EX-13 3 e86326_ex-13.txt J.W. MAYS, INC. ANNUAL REPORT 2001 Year Ended July 31, 2001 J.W. MAYS, INC. CONTENTS PAGE NO. ================================================================================ Summary of Selected Financial Data 2 The Company 2 Message to Shareholders 3 Consolidated Balance Sheets 4-5 Consolidated Statements of Income and Retained Earnings 6 Consolidated Statements of Comprehensive Income 6 Consolidated Statements of Cash Flows 7 Notes to Consolidated Financial Statements 8-15 Report of Independent Auditors 16 Five Year Summary of Consolidated Operations 17 Management's Discussion and Analysis of Financial Condition and Results of Operations 18-20 Quarterly Financial Information (Unaudited) 21 Common Stock and Dividend Information 21 Officers and Directors 22 EXECUTIVE OFFICES 9 Bond Street, Brooklyn, N.Y. 11201-5805 TRANSFER AGENT AND REGISTRAR American Stock Transfer & Trust Company 59 Maiden Lane New York, N.Y. 10038-4502 SPECIAL COUNSEL Holland & Knight LLP 195 Broadway New York, N.Y. 10007-3189 INDEPENDENT AUDITORS D'Arcangelo & Co., LLP 3000 Westchester Avenue Purchase, N.Y. 10577-2538 Annual Meeting The Annual Meeting of Shareholders will be held on Tuesday, November 20, 2001, at 10:00 A.M., New York time, at J.W. MAYS, INC., 9 Bond Street, Brooklyn, New York. 1 J.W. MAYS, INