U.S. SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended MARCH 31, 1995 ------------------------ [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from _____________ to ______________ Commission file number 0 - 7 0 9 3 ------------------ MOD-U-KRAF HOMES, INC. ----------------------------------------------------------------- (Exact name of small business issurer as specified in its charter) VIRGINIA 54-0893908 ------------------------------------------------------------------ (State or other jurisdiction (IRS Employer of incorporation or organization) Identification No.) P. O. BOX 573, ROCKY MOUNT, VIRGINIA 24151 ------------------------------------------------------------------ (Address of principal executive offices) (703) 483-0291 ------------------------------------------------------------------ (Issuer's telephone number) ------------------------------------------------------------------ (Former name, former address and former fiscal year, if changed since last report) Check whether the issure (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 _____ APPLICABLE ONLY TO CORPORATE ISSUERS State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 813,649 ---------- 1 MOD-U-KRAF HOMES, INC. INDEX PART I - FINANCIAL INFORMATION Balance Sheets 2 Statements of Income 3 Statements of Cash Flows 4 Management's Discussion and Analysis 5 Notes to Financial Information 6 PART II - OTHER INFORMATION Item 4. Submission of Matters to a Vote of Security Holders 7 2 MOD-U-KRAF HOMES, INC. Consolidated Balance Sheets March 31, 1995 and 1994 ASSETS 1995 1994 ---------- ---------- CURRENT ASSETS Cash and cash equivalents $ 912,271 $ 824,566 Certificates of deposit 307,954 500,000 Trade receivables 201,847 84,441 Inventories (Note 2) 1,688,023 1,726,954 Notes receivable, current portion (Note 3) 1,359,184 1,038,188 Accrued interest receivable 3,562 10,414 Prepaid expenses 55,423 44,947 Income taxes receivable 0 8,470 Deferred income taxes, current protion 54,124 62,550 ---------- ---------- Total current assets 4,582,388 4,300,530 LONG-TERM NOTES RECEIVABLE (Note 3) 154,807 155,507 PROPERTY AND EQUIPMENT, at cost less accumulated depreciation 1995 $1,689,560; 1994 $1,597,012. (Note 4) 899,303 914,492 OTHER ASSETS Deferred income taxes 442,433 479,318 Cash surrender value of officer's life insurance 77,414 59,978 ---------- ---------- $ 6,156,345 $ 5,909,825 ========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Current portion of long-term liabilities 59,376 54,942 Accounts payable and other liabilities 354,479 429,446 Accrued compensation 170,270 134,969 Customer deposits 43,718 36,462 Income taxes payable 33,403 0 ---------- ---------- Total current liabilities 661,246 655,819 LONG-TERM DEFERRED COMPENSATION (Note 5) 1,043,195 1,094,577 POST RETIREMENT BENEFITS (Note 6) 136,782 144,776 ---------- ---------- Total liabilities 1,841,223 1,895,172 ---------- ---------- STOCKHOLDERS' EQUITY Common stock, $1 par value, 2,000,000 shares authorized: shares issued and outstanding 1995 813,649, 1994 813,649. 813,649 813,649 Additional Paid in Capital 440,420 440,420 Retained earnings 3,061,053 2,760,584 ---------- ---------- 4,315,122 4,014,653 ---------- ---------- $ 6,156,345 $ 5,909,825 ========== ========== Accompanying notes are an integral part of these financial statements. 3 MOD-U-KRAF HOMES, INC. Consolidated Statement of Income Quarters Ended March 31, 1995 and March 31, 1994 1995 1994 ---------- ---------- Net Sales $ 2,016,883 $ 1,407,585 Cost of Sales 1,456,788 1,017,002 ---------- ---------- 560,095 390,583 Selling, General and Administrative Expenses 482,548 419,632 ---------- ---------- Income/<Loss> from Operations 77,547 (29,049) Deferred Compensation Expense 23,433 24,421 Post Retirement Benefits Expense 2,950 (1,894) Non-operating Income/<Expenses> 51,317 35,318 ---------- ---------- Income/<Loss> Before Income Taxes 102,481 (16,258) Federal and State Income Taxes 31,833 (3,999) Deferred Income Tax Adjustment 2,051 9,148 ---------- ---------- Income Taxes 33,884 5,149 ----------- ----------- Net Income / <Loss> $ 68,597 $ (21,407) ========== ========== Earnings per share: Net Income / <Loss> $ 0.08 $ (0.03) ========== ========== Depreciation Included in Above Cost $ 37,141 $ 40,141 ========== ========== Accompanying notes are an integral part of these financial statements. 