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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year Ended: July 31, 2001
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: 1-3647
J. W. MAYS, INC.
(Exact name of registrant as specified in its charter)
New York 11-1059070
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
9 Bond Street, Brooklyn, New York 11201-5805
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (718) 624-7400
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which registered
None None
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, par value $1 per share
(Title of Class)
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 ___.
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [X] No delinquent filers.
The aggregate market value of voting stock held by nonaffiliates of the
registrant was approximately $5,218,144 as of September 21, 2001 based on the
average of the bid and asked price of the stock reported for such date. For the
purpose of the foregoing calculation, the shares of common stock held by each
officer and director and by each person who owns 5% or more of the outstanding
common stock have been excluded in that such persons may be deemed to be
affiliates. This determination of affiliate status is not necessarily a
conclusive determination for other purposes.
The number of shares outstanding of the registrant's common stock as of
September 21, 2001 was 2,033,280.
DOCUMENTS INCORPORATED BY REFERENCE
Part of Form 10-K
in which the Document
Document is incorporated
-------- ---------------
Annual Report to Shareholders for Fiscal Year Ended July 31, 2001 Parts I and II
Definitive Proxy Statement for the 2001 Annual Meeting of Shareholders Part III
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J. W. MAYS, INC.
FORM 10-K FOR THE FISCAL YEAR ENDED JULY 31, 2001
TABLE OF CONTENTS
PART I PAGE
----
Item 1. Business .................................................... 3
Item 2. Properties .................................................. 3
Item 3. Legal Proceedings ........................................... 7
Item 4. Submission of Matters to a Vote of Security Holders ......... 7
Executive Officers of the Registrant ................................. 8
PART II
Item 5. Market for Registrant's Common Stock and Related
Shareholder Matters ....................................... 8
Item 6. Selected Financial Data ..................................... 8
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations ....................... 8
Item 8. Financial Statements and Supplementary Data ................. 8
Item 9. Changes in and Disagreements with Accountants on Accounting
and Financial Disclosure .................................. 9
PART III
Item 10. Directors and Executive Officers of the Registrant .......... 9
Item 11. Executive Compensation ...................................... 9
Item 12. Security Ownership of Certain Beneficial Owners and
Management ................................................ 9
Item 13. Certain Relationships and Related Transactions .............. 9
PART IV
Item 14. Exhibits, Financial Statement Schedules, and Reports on
Form 8-K .................................................. 9
2
PART I
ITEM 1. BUSINESS.
J. W. Mays, Inc. (the "Company" or "Registrant") with executive offices at
9 Bond Street, Brooklyn, New York 11201, operates a number of commercial real
estate properties, which are described in Item 2 "Properties". The Company's
business was founded in 1924 and incorporated under the laws of the State of New
York on July 6, 1927.
The Company discontinued its department store business which operated under
the name of "MAYS," in the year ended July 31, 1989, and has continued the
leasing of real estate. The Company has no foreign operations.
The Company employs approximately 29 employees and has a contract with a
union covering rates of pay, hours of employment and other conditions of
employment for approximately 17% of its employees. The Company considers that
its labor relations with its employees and union are good.
ITEM 2. PROPERTIES.
The table below sets forth certain information as to each of the properties
currently operated by the Company:
APPROXIMATE
LOCATION SQUARE FEET
-------- -----------
1. Brooklyn, New York
Fulton Street at Bond Street .................................. 380,000
2. Brooklyn, New York
Jowein building
Fulton Street and Elm Place ................................... 430,000
3. Jamaica, New York
Jamaica Avenue at 169th Street ................................ 297,000
4. Fishkill, New York
Route 9 at Interstate Highway 84 .............................. 203,000
(located on
14.6 acres)
5. Levittown, New York
Hempstead Turnpike ............................................ 85,800
6. Massapequa, New York
Sunrise Highway ............................................... 133,400
7. Circleville, Ohio
Tarlton Road .................................................. 193,350
(located on
11.6 acres)
8. Brooklyn, New York
Truck bays, passage facilities and tunnel-Schermehorn Street .. 17,000
Building-Livingston Street .................................... 10,500
Properties leased are under long-term leases for varying periods, the
longest of which extends to 2073, and in most instances renewal options are
included. Reference is made to Note 6 to the Consolidated Financial Statements
contained in the 2001 Annual Report to Shareholders, incorporated herein by
reference. The properties owned which are held subject to mortgage are the
Jowein building, Jamaica building, Fishkill property and the Ohio property.
3
1. Brooklyn, New York--Fulton Street at Bond Street
15% of the premises is leased by the Company under eight separate leases.
Expiration dates are as follows: 4/30/2011 (5 leases); 6/30/2011 (1 lease);
and 12/8/2013 (1 lease) which has two thirty-year renewal options through
12/8/2073. A lease of which the Company owns 2/3 of the premises, expired
1/31/2001. The rental on this property is continuing on a month to month
basis with negotiations with the party having the 1/3 interest in progress.
There are no present plans for additional improvements of this property.
The property is currently leased to eight tenants of which six are retail
tenants and two occupy office space. One tenant occupies in excess of 10%
of the rentable square footage (26.11%). This tenant subleases to a flea
market, department store, shoe store, fast food restaurant and various
other retail shops. The lease expires April 30, 2011 with no renewal
options.
OCCUPANCY LEASE EXPIRATION
---------------- -------------------------------
YEAR YEAR NUMBER OF AREA
ENDED RATE ENDED LEASES SQ. FT.
------- ------ --------- --------- -------
7/31/97 28.77% 7/31/2003 1 63
7/31/98 28.77% 7/31/2004 1 1,140
7/31/99 31.57% 7/31/2005 1 2,140
7/31/00 31.57% 7/31/2006 2 3,718
7/31/01 31.57% 7/31/2009 1 3,080
7/31/2011 2 109,819
- -------
8 119,960
- -------
As of July 31, 2001 the federal tax basis is $9,566,805 with accumulated
depreciation of $5,105,001 for a net carrying value of $4,461,804. The life
taken for depreciation varies between 18-40 years and the methods used are
the straight-line and the declining balance.
The real estate taxes for this property are $722,340 and the rate used is
averaged at $9.768 per $100 of assessed valuation.
2. Brooklyn, New York--Jowein building, Fulton St. & Elm Place
Approximately 50% of the premises is owned and 50% is leased. The lease is
with one landlord and expires April 30, 2010. There are no renewal options.
There are no present plans for additional improvements of this property.
Approximately 290,000 square feet of the property is currently leased to
twelve tenants of which six are retail stores, three are fast food
restaurants and three leases are for office space. One tenant is a New York
City agency which occupies in excess of 10% of the rentable square footage
(33.33%). The lease expires April 29, 2010 with no renewal options.
Approximately 100,000 square feet of the building is available for lease.
OCCUPANCY LEASE EXPIRATION
---------------- -------------------------------
YEAR YEAR NUMBER OF AREA
ENDED RATE ENDED LEASES SQ. FT.
------- ------ --------- --------- -------
7/31/97 65.19% 7/31/2004 1 23,603
7/31/98 65.19% 7/31/2006 1 8,000
7/31/99 65.19% 7/31/2007 1 5,500
7/31/00 65.21% 7/31/2010 8 252,138
7/31/01 67.38% 7/31/2011 1 500
-- -------
12 289,741
-- -------
As of July 31, 2001 the federal tax basis is $10,247,740 with accumulated
depreciation of $5,807,496 for a net carrying value of $4,440,244. The life
taken for depreciation varies between 18-40 years and the methods used are
the straight-line and the declining balance.
The real estate taxes for this property are $923,868 and the rate used is
averaged at $9.768 per $100 of assessed valuation.
