,343,076 during the nine months ended September 30, 1999. Operating profit was lower for the nine months ended September 30, 2000 on increased revenue due primarily to increased subcontract costs. At September 30, 2000, the approximate value of uncompleted contracts was $7,350,000, compared to $2,600,000 at September 30, 1999. The varying magnitude and duration of electrical construction projects may result in substantial fluctuation in the Company's backlog from time to time. During the nine months ended September 30, 2000, the operating profit from mining operations decreased to $98,145 from an operating profit of $103,458 during the nine months ended September 30, 1999. The operating results from mining operations in 2000 included the recovery of $41,027 of previously recorded impairment losses related to a mine previously owned by the Company, ("the San Pedro mine"). The 1999 operating results from mining included the recovery of $234,587 of previously recorded impairment losses related to a coal royalty the Company had retained in property it formerly owned in Harlan, Kentucky and the San Pedro mine. Excluding these recoveries, the mining operations had an operating profit of $57,118 for the nine months ended September 30, 2000 compared to an operating loss of $131,129 for the nine months ended September 30, 1999. The operating results from mining included depreciation expense of $202,004 during the nine months ended September 30, 2000, compared to $225,071 during the nine months ended September 30, 1999. St. Cloud Mining Company, a wholly owed subsidiary of the Company ("St. Cloud"), sold 12,899 tons of natural zeolite during the nine months ended September 30, 2000, compared to 12,367 tons during the nine months ended September 30, 1999. Other Income Other income for the nine months ended September 30, 2000 was $322,994, compared to $187,846 in the nine months ended September 30, 1999. This increase in other income was primarily a result of both increased interest income and gain on sale of fixed assets. Costs and Expenses Total costs and expenses, and the components thereof, increased to $19,115,461 for the nine months ended September 30, 2000 from $14,742,672 for the nine months ended September 30, 1999. Electrical construction costs were $14,644,379 and $11,589,363 in the nine months ended September 30, 2000 and 1999, respectively. The increase in costs for the 2000 period was primarily attributable to an increase in subcontract costs. Mining costs were $1,850,572 for the nine months ended September 30, 2000, compared to $1,521,979 in the nine months ended September 30, 1999. Depreciation and amortization was $931,737 in the nine months ended September 30, 2000, compared to $807,710 in the nine months ended September 30, 1999. The increase in depreciation and amortization for 2000 was attributable to an increased level of capital expenditures. General corporate expenses of the Company increased to $1,768,668 in the nine months ended September 30, 2000, from $1,111,307 in the nine months ended September 30, 1999. The increase in general corporate expenses for 2000 was primarily attributable to a $425,311 net expense related to payments made under Cancellation and Release Agreements pursuant to which the Company's Employee Benefit Agreements were terminated. Such Cancellation and Release Agreements were filed as exhibits to the Company's Form 10Q for the quarter ended June 30,2000. The increase in general corporate expenses also resulted from an increase in professional services and other general and administrative expenses. Results of Operations - Three Months Ended September 30, 2000 Compared to Three Months Ended September 30, 1999. Net Income The Company incurred a net loss of $8,563 for the three months ended September 30, 2000, compared to net income of $304,963 for the three months ended September 30, 1999. Revenues Total revenues for the three months ended September 30, 2000 were $6,289,881, compared to $3,658,820 for the three months ended September 30, 1999. This increase was primarily attributable to higher electrical construction revenue. Electrical construction revenue increased by 82% in the three months ended September 30, 2000 to $5,621,835 from $3,085,624 for the three months ended September 30, 1999. This increase was primarily attributable to an increase in transmission line construction. Revenue from mining operations increased by 13% to $592,179 for the three months ended September 30, 2000 from $522,755 for the three months ended September 30, 1999. Operating Results Electrical construction operations had an operating profit of $401,177 in the three months ended September 30, 2000, compared to an operating profit of $490,269 during the three months ended September 30, 1999. Operating profit was lower for the three months ended September 30, 2000 as compared to the three months ending September 30, 1999 on increased revenue due primarily to lower margins on increased subcontract costs. During the three months ended September 30, 2000, the operating loss from mining operations was $68,854 compared to an operating profit of $113,872 during the three months ended September 30, 1999. The operating results from mining operations in the three months ended September 30, 2000 and 1999 included the recovery of $10,609 and $181,087, respectively, of previously recorded impairment losses related to the San Pedro mine. Excluding these recoveries the mining operations incurred an operating loss for the three months ended September 30, 2000 and 1999 of $79,463 and $67,215, respectively. The operating results from mining included depreciation expense of $71,499 during the three months ended September 30, 2000, compared to $76,629 during the three months ended September 30, 1999. St. Cloud sold 3,912 tons of natural zeolite during the three months ended September 30, 2000, compared to 4,110 tons during the three months ended September 30, 1999. Other Income Other income for the three months ended September 30, 2000 was $75,867, compared to $50,441 in the three months ended September 30, 1999. This increase in other income was primarily a result of increased interest income. Costs and Expenses Total costs and expenses, and the components thereof, increased to $6,261,040 for the three months ended September 30, 2000 from $3,346,091 for the three months ended September 30, 1999. Electrical construction costs were $4,959,418 and $2,415,227 in the three months ended September 30, 2000 and 1999, respectively. The increase in costs in 2000 was primarily attributable to an