4 MOD-U-KRAF HOMES, INC. Consolidated Statement of Cash Flows Quarters Ended March 31, 1995 and 1994 1995 1994 OPERATING ACTIVITIES ---------- ---------- Net Income/<Loss> $ 68,597 $ (21,407) Noncash <income> expenses included in income or <loss>: Depreciation 37,141 40,141 Deferred income taxes 2,051 9,148 Gain on sale of property and equipment 0 0 Increase in cash value of life insurance 2,508 (2,616) Accrued interest receivable 1,849 (1,419) Adjustments to deferred compensation (12,179) (11,191) Adjustments to post retirement benefits (1,959) (1,894) <Increase> decrease in: Trade receivables 5,263 (7,753) Inventories (481,067) (253,526) Prepaid Expenses 15,890 166 Income taxes receivable 0.00 -8470.00 <Decrease> increase in: Accounts payable and other Liabilities -24737.00 147528.00 Accrued compensation -69875.00 -43115.00 Customer deposits (104,831) (12,486) Income taxes payable -3639.00 -5851.00 ----------- ----------- Net cash provided by (used in) operations (564,988) (172,745) ----------- ----------- INVESTING ACTIVITIES Proceeds from sale of property & equipment 0 0 Purchase of plant & equipment (38,745) (43,268) <Increase> decrease in notes receivable 116695.00 -145028.00 <Increase> decrease in certificates of deposit 196982.00 100000.00 ----------- ----------- Net cash provided by (used in) investing activities 274,932 (88,296) ----------- ----------- FINANCING ACTIVITIES Purchase of common stock for retirement 0 0 Cash dividends paid (24,409) (24,906) ----------- ----------- Net cash provided by (used in) financing activities -24409.00 -24906.00 ----------- ----------- Net increase (decrease) in cash (314,465) (285,947) CASH Beginning 1,226,736 1,110,513 ----------- ----------- Ending $ 912,271 $ 824,566 =========== =========== SUPPLEMENTAL DISCOLOSRES OF CASH FLOW INFORMATION Cash payments for: Interest $ 0 $ 445 Income taxes $ 35,703 $ 17,665 Accompanying notes are an integral part of these financial statements. 5 MOD-U-KRAF HOMES, INC Management's Discussion and Analysis of the First Quarter Statements Net sales for the first quarter of 1995 were $2,016,883 as compared to $1,407,585 for the first quarter of 1994, a 43.29% increase. The mild winter enabled us to ship units for the entire quarter. Cost of Sales was 72.23% of net sales for the first quarter of 1995 and 72.25% for the first quarter of 1994. Gross profit was 27.77% for the first quarter of 1995 and 27.75% for the first quarter of 1994. Selling, General and Administrative expenses was 23.93% of net sales for the first quarter of 1995 and 29.81% for the first quarter of 1994. Net income for the first quarter of 1995 is $68,597 compared to a net loss of $21,407 for the first quarter of 1994. This is $0.08 per share for the first quarter of 1995 and $<0.03> per share for the same period in 1994. There are no significant variances. The mild weather this year as compared to the extreme inclement weather last year has enabled us to record the best first quarter sales results since the inception of the company. The updated pricing of our new line of homes that was presented at our April sales meeting will help in our marketing efforts for the remainder of the year. There has been no material changes in liquidity and capital resources. 6 MOD-U-KRAF HOMES, INC. NOTES TO FINANCIAL INFORMATION 1. The financial information furnished herein is not certified, but re- flects all adjustments, consisting only of normal recurring adjust- ments which are, in the opinion of management, necessary to a fair statement of the results for the quarter ended March 31, 1995. The results for the quarter ended March 31, 1995 are not necessarily in- dicative of results to be expected for the entire year. The housing industry is seasonal in nature and revenues to the Company during the period April 1 to September 30 are normally greater than revenue during the balance of the year. Both primary & fully diluted net income per common share are based on the weighted average number of shares of common stock outstanding during each year and common stock equivalents of dilutive stock options. 2. Inventories The components of inventories are as follows 1995 1994 ---- ---- Raw Materials 768,789 760,217 Work-In-Progress 91,082 85,006 Finished Goods 536,640 317,807 Land and Units held for sale 291,511 563,924 ----------- ----------- $ 1,688,022 $ 1,726,954 =========== =========== 3. Notes Receivable 1995 1993 ---- ---- Various mortgage notes receivable secured by deeds of trust 184,792 188,583 Demand note receivabe with interest payable quarterly at 9%, unsecured 15,075 17,675 Life insurance note receivable from an officer of the Company (non-interest bearing) 6,945 11,754 Various construction loans(all current) 1,307,179 975,683 ----------- ----------- 1,513,991 1,193,695 Less current portion 1,359,184 1,038,188 ----------- ----------- $ 154,807 $ 155,507 =========== =========== 4. Property and Equipment 1995 1994 ---- ---- Land and improvements 300,962 255,179 Buildings 1,073,835 1,067,173 Manufacturing equipment 896,116 860,631 Other furniture, fixtures and equipment 317,950 328,521 ----------- ----------- 2,588,863 2,511,504 Less accumulated depreciation (1,689,560) (1,597,012) ----------- ----------- $ 899,303 $ 914,492 =========== =========== 5. Deferred Compensation, Related Parties 1995 1994 ---- ---- Present Value of deferred compensation benefits payable to the widow of O.Z. Oliver at $6,311 monthly until the earlier of her death or Sept. 2006, discounted at 8.50% in 1995 and 1994. 554,538 581,854 Present Value of deferred compensation benefits payable to Robert K. Fitts at $5,560 monthly until his death after which the benefits are payable to his spouse until the earlier of her death or July 2007, discounted at 8.50% in 1995 and 1994. 540,039 559,931 Present value of estimated postretirement benefits other than pensions discounted at 8.50% 144,776 152,510 ----------- ----------- 1,239,353 1,294,295 Less Current Maturities 59,376 54,942 ----------- ----------- $ 1,179,977 $ 1,239,353 =========== =========== 6. The Board Of Directors of Mod-U-Kraf Homes, Inc. on May 3, 1995 de- clared a $.03 per share cash dividend on all shares outstanding on May 19, 1995 and to be paid on June 2, 1995. 7. The Company uses the annualized method in its computation of Federal Income Taxes. 8. Revenues are recorded when the houses are delivered for sales made on account. Cash sales paid in advance are recorded when produced. 7 MOD-U-KRAF HOMES, INC. OTHER INFORMATION Item 4. Submission of Matters to a Vote of Security Holders --------------------------------------------------- Mod-U-Kraf Homes, Inc. held its annual meeting of shareholders on March 22, 1995. The following were elected to the Board of Directors: Dale H. Powell, Edwin J. Campbell, J Dillard Powell, W. Curtis Carter, Bobbie L. Oliver and Mary L. Fitts. 8 MOD-U-KRAF HOMES, INC. 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. MOD-U-KRAF HOMES, INC. ----------------------------------- (Registrant) Date: May 12, 1995 s/Dale H. Powell ------------------------------------- Dale H. Powell President and Chairman of the Board s/Jeffrey L. Boudreaux ------------------------------------- Jeffrey L. Boudreaux Controller