4
3. Jamaica, New York--Jamaica Avenue at 169th Street
The building is owned and the fee leased from an affiliated company. The
lease expires July 31, 2027. 42,250 square feet on one floor of the
premises was renovated for office space for a new tenant. Occupancy
commenced May 1, 2001. The property is currently leased to ten tenants:
five are retail tenants and five for office space. Four tenants each occupy
in excess of 10% of the rentable square footage: one, a department store
that occupies 27.35% with a lease that expires August 31, 2005 and has one
five-year renewal option; another, a major retail store occupies 15.86%;
and two tenants occupy office space--one occupies 14.23% and the other
11.07% of the rentable space. Approximately 27,000 square feet of the
building are available for lease. There are no present plans for additional
improvements of this property.
OCCUPANCY LEASE EXPIRATION
---------------- -------------------------------
YEAR YEAR NUMBER OF AREA
ENDED RATE ENDED LEASES SQ. FT.
------- ------ --------- --------- -------
7/31/97 59.59% 7/31/2002 1 2,680
7/31/98 62.34% 7/31/2006 2 128,342
7/31/99 62.34% 7/31/2007 4 57,307
7/31/00 62.34% 7/31/2008 2 8,021
7/31/01 80.34% 7/31/2011 1 42,250
-- -------
10 238,600
-- -------
As of July 31, 2001 the federal tax basis is $15,705,353 with accumulated
depreciation of $6,022,593 for a net carrying value of $9,682,760. The life
taken for depreciation varies between 18-40 years and the methods used are
the straight-line and the declining balance.
The real estate taxes for this property are $272,793 and the rate used is
averaged at $9.768 per $100 of assessed valuation.
4. Fishkill, New York--Route 9 at Interstate Highway 84
The Company owns the entire premises. There are no present plans for the
additional improvements of this property. Approximately 26,000 square feet
are leased to one tenant for office space and approximately 177,000 square
feet of the building are available for lease.
OCCUPANCY LEASE EXPIRATION
---------------- -------------------------------
YEAR YEAR NUMBER OF AREA
ENDED RATE ENDED LEASES SQ. FT.
------- ------ --------- --------- -------
7/31/97 12.28% 7/31/2006 1 25,915
7/31/98 12.28%
7/31/99 12.28%
7/31/00 12.28%
7/31/01 12.28%
As of July 31, 2001 the federal tax basis is $9,517,653 with accumulated
depreciation of $5,815,851 for a net carrying value of $3,701,802. The life
taken for depreciation varies between 18-40 years and the methods used are
the straight-line and the declining balance.
The real estate taxes for this property are $125,272 and the rate used is
averaged at $3.39 per $100 of assessed valuation.
5
5. Levittown, New York--Hempstead Turnpike
The Company owns the entire premises. There are no present plans for
additional improvements of this property. The property is currently leased
to one tenant that operates the premises as a game room and fast food
restaurant. The lease expires September 30, 2004 with one five year renewal
option.
OCCUPANCY LEASE EXPIRATION
---------------- -------------------------------
YEAR YEAR NUMBER OF AREA
ENDED RATE ENDED LEASES SQ. FT.
------- ------ --------- --------- -------
7/31/97 100% 7/31/2005 Building 15,243
7/31/98 100% Land 70,557
7/31/99 100% 1 85,800
7/31/00 100%
7/31/01 100%
As of July 31, 2001 the federal tax basis is $273,550 with accumulated
depreciation of $269,698 for a net carrying value of $3,852. The life taken
for depreciation varies between 18-40 years and the methods used are the
straight-line and the declining balance.
The real estate taxes for this property are $120,315 and the rate used is
averaged at $115.01 per $100 of assessed valuation.
6. Massapequa, New York--Sunrise Highway
The Company leases the entire premises under one lease. The lease expires
May 14, 2009. There are no renewal options. There are no present plans for
additional improvements of this property. The property is currently
sub-leased to two tenants; one, a gasoline service station and the other, a
bank. Each of these tenants occupies in excess of 10% of the rentable
square footage. The gasoline service station lease expires April 29, 2009
with no renewal options. The sub-lease to the bank expires May 14, 2009
with no renewal options.
OCCUPANCY LEASE EXPIRATION
---------------- -------------------------------
YEAR YEAR NUMBER OF AREA
ENDED RATE ENDED LEASES SQ. FT.
------- ------ --------- --------- -------
7/31/97 100% 7/31/2009 2 133,400
7/31/98 100%
7/31/99 100%
7/31/00 100%
7/31/01 100%
The real estate taxes for this property are $320,820 and the rate used is
averaged at $101.13 per $100 of assessed valuation.
The Company does not own this property. Improvements to the property are
made by the tenants.
6
7. Circleville, Ohio--Tarlton Road
The Company owns the entire premises. There are no present plans for
additional improvements of this property. The entire property is currently
leased to one tenant. The tenant is a manufacturer and uses these premises
as a warehouse and distribution facility. The lease expires September 30,
2002. There are three five year renewal options.
OCCUPANCY LEASE EXPIRATION
---------------- -------------------------------
YEAR YEAR NUMBER OF AREA
ENDED RATE ENDED LEASES SQ. FT.
------- ------ --------- --------- -------
7/31/97 100% 7/31/2003 1 193,350
7/31/98 100%
7/31/99 100%
7/31/00 100%
7/31/01 100%
As of July 31, 2001 the federal tax basis is $4,388,456 with accumulated
depreciation of $1,201,601 for a net carrying value of $3,186,855. The life
taken for depreciation varies between 18-40 years and the methods used are
the straight-line and the declining balance.
The real estate taxes for this property are $45,860 and the rate used is
averaged at $34.97 per $1,000 of assessed valuation.
8. Brooklyn, New York-Livingston Street
The City of New York through its Economic Development Administration
constructed a municipal garage at Livingston Street opposite the Company's
Brooklyn properties. The Company has a long-term lease with the City of New
York expiring in 2013 with renewal options, the last of which expires 2073,
under which:
(1) Such garage, available to the public, provides truck bays and
passage facilities through a tunnel, both for the exclusive use of the
Company, to the structure referred to in (2) below. The truck bays,
passage facilities and tunnel, totaling approximately 17,000 square
feet, are included in the lease from the City of New York referred to
in the preceding paragraph, and are in full use.
(2) The Company constructed a building of six stories and
basement on a 20 x 75-foot plot (acquired and made available by the
City of New York and leased to the Company for a term expiring in 2013
with renewal options, the last of which expires in 2073). The plot is
adjacent to and connected with the Company's Brooklyn properties.
In the opinion of management, all of the Company's properties are adequately
covered by insurance.
See Note 11 to the Consolidated Financial Statements of the 2001 Annual
Report to Shareholders, which information is incorporated herein by
reference, for information concerning the tenant, the rental income from
which equals 10% or more of the Company's rental income.
ITEM 3. LEGAL PROCEEDINGS.
There are various lawsuits and claims pending against the Company. It is
the opinion of management that the resolution of these matters will not
have a material adverse effect on the Company's Consolidated Financial
Statements.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
During the fourth quarter of the fiscal year covered by this report, no
matter was submitted to a vote of security holders of the Company.
7
EXECUTIVE OFFICERS OF THE REGISTRANT
The following information is furnished with respect to each Executive
Officer of the Registrant (each of whom is elected annually) whose present term
of office will expire upon the election and qualification of his successor:
FIRST BECAME
BUSINESS EXPERIENCE DURING SUCH OFFICER
NAME AGE THE PAST FIVE YEARS OR DIRECTOR
---- --- -------------------------- ------------
Lloyd J. Shulman ...... 59 President November, 1978
Co-Chairman of the Board
and President June, 1995
Chairman of the Board and
President November, 1996
Director November, 1977
Alex Slobodin ......... 86 Executive Vice President November, 1965
Treasurer September, 1955
Director November, 1963
Mark Greenblatt ....... 47 Vice President August, 2000
Assistant Treasurer November, 1987
Ward N. Lyke, Jr. ..... 50 Vice President February, 1984
George Silva .......... 51 Vice President March, 1995
All of the above mentioned officers have been appointed as such by the
directors and, except for Mr. Greenblatt, have been employed as Executive
Officers of the Company during the past five years.
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON STOCK AND RELATED SHAREHOLDER MATTERS.
The information appearing under the heading "Common Stock and Dividend
Information" on page 21 of the Registrant's 2001 Annual Report to Shareholders
is incorporated herein by reference.
ITEM 6. SELECTED FINANCIAL DATA.
The information appearing under the heading "Summary of Selected Financial
Data" on page 2 of the Registrant's 2001 Annual Report to Shareholders is
incorporated herein by reference.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
The information appearing under the heading "Management's Discussion and
Analysis of Financial Condition and Results of Operations" on pages 18 through
20 of the Registrant's 2001 Annual Report to Shareholders is incorporated herein
by reference.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
The Registrant's Consolidated Financial Statements, together with the
report of D'Arcangelo & Co., LLP, Independent Auditors, dated October 11, 2001,
appearing on pages 4 through 16 of the Registrant's 2001 Annual Report to
Shareholders is incorporated herein by reference. With the exception of the
aforementioned information and the information incorporated by reference in
Items 2, 5, 6, 7 and 8 hereof, the 2001 Annual Report to Shareholders is not to
be deemed filed as part of this Form 10-K Annual Report.
8
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE.
Response to that part of this item relating to Disagreements with
Accountants and Financial Disclosures--None.
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.
The information relating to directors of the Registrant is contained in the
Definitive Proxy Statement for the 2001 Annual Meeting of Shareholders and such
information is incorporated herein by reference.
The information with respect to Executive Officers of the Registrant is set
forth in Part I hereof.
ITEM 11. EXECUTIVE COMPENSATION.
The information required by this item appears under the heading "Executive
Compensation" in the Definitive Proxy Statement for the 2001 Annual Meeting of
Shareholders and such information is incorporated herein by reference.
Item 12. Security Ownership of Certain Beneficial Owners and Management.
The information required by this item appears under the headings "Security
Ownership of Certain Beneficial Owners and Management" and "Information
Concerning Nominees for Election as Directors" in the Definitive Proxy Statement
for the 2001 Annual Meeting of Shareholders and such information is incorporated
herein by reference.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
The information required by this item appears under the headings "Executive
Compensation", "Certain Transactions" and "Certain Relationships and Related
Transactions" in the Definitive Proxy Statement for the 2001 Annual Meeting of
Shareholders and such information is incorporated herein by reference.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.
(a) The following documents are filed as part of this report:
1. The Consolidated Financial Statements and report of D'Arcangelo &
Co., LLP, Independent Auditors, dated October 11, 2001, set forth
on pages 4 through 16 of the Registrant's 2001 Annual Report to
Shareholders.
2. See accompanying Index to Registrant's Financial Statements and
Schedules.
9
3. Exhibits:
(2) Plan of acquisition, reorganization, arrangement, liquidation or
succession--not applicable.
(3) Articles of incorporation and by-laws:
(i) Certificate of Incorporation, as amended, incorporated by
reference to Registrant's Form 8-K dated December 3, 1973.
(ii) By-laws, as amended June 1, 1995, incorporated by reference to
Registrant's Form 10-K dated October 23, 1995.
(iii) Amendment to By-laws, effective November 1, 1999.
(4) Instruments defining the rights of security holders, including
indentures--see Exhibit (3) above.
(9) Voting trust agreement--not applicable.
(10) Material contracts:
(i) Agreement of Lease dated March 29, 1990 pursuant to which the
basement and a portion of the street floor, approximately 32% of
the total area of the Registrant's former Jamaica store, has
been leased to a tenant for retail space, incorporated by
reference to Registrant's Form 10-K dated October 29, 1990.
(ii) Agreement of Lease dated July 5, 1990, as amended February 25,
1992, pursuant to which a portion of the street floor and
basement, approximately 35% of the total area of the
Registrant's former Brooklyn store, has been leased to a tenant
for the retail sale of general merchandise and for a restaurant,
incorporated by reference to Registrant's Form 10-K dated
October 29, 1990.
(iii) The J. W. Mays, Inc. Retirement Plan and Trust, Summary Plan
Description, effective August 1, 1991, incorporated by reference
to Registrant's Form 10-K dated October 23, 1992 and, as
amended, effective August 1, 1993, incorporated by reference to
Registrant's Form 10-Q for the Quarter ended October 31, 1993
dated December 2, 1993.
(11) Statement re computation of per share earnings--not applicable.
(12) Statement re computation of ratios--not applicable.
(13) Annual report to security holders.
(16) Letter re change in certifying auditors--not applicable.
(18) Letter re change in accounting principles--not applicable.
(21) Subsidiaries of the registrant.
(22) Published report regarding matters submitted to vote of security
holders--not applicable.
(24) Power of attorney--none.
(28) Information from reports furnished to state insurance regulatory
authorities--not applicable.
(99) Additional exhibits--none.
(b) Reports on Form 8-K--No reports on Form 8-K were required to be filed by
the Registrant during the three months ended July 31, 2001.
10
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.
J. W. MAYS, INC.
-----------------------------
(REGISTRANT)
October 17, 2001 By: LLOYD J. SHULMAN
-----------------------------
Lloyd J. Shulman
Chairman of the Board
Principal Executive Officer
President
Principal Operating Officer
October 17, 2001 By: ALEX SLOBODIN
-----------------------------
Alex Slobodin
Executive Vice President
and Treasurer
Principal Financial Officer
October 17, 2001 By: MARK GREENBLATT
-----------------------------
Mark Greenblatt
Vice President
and Assistant Treasurer
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 in the capacities and on the date indicated.
SIGNATURE TITLE DATE
--------- ----- ----
LLOYD J. SHULMAN Chairman of the Board, October 17, 2001
----------------------------- Chief Executive Officer,
Lloyd J. Shulman President, Chief Operating
Officer and Director
ALEX SLOBODIN Executive Vice President, October 17, 2001
----------------------------- Treasurer and Director
Alex Slobodin
LANCE D. MYERS Director October 17, 2001
-----------------------------
Lance D. Myers
DEAN L. RYDER Director October 17, 2001
-----------------------------
Dean L. Ryder
JACK SCHWARTZ Director October 17, 2001
-----------------------------
Jack Schwartz
SYLVIA W. SHULMAN Director October 17, 2001
-----------------------------
Sylvia W. Shulman
LEWIS D. SIEGEL Director October 17, 2001
-----------------------------
Lewis D. Siegel
11
INDEX TO REGISTRANT'S FINANCIAL STATEMENTS AND SCHEDULES
Reference is made to the following sections of the Registrant's Annual
Report to Shareholders for the fiscal year ended July 31, 2001, which are
incorporated herein by reference:
Report of Independent Auditors (page 16)
Consolidated Balance Sheets (pages 4 and 5)
Consolidated Statements of Income and Retained Earnings (page 6)
Consolidated Statements of Comprehensive Income (page 6)
Consolidated Statements of Cash Flows (page 7)
Notes to Consolidated Financial Statements (pages 8-15)
PAGE
----
Financial Statement Schedules:
Report of Independent Auditors ................................ 12
II Valuation and Qualifying Accounts ............................. 13
III Real Estate and Accumulated Depreciation ...................... 14
All other schedules for which provision is made in the applicable
regulations of the Securities and Exchange Commission are not required under the
related instructions or are inapplicable and, accordingly, are omitted.
The separate financial statements and schedules of J. W. Mays, Inc. (not
consolidated) are omitted because the Company is primarily an operating company
and its subsidiaries are wholly-owned.
----------------------
REPORT OF INDEPENDENT AUDITORS ON FINANCIAL STATEMENT SCHEDULES
To the Board of Directors and Shareholders
J. W. Mays, Inc. and Subsidiaries
We have audited the consolidated financial statements of J. W. Mays, Inc.
and subsidiaries as of July 31, 2001 and 2000, and for the three years ended
July 31, 2001 and have issued our report thereon dated October 11, 2001; such
consolidated financial statements and report are incorporated by reference in
this Form 10-K Annual Report. Our audits also included the consolidated
financial statement schedules of J. W. Mays, Inc. and subsidiaries listed in
Item 14(a)2 of this Form 10-K. These consolidated financial statement schedules
are the responsibility of the Corporation's management. Our responsibility is to
express an opinion based on our audits. In our opinion, such consolidated
financial statement schedules, when considered in relation to the basic
consolidated financial statements taken as a whole, present fairly, in all
material respects, the information set forth therein.
D'ARCANGELO & CO., LLP
Purchase, N.Y.
October 11, 2001
12
SCHEDULE II
J. W. MAYS, INC.
VALUATION AND QUALIFYING ACCOUNTS
YEAR ENDED JULY 31,
------------------------------
2001 2000 1999
-------- -------- --------
Allowance for net unrealized gains (losses)
on marketable securities:
Balance, beginning of period .............. $ 95,117 $206,998 $423,879
Additions (Reductions) .................... 685,761 (111,881) (216,881)
-------- -------- --------
Balance, end of period .................... $780,878 $ 95,117 $206,998
======== ======== ========
Deferred income tax asset
valuation allowance:
Balance, beginning of period .............. $ -- $ 9,171 $ 24,991
(Reductions) .............................. -- (9,171) (15,820)
-------- -------- --------
Balance, end of period .................... $ -- $ -- $ 9,171
======== ======== ========
13
SCHEDULE III
J. W. MAYS, INC.
REAL ESTATE AND ACCUMULATED DEPRECIATION
JULY 31, 2001
======================================================================================================
COL. A | COL. B | COL. C | COL. D
--------------------------------|-------------|---------------------------|---------------------------
| | | COST CAPITALIZED
| | INITIAL COST TO COMPANY | SUBSEQUENT TO ACQUISITION
| |---------------------------|---------------------------
| ENCUM- | BUILDING & | CARRIED
DESCRIPTION | BRANCES | LAND IMPROVEMENTS | IMPROVEMENTS COST
------------------------------------------------------------------------------------------------------
OFFICE AND RENTAL BUILDINGS
Brooklyn, New York
Fulton Street at Bond Street ... $ -- $1,703,157 $ 3,862,454 $ 7,496,350 $ --
Jamaica, New York
Jamaica Avenue at
169th Street 5,166,667 .... -- 3,215,699 12,489,654 -- --
Fishkill, New York
Route 9 at Interstate
Highway 84 ..................... 2,163,500 467,341 7,212,116 2,347,858 --
Brooklyn, New York
Jowein Building
Fulton Street and Elm Place .... 479,819 1,622,232 770,561 9,477,180 --
Levittown, New York
Hempstead Turnpike -- 95,256 200,560 72,990 --
Circleville, Ohio
Tarlton Road ................... 489,858 120,849 4,388,456 -- --
---------- ---------- ----------- ----------- -------
Total (A) .................... $8,299,844 $4,008,835 $19,649,846 $31,884,032 $ --
========== ========== =========== =========== =======
====================================================================================================================================
COL. A | COL. E | COL. F | COL. G | COL. H | COL. I
----------------------------------|----------------------------------------|--------------|--------------|----------|---------------
| GROSS AMOUNT AT WHICH CARRIED | | | | LIFE ON WHICH
| AT CLOSE OF PERIOD | | | |DEPRECIATION IN
