UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One) Form 10-Q
[X]QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2010
[ ]TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE
ACT
For the transition period from to
Commission file number 0-1937
OAKRIDGE HOLDINGS, INC.
(Exact name of Registrant as specified in its charter)
MINNESOTA 41-0843268
(State or other jurisdiction of (I.R.S. Employer
Incorporation or organization) Identification Number)
400 W Ontario St., Chicago, Il, 60654
(Address of principal executive offices) (Zip Code)
(Issuer's telephone number) (312) 505-9267
_________________________________________________________________
(Former name, former address and former fiscal year,
if changed since last report)
Check whether the issuer (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. {X}Yes { }No
Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Web site, if any,
every Interactive Date File required to be submitted and posted
pursuant to Rule 405 of Regulation S-T (232.405 of this chapter)
during the preceding 12 months (or for such shorter period that
the registrant was required to submit and post such files.)
{ }Yes { }No
Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act). { }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:
The number of shares of the issuer's common stock outstanding on
November 1, 2010 was 1,431,503
Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer,
or a smaller reporting company. See the definitions of "large
accelerated filer," "accelerated filer" and "smaller reporting
company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer { } Accelerated filer { }
Non-accelerated filer { } Smaller reporting company {X}
(Do not check if a smaller reporting company)
OAKRIDGE HOLDINGS, INC.
FORM 10-Q
For the quarter ended September 30, 2010
TABLE OF CONTENTS
PART I. FINANCIAL INFORMATION
ITEM 1. Condensed Consolidated Financial Statements:
(a) Condensed Consolidated Balance Sheets as of
September 30, 2010 (unaudited) and June 30, 2010 (audited)
(b) Condensed Consolidated Statements of Operations for the three
months ended September 30, 2010 and 2009 (unaudited)
(c) Condensed Consolidated Statements of Cash Flows for the three
months ended September 30, 2010 and 2009 (unaudited)
(d) Notes to Condensed Consolidated Financial Statements
ITEM 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
ITEM 3. Quantitative and Qualitative Disclosures About
Market Risk
ITEM 4. Controls and Procedures
PART II. OTHER INFORMATION
ITEM 1. Legal Proceedings
ITEM 1A. Risk Factors
ITEM 2-5. Not Applicable
ITEM 6. Exhibits
SIGNATURES
PART I - FINANCIAL INFORMATION FORM 10-Q
ITEM 1 - FINANCIAL STATEMENTS
OAKRIDGE HOLDINGS, INC.
CONDENSED CONSOLIDATED BALANCE SHEET
September 30,2010 June 30,2010
(Unaudited) (Audited)
ASSETS _________________ ____________
<s> <c> <c>
Current assets:
Cash & cash equivalents $608,612 $372,797
Restricted cash 89,452 89,320
Receivables 1,679,341 2,236,804
Inventories:
Production 6,422,691 6,647,308
Cemetery, mausoleum space, markers
and related 628,905 607,435
Deferred income taxes 312,000 312,000
Other current assets 115,707 104,942
----------- -----------
Total current assets 9,856,708 10,370,606
----------- -----------
Property, plant and equipment:
Property, plant and equipment,
at cost 6,543,248 6,506,136
Less accumulated depreciation 4,377,879 4,312,179
----------- -----------
Property, plant and equipment, net 2,165,369 2,193,957
----------- -----------
Other assets:
Cemetery perpetual care trusts 5,147,303 4,962,756
Preneed trust investments 1,983,375 2,023,358
Deferred income taxes 102,000 78,000
Deferred financing costs 59,363 61,299
Other 11,497 11,033
----------- -----------
Total other assets 7,303,538 7,136,446
----------- -----------
Total assets $19,325,615 $19,701,009
=========== ===========
See accompanying notes to the condensed
consolidated financial statements
PART I - FINANCIAL INFORMATION FORM 10-Q
ITEM 1 - FINANCIAL STATEMENTS
OAKRIDGE HOLDINGS, INC.