increase in subcontract costs. Mining costs were $600,143 for the three months ended September 30, 2000, compared to $513,342 in the three months ended September 30, 1999. Depreciation and amortization was $349,939 in the three months ended September 30, 2000, compared to $274,756 in the three months ended September 30, 1999. This increase in depreciation and amortization was attributable to an increased level of capital expenditures. General corporate expenses of the Company increased slightly to $368,318 in the three months ended September 30, 2000, from $341,853 in the three months ended September 30, 1999. Liquidity and Capital Resources Cash and cash equivalents at September 30, 2000 were $3,532,817 as compared to $5,719,163 as of December 31, 1999. The decrease in cash was primarily the result of capital expenditures in the electrical construction segment, as discussed below. Working capital at September 30, 2000 was $6,397,261, compared to $7,507,357 at December 31, 1999. The Company's ratio of current assets to current liabilities decreased to 4.2 to 1 at September 30, 2000, from 5.7 to 1 at December 31, 1999. This decrease in the current ratio was a result of the investment in capital equipment and a combination of an increase in accounts receivable and costs and estimated earnings in excess of billings on uncompleted contracts and an increase in accounts payable and accrued liabilities. The Company does not enter into financial instruments for trading purposes. Financial instruments entered into for other than trading purposes consist principally of cash and cash equivalents with limited market risk sensitivity. The Company paid cash dividends on its Series A Preferred Stock in the amount of $17,819 in each of the nine months ended September 30, 2000 and 1999. The Company has paid no cash dividends 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 entered into on October 30, 2000 between the Company and SunTrust Bank of Central Florida, N.A. ("SunTrust") (guaranteed by the Company's subsidiary, Southeast Power Corporation), the Company may borrow up to $3,000,000 at the bank's prime rate of interest. This credit line expires April 30, 2001, at which time the Company expects to renew it for an additional year. One hundred thousand dollars of this line of credit has been reserved for a standby letter of credit. This line of credit replaces the previous line of credit agreement between Southeast Power Corporation and SunTrust. No borrowings were outstanding under this previous line of credit during the nine months ended September 30, 2000 and 1999. Currently, there are no borrowings outstanding under the new line of credit. The Company's capital expenditures for the nine months ended September 30, 2000 increased to $2,741,425 from $1,430,559 for the nine months ended September 30, 1999. This increase in the level of capital expenditures was primarily to accommodate the increased level of operations in the Company's electrical construction subsidiary. In addition, the Company is expanding its real estate operations to include development of luxury condominium projects. To date, the Company has purchased or contracted to purchase three waterfront sites for development into twenty one units near Cocoa Beach, Florida. Development and construction is expected to take approximately two years per project. Although no definitive construction contracts have been awarded, the Company presently estimates the aggregate sell out of these three projects to be $12,500,000. During the first nine months of this year, the Company spent approximately $370,000 on site acquisition costs and anticipates spending in the fourth quarter an additional $550,000. Initial financing has been secured through an expanded line of credit. Construction financing is expected to be secured through conventional real estate project financing. The Company has received presale reservations for all units in the first project and ten out of twelve units in the second project. The Company does not intend to proceed with the development of a project unless it has sales contracts sufficient to cover most of that project's projected costs. Year 2000 Compliance 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, if not addressed, these systems may not have been able to properly interpret dates beyond the Year 1999, which may have led to business disruptions. Accordingly, the Company identified and performed all needed material modifications and testing of significant systems, and communicated with customers, suppliers, banks and others with whom it does significant business to determine their Year 2000 readiness and the extent to which the Company was vulnerable to any other organization's Year 2000 issues. The Company considers the transition into the Year 2000 successful from the perspective of its information technology and other systems. In addition to the changeover to January 1, 2000, it has been shown that certain other dates may also present similar problems for some systems. The Company continues to monitor the situation. To date, the Company has not experienced any material Year 2000 issues with respect to its systems, customers or suppliers. The Company estimates that the total cost to the Company of Year 2000 activities has been less than $10,000. New Accounting Pronouncements Statement 133 - Accounting for Derivative Instruments and Hedging Activities. Statement 133 establishes methods of accounting for derivative financial instruments and hedging activities related to those instruments as well as other hedging activities. As the Company does not hold derivative instruments or engage in hedging activities, we do not anticipate that the adoption of this statement will have a material impact on our consolidated financial statements. We will be required to implement Statement 133 in the first quarter of our year ending December 31, 2001. Item 3.	Quantitative and Qualitative Disclosures About Market Risk There were no material changes in the information provided in the Company's December 31, 1999 consolidated financial statements. PART II. OTHER INFORMATION Item 6.	Exhibits and Reports on Form 8-K (b)	Reports on Form 8-K No Current Report on Form 8-K was filed during the quarter ended September 30, 2000. 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: November 13, 2000	 /s/ John H. Sottile 			 (John H. Sottile) 		 Chairman of the Board of Directors, President, Chief Executive Officer and Director 		 /s/ Stephen R. Wherry (Stephen R. Wherry) 	 Vice President, Treasurer and 	 Chief Financial Officer