|----------------------------------------| | | | LATEST INCOME
| BUILDING & | ACCUMULATED | DATE OF | DATE | STATEMENT IS
DESCRIPTION | LAND IMPROVEMENTS TOTAL | DEPRECIATION | CONSTRUCTION | ACQUIRED | COMPUTED
------------------------------------------------------------------------------------------------------------------------------------
OFFICE AND RENTAL BUILDINGS
Brooklyn, New York
Fulton Street at Bond Street ... $1,703,157 $11,358,804 $13,061,961 $ 5,342,817 Various Various (1)(2)
Jamaica, New York
Jamaica Avenue at
169th Street 5,166,667 .... -- 15,705,353 15,705,353 5,974,308 1959 1959 (1)(2)
Fishkill, New York
Route 9 at Interstate
Highway 84 ..................... 467,341 9,559,974 10,027,315 5,339,171 10/74 11/72 (1)
Brooklyn, New York
Jowein Building
Fulton Street and Elm Place .... 1,622,232 10,247,741 11,869,973 6,182,026 1915 1950 (1)(2)
Levittown, New York
Hempstead Turnpike 95,256 273,550 368,806 247,064 4/69 6/62 (1)
Circleville, Ohio
Tarlton Road ................... 120,849 4,388,456 4,509,305 932,546 9/92 12/92 (1)
---------- ----------- ----------- -----------
Total (A) .................... $4,008,835 $51,533,878 $55,542,713 $24,017,932
========== =========== =========== ===========
----------------
(1) Building and improvements 18-40 years
(2) Improvements to leased property 3-40 years
(A) Does not include Office Furniture and Equipment and Transportation Equipment in the amount of $827,886 and Accumulated
Depreciation thereon of $589,536 at July 31, 2001.
YEAR ENDED JULY 31,
---------------------------------------
2001 2000 1999
----------- ----------- -----------
INVESTMENT IN REAL ESTATE
Balance at Beginning of Year ............. $52,330,458 $50,621,497 $49,120,806
Improvements ............................. 3,212,255 1,708,961 1,500,691
----------- ----------- -----------
Balance at End of Year ................... $55,542,713 $52,330,458 $50,621,497
=========== =========== ===========
ACCUMULATED DEPRECIATION
Balance at Beginning of Year ............. $22,991,895 $22,035,880 $21,097,162
Additions Charged to Costs and Expenses .. 1,026,037 956,015 938,718
----------- ----------- -----------
Balance at End of Year ................... $24,017,932 $22,991,895 $22,035,880
=========== =========== ===========
14
EXHIBIT INDEX TO FORM 10-K
(2) Plan of acquisition, reorganization, arrangement, liquidation or
succession--not applicable
(3) (i) Articles of incorporation--incorporated by reference
(ii) By-laws--incorporated by reference
(iii) Amendment to By-Laws, effective November 1, 1999
(4) Instruments defining the rights of security holders, including
indentures--see Exhibit (3) above
(9) Voting trust agreement--not applicable
(10) Material contracts--(i) through (iii) incorporated by reference
(11) Statement re computation of per share earnings--not applicable
(12) Statement re computation of ratios--not applicable
(13) Annual report to security holders
(16) Letter re change in certifying auditors--not applicable
(18) Letter re change in accounting principles--not applicable
(21) Subsidiaries of the registrant
(22) Published report regarding matters submitted to vote of security
holders--not applicable
(24) Power of attorney--none
(28) Information from reports furnished to state insurance regulatory
authorities--not applicable
(99) Additional exhibits--none
EXHIBIT 13
(COPY OF ANNUAL REPORT TO SHAREHOLDERS ATTACHED HERETO)
FISCAL YEAR ENDED JULY 31, 2001
(NEXT PAGE)
EXHIBIT 21
SUBSIDIARIES OF THE REGISTRANT
The Registrant owns all of the outstanding stock of the following
corporations, which are included in the Consolidated Financial Statements filed
with this report:
DUTCHESS MALL SEWAGE PLANT, INC. (a New York corporation)
J. W. M. Realty Corp. (an Ohio corporation)
15