CONDENSED CONSOLIDATED BALANCE SHEET
September 30,2010 June 30,2010
(Unaudited) (Audited)
_____________ _____________
LIABILITIES & STOCKHOLDERS' EQUITY
<s> <c> <c>
Current liabilities:
Lines of credit - bank $1,331,443 $1,331,443
Trade accounts payable 1,494,419 1,249,716
Due to finance company 644,504 1,227,231
Deferred revenue 1,605,225 1,886,908
Accrued liabilities 1,106,777 979,818
Short-term notes payable - others 359,960 380,000
Current maturities of long-term debt 244,813 696,321
----------- -----------
Total current liabilities 6,787,141 7,751,437
----------- -----------
Long-term liabilities:
Non-controlling interest in pre-need
care trust investments 1,983,375 2,023,358
Long-term debt 3,887,615 3,496,865
----------- -----------
Total long-term liabilities 5,870,990 5,520,223
----------- -----------
Total liabilities 12,658,131 13,271,660
----------- -----------
Non-controlling interest in
trust investments 5,147,303 4,962,756
----------- -----------
Stockholders' Equity:
Common stock 143,151 143,151
Additional paid-in-capital 2,028,975 2,028,975
Accumulated deficit (651,945) (705,533)
----------- -----------
Total stockholders' equity 1,520,181 1,466,593
----------- -----------
Total liabilities & stockholder's
equity $19,325,615 $19,701,009
=========== ===========
See accompanying notes to the condensed
consolidated financial statements
PART I - FINANCIAL INFORMATION FORM 10-Q
ITEM 1 - FINANCIAL STATEMENTS
OAKRIDGE HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
Three Months Ended September 30, 2010 2009
__________ __________
<s> <c> <c>
Revenue, net:
Cemetery $821,548 $837,505
Aviation 3,164,464 2,974,900
Interest - Care Funds 18,355 23,101
Other 464 550
---------- ----------
Total revenue 4,004,831 3,836,056
---------- ----------
Operating expenses:
Cost of cemetery sales 467,033 514,598
Cost of aviation sales 2,844,624 2,661,321
Sales and marketing 154,961 118,233
General and administrative 325,836 334,071
---------- ----------
Total operating expenses 3,792,454 3,628,223
---------- ----------
Operating income 212,377 207,833
---------- ----------
Other income (expense):
Interest income 1,831 17,257
Interest expense (124,620) (115,258)
---------- ----------
Total other expense (122,789) (98,001)
---------- ----------
Income (loss) from continuing
operations before income taxes 89,588 109,832
Provision for income taxes 36,000 36,000
---------- ----------
Net income $53,588 $73,832
========== ==========
Net income per common
share - basic $.037 $.052
========== ==========
Weighted average number of
common shares outstanding -
basic 1,431,503 1,431,503
========== ==========
Net income per common
shares - diluted $.026 $.037
========== ==========
Weighted average number of
common shares outstanding -
diluted 2,501,503 1,992,614
========== ==========
See accompanying notes to the
condensed consolidated financial statements
PART I - FINANCIAL INFORMATION FORM 10-Q
ITEM 1 - FINANCIAL STATEMENTS
OAKRIDGE HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
Three Months Ended September 30, 2010 2009
____________ ___________
<s> <c> <c>
Cash flows from operating activities:
Net income $53,588 $73,832
Adjustments to reconcile net income to
cash flows from operating activities:
Depreciation and amortization 67,636 56,557
Deferred income taxes - 54,000
Accounts receivable 557,463 (301,310)
Inventories 203,147 205,179
Other assets (11,229) (34,577)
Accounts payable (338,024) (87,679)
Losses on non-controlling
trust investments 22,145 5,265
Deferred revenue (281,683) 17,583
Accrued liabilities 102,959 (127,372)
---------- ----------
Net cash Provided (used) in
operating activities 376,002 (138,522)
---------- ----------
Cash flows used in investing activities:
Restricted cash (132) -
Purchases of non-controlling
investments in trusts (52,078) (39,428)
Sales of non-controlling
investments in trusts 29,933 34,163
Purchases of property and equipment (37,112) -
---------- ----------
Net cash used in investing activities (59,389) (5,265)
---------- ----------
Cash flows used in financing activities:
Repayment on long-term debt (60,758) (57,658)
Repayment on notes payable bank - (9,242)
Repayment on short-term debt (20,040) -
Advances on short-term borrowing - 50,000
---------- ----------
Net cash used in financing activities (80,798) (16,900)
---------- ----------
Net increase (decrease) in cash: 235,815 (160,687)
Cash at beginning of period 372,797 345,153
---------- ----------
Cash at end of period $608,612 $184,466
========== ==========
See accompanying notes to the condensed
consolidated financial statements
PART I - FINANCIAL INFORMATION FORM 10-Q
ITEM 1 - FINANCIAL STATEMENTS
OAKRIDGE HOLDINGS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. BASIS OF PRESENTATION
The accompanying Condensed Consolidated Financial Statements include the
accounts of Oakridge Holdings, Inc. (the "Company") and its wholly owned
subsidiaries. All significant intercompany transactions and balances have been
eliminated. In the opinion of management, the accompanying unaudited condensed
consolidated financial statements include all adjustments, consisting only of
normal recurring adjustments, necessary to present such information fairly.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted pursuant to Securities and Exchange Commission
rules and regulations. These condensed consolidated financial statements should
be read in conjunction with the consolidated financial statements and related
notes included in the Company's Annual Report on Form 10-K for the fiscal year
ended June 30, 2010. Operating results for the three-month period ended
September 30, 2010 may not necessarily be indicative of the results to be
expected for any other interim period or for the full year.
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements, and
the reported amounts of revenues and expenses during the reporting period. The
most significant estimates in the financial statements include but are not
limited to accounts receivable, depreciation and accruals. Actual results
could differ from those estimates.
2. EARNINGS PER COMMON SHARE
Earnings per Common Share (EPS) are presented on both a basic and diluted basis
in accordance with the provisions of Accounting Standards Codification
Topic 260 - Earnings per Share. Basic EPS is computed by dividing net income
by the weighted average number of shares of common stock outstanding during
the period. Diluted EPS reflects the maximum dilution that would result after
giving effect to dilutive stock options and convertible debentures. The
following table presents the computation of basic and diluted EPS.
Three Months Ended September 30, 2010 2009
- -------------------------------------- --------- ----------
Income from continuing operations $58,588 $73,832
Average shares of common stock
outstanding used to compute basic
earnings per common share 1,431,503 1,431,503
Additional common shares to be issued
assuming conversion of convertible
debentures 1,070,000 561,111
Additional income from continuing
operations, assuming conversion
of convertible debentures at the
beginning of the period $12,038 $11,363
Shares used to compute dilutive effect
of convertible debentures 2,501,503 1,992,614
Basic earnings per common share
from continuing operations $.037 $.052
Diluted earnings per common share from $.026 $.043
continuing operations
3. COMPREHENSIVE INCOME
The Company has no significant components of other comprehensive
income and accordingly, comprehensive income is the same as net
income for all periods.
4. OPERATING SEGMENTS AND RELATED DISCLOSURES
The Company's operations are classified into two principal industry
segments: cemeteries and aviation ground supportequipment.
The Company evaluates the performance of its segments and allocates resources
to them based primarily on operating income.
The table below summarizes information about reported segments for the three
months ended September 30, 2010 and 2009:
THREE MONTHS ENDED
SEPTEMBER 30, 2010:
Aviation Cemeteries Corporate
Ground
Support
Equipment
Revenues $3,164,464 $839,903 $464
Depreciation/amortization 26,200 39,000 500
Gross Margin 319,839 372,870 464
Selling Expenses 62,166 92,795 -
General & Administrative
Expenses 69,605 163,194 93,037
Interest Expense 104,011 472 20,137
Interest Income 163 1,668 -
Income (loss) before Taxes 84,220 118,078 (112,710)
Capital Expenditures 10,117 21,355 5,640
Segment assets at 9/30/10:
Inventory 6,422,691 628,905 -
Property, Plant &
Equipment 1,360,839 795,490 9,040
Other Assets 242,363 7,130,678 113,497
THREE MONTHS ENDED
SEPTEMBER 30, 2009:
Aviation Cemeteries Corporate
Ground
Support
Equipment
Revenues $2,974,900 $860,606 $550
Depreciation 16,500 38,000 121
Gross Margin 313,579 346,008 550
Selling Expenses 45,337 72,896 -
General & Administrative
Expenses 86,871 124,276 122,924
Interest Expense 93,797 447 21,014
Interest Income - 17,257 -
Income (loss) before taxes 87,574 165,645 (143,388)
Capital Expenditures - - -
Segment assets at 9/30/09:
Inventory 6,105,919 634,665 -
Property, Plant &
Equipment, net 1,318,917 875,143 364
Other Assets 258,772 6,798,338 170,106
5. FAIR VALUE MEASUREMENTS
The Company defines fair value as the price that would be received to sell an
asset or paid to transfer a liability between market participants at a
measurement date.
General accepted accounting principles describes a fair value hierarchy that
includes three levels or inputs to be used to measure fair value. The three
levels are defined as follows as interpreted for use by the Company.
Level 1 - Inputs into fair value methodology are based on quoted market prices
in active markets.
Level 2 - Inputs into the fair value methodology are based on quoted prices
for similar items, broker/dealer quotes, or models using market interest rates
or yield curves. The inputs are generally seen as observable in active markets
for similar items for the asset or liability, either directly or indirectly,
for substantially the same term of the financial instrument.
Level 3 - Inputs into fair value methodology are unobservable and significant
to the fair value measurement (primarily or alternative type investments, which
include but are not limited to limited partnership interests, hedges, private
equity, real estate, and natural resource funds). Often, these types of
investments are valued based on historical cost and then adjusted by shared
earnings of a partnership or cooperative, which can require some varying degree
of judgment.
Information regarding assets (principally cash and investments) and liabilities
measured at fair value on a recurring basis as of September 30, 2010 and
June 30, 2010 are as follows:
Recurring Fair Value Measurements using
Level I Level II Level III Total Fair Value
----------------------------------------------------
September 30, 2010
Assets at fair value:
Cemetery perpetual care
and pre-need trust
investments $ - $7,130,678 $ - $7,130,678
----------------------------------------------------
Liabilities at fair value:
Non-controlling interest
in pre-need trust
investments $ - $1,983,375 $ - $1,983,375
----------------------------------------------------
Recurring Fair Value Measurements using
Level I Level II Level III Total Fair Value
----------------------------------------------------
June 30, 2010
Assets at fair value:
Cemetery perpetual care
and pre-need trust
investments $ - $6,986,114 $ - $6,986,114
----------------------------------------------------
Liabilities at fair value:
Non-controlling interest
in pre-need trust
investments $ - $2,023,358 $ - $2,023,358
----------------------------------------------------
6. LONG-TERM DEBT
On July 1, 2010, the Company refinanced existing subordinated convertible
debentures which had a maturity date of July 1, 2010 with new subordinated
convertible debentures. The new debentures mature on July 1, 2012, bear
interest at an annual rate of 9% payable quarterly and are convertible into
the Company's common stock at any time at a rate of $.50 per share
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
The following is management's discussion and analysis of certain significant
factors which have affected the Company's financial position and operating
results during the periods included in the accompanying condensed consolidated
financial statements.
Management's discussion and analysis of financial condition and results of
operations, as well as other portions of this document, include certain
forward-looking statements about the Company's business and products, revenues,
expenditures and operating and capital requirements. From time to time,
information provided by the Company or statements made by its directors,
officers or employees may contain "forward-looking" information subject to
numerous risks and uncertainties. Any statements made herein that are not
statements of historical fact are forward-looking statements including, but not
limited to, statements concerning the characteristics and growth of the
Company's markets and customers, the Company's objectives and plans for its
future operations and products and the Company's expected liquidity and
capital resources. Such forward-looking statements are based on a number of
assumptions and involve a number of risks and uncertainties, and, accordingly,
actual results could differ materially for those discussed. Among the factors
that could cause actual results to differ materially from those projected in
any forward-looking statement are as follows: the effect of business and
economic conditions; conditions in the industries in which the Company
operates, particularly the airline industry; the Company's ability to win
government contracts; the impact of competitive products and continued pressure
on prices realized by the Company for its products; constraints on supplies of
raw material used in manufacturing certain of the Company's products or
services provided; capacity constraints limiting the production of certain
products; changes in anticipated operating results, credit availability, equity
market conditions or the Company's debt levels may further enhance or inhibit
the Company's ability to maintain or raise appropriate levels of cash;
requirements for unseen maintenance, repairs or capital asset acquisitions;
difficulties or delays in the development, production, testing, and marketing
of products; market acceptance issues, including the failure of products to
generate anticipated sales levels; difficulties in manufacturing process and
in realizing related cost savings and other benefits; the effects of changes in
trade, monetary and fiscal policies, laws and regulations; foreign exchange
rates and fluctuations in those rates; the cost and effects of legal and
administrative proceedings, including environmental proceedings; and the risk
factors reported from time to time in the Company's SEC reports. The Company
undertakes no obligation to update any forward-looking statement as a result
of future events or developments.
FINANCIAL CONDITION AND LIQUIDITY
The Company's liquidity needs arise from its debt service, working capital and
capital expenditures. The Company has historically funded its liquidity needs
with proceeds from equity contributions, bank borrowing, short term notes from
officers, cash flows from operations and the offering of its subordinated
debentures. For the first three months of fiscal year 2011, the Company had an
increase in cash of $235,815 compared to a $160,687 cash decrease for the same
period in fiscal year 2010. As of September 30, 2010, the Company held cash
and cash equivalents of $608,612.
During the three month period ended September 30, 2010, the Company recorded
net income from operations of $53,588. The Company's net cash provided from
operating activities was $376,002 in the first three months of fiscal year 2011
compared to net cash used in operating activities of $138,522 in the same
period of fiscal year 2010. The increase in net cash provided from operating
activities during this three month period was primarily due to the collection
of accounts receivable. Cash flow used in investing activities was $59,389
during the first three months of fiscal year 2011 was primarily used for
purchase of property and equipment for the cemeteries and purchases greater
than sales in the non-controlling trusts. Net cash used for financing
activities was $80,798 during the first three months of fiscal year 2011, and
was primarily used to pay down debt and was comparable to prior fiscal year
2010, except there was no short term borrowing. The remaining increases and
decreases in the components of the Company's financial position reflect normal
operating activity.
The Company had working capital of $3,069,567 at September 30, 2010, an
increase of $450,398 since June 30, 2010. At September 30, 2010, current assets
amounted to $9,856,708 and current liabilities were $6,787,141, resulting in a
current ratio of 1.45 to 1.0, which was a slight improvement from 1.33 to 1.0
at June 30, 2010. Long-term debt was $3,887,615 and stockholders' equity was
$1,520,181 at September 30, 2010. The Company's present working capital must
continue to improve in order for it to meet current operating needs.
Capital expenditures for the first three months of fiscal year 2011 were
$37,112, compared with no capital expenditures during the same period in fiscal
year 2010. The cemetery operations incurred expenditures for improvements to
the Mausoleum ($16,000), gas pump and weed wacker for grounds ($2,805),
computer software for server ($2,550), or $21,355 in total for cemetery
operations. The aviation ground support operations purchased computer
equipment of $8,081, building improvements of $1,010 and hand tools for the
shop of $1,026, or $10,117 for aviation ground support company. Corporate spent
$5,640 to purchase software for compliance with the regulations of the
Sarbanes-Oxley act of 2002. The Company anticipates that it will spend
approximately $100,000 on capital expenditures during the final three quarters
of fiscal year 2011 for repairs to the Oakridge cemetery mausoleum and
equipment for aviation ground support operations. The Company plans to finance
these capital expenditures primarily through operating cash flows as sales
continues to improve in the aviation segment.
The Company has two lines of credit facility. As of September 30, 2010,
$1,331,443 of aggregate borrowing capacity of $1,750,000 was outstanding
leaving available credit of $418,557.
As indicated above, the Company believes that its financial position and debt
capacity should enable it to meet its current and future cash requirements
despite the need for improved working capital to meet current operating needs.
INFLATION
Because of the relatively low levels of inflation experienced this past fiscal
year, and as of September 30, 2010, inflation did not have a significant
effect on the Company's results in the first three months of fiscal year 2011.
RESULTS OF OPERATIONS
FIRST QUARTER OF FISCAL YEAR 2011 COMPARED
WITH FIRST QUARTER OF FISCAL YEAR 2010
CEMETERY OPERATIONS
Cemetery revenue from operations decreased $15,957 to $821,548 for the first
quarter of fiscal year 2011, or 2% over the prior year comparable period
revenue of $837,505. The decrease was primarily due to the use of pre-need
contracts.
The cemetery gross profit margin increased to 44% in the first quarter of
fiscal year 2011, an increase of 4% compared to the corresponding period in
fiscal year 2010. The increase was attributable to less seasonal ground
employees and related payroll costs and fringe benefits.
Interest income from cemetery care funds decreased $4,746, or 21%, in the first
quarter of fiscal year 2011 when compared to the corresponding period in fiscal
year 2010. The decrease was due to decreased rates earned on funds.
Selling expenses as a percentage of sales increased to 11%, or an increase of
2.5% in comparison to the prior year comparable period. The increase is due to
greater commissions of $19,335, because of greater sales in headstones and
foundations.
General and administrative expenses increased $38,918, or 31%, in the first
quarter of fiscal year 2011 in comparison to the prior year comparable period.
The increase was primarily due to increases in professional fees of $19,446,
and office salaries and related benefits of $21,305.
AVIATION GROUND SUPPORT EQUIPMENT OPERATIONS:
Revenue increased $189,564 to $3,164,464, or 6%, in the first quarter of fiscal
year 2011 in comparison to the prior year comparable period. The increase was
due to an increase in equipment sales of $165,259, which was due to greater
sales in the hi-lift department and increases in parts sales of $24,305. The
increase in hi-lift department was due to the GSA contract with the U.S.
Government and increase in parts sales was due to the demand for parts in the
United States due to no new equipment sales by the airlines.
Gross profit margin stayed consistent at 10% in the first quarter of fiscal
year 2011, when compared to the corresponding period in fiscal year 2010.
Selling expenses for the aviation ground support equipment business as a
percentage of sales increased to 2% of net revenues, or an increase of .5% in
comparison to the prior year comparable period. The increase was primarily due
to a increase in sales commissions paid to outside sales representatives.
General and administrative expenses in the first quarter of fiscal year 2011
decreased $17,266, or 20% in comparison to the first quarter of fiscal year
2010. The decrease was primarily due to the decrease in office salaries and
related benefits of $11,470 and bad debts of $14,681.
Interest expense in the first quarter of fiscal year 2011 was $104,011, an
increase of $10,214, or 11%, in comparison to the first quarter of fiscal year
2010. The increase was due to increased number of chassis financed for a
longer period.
Interest income in the first quarter of fiscal year 2011 is immaterial.
OAKRIDGE HOLDINGS, INC.
General and administrative expenses in the first quarter of fiscal year 2011
decreased $29,887, or 24%, in comparison to the first quarter of fiscal year
2010. The decrease was due primarily due to lower professional fees of $32,515,
due to lower accounting fees.
Interest expense in the first quarter of fiscal year 2011 was $20,137, or a
decrease of $877, or 4%, in comparison to the first quarter of fiscal year
2010. The decrease was primarily due to lower bank debt balances outstanding.
OFF BALANCE SHEET ARRANGEMENTS
The Company has no off-balance sheet arrangements.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCOURSES ABOUT MARKET RISK
Not applicable.
ITEM 4. CONTROLS AND PROCEDURES
An evaluation was carried out under the supervision and with the participation
of the Company's management, including the Chief Executive Officer and Chief
Financial Officer, of the effectiveness of the design and operation of the
Company's disclosure controls and procedures (as defined in Rule 13a-15(e)
under the Securities Exchange Act of 1934, as amended (the "Exchange Act")) as
of the end of the period covered by this quarterly report. Based on that
evaluation, the Chief Executive Officer and Chief Financial Officer have
concluded that the Company's disclosure controls and procedures are effective
to ensure that information required to be disclosed by the Company in reports
that it files or submits under the Exchange Act is (i) recorded, processed,
summarized and reported within the time periods specified in SEC rules and
forms and (ii) accumulated and communicated to the Company's management,
including its Chief Executive Officer and Chief Financial Officer, as
appropriate to allow timely decisions regarding required disclosures.
No change in the Company's internal control over financial reporting was
identified in connection with the evaluation required by Rule 13a-15(d) of the
Exchange Act that occurred during the period covered by this quarterly report
and that has materially affected, or is reasonably likely to materially affect,
the Company's internal control over financial reporting.
PART II OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Company is from time to time involved in ordinary course
litigation incidental to the conduct of its businesses. The
Company believes that none of its pending litigation will have a
material adverse effect on the Company's businesses, financial
condition or results of operations.
ITEM 1A. RISK FACTORS
Not applicable.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
PROCEEDS
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
The following exhibits are filed as part of this Quarterly Report
on Form 10-Q for the quarterly period ended September 30, 2010:
1.1 Form of 9.00% Convertible Subordinated Debenture
due July 1, 2012 (1)
3(i) Amended and Restated Articles of Incorporation,
as amended (2)
3(ii) Amended and Superseding By-Laws of the Company,
as amended (2)
31 Rule 13a-14(a)/15d-14(a) Certifications
32 Section 1350 Certifications.
(1) Incorporated by reference to the like numbered Exhibit to the
Company's Current Report on Form 8-K filed with the Commission
on July 1, 2010.
(2) Incorporated by reference to the like numbered Exhibit to the
Company's Annual Report on Form 10-KSB for the fiscal year
ended June 30, 1996.
SIGNATURES
In accordance with the requirements of the Exchange Act, the
Registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.
Oakridge Holdings, Inc.
/s/ Robert C. Harvey
Robert C. Harvey
Chief Executive Officer
Principal Accounting Officer
Date: November 14, 2010
INDEX TO EXHIBITS
DESCRIPTION METHOD OF FILING
1.1 Form of 9.00% Convertible (incorporated by
Subordinated Debenture reference)
due July 1, 2012
3(i) Amended and Restated Articles of (incorporated by
Incorporation of the Company reference)
3(ii)Amended and Superseding By-Laws (incorporated by
of the Company, as amended reference)
31 Rule 13a-14(a)/15d-14(a) (filed electronically)
Certifications
32 Section 1350 Certifications (filed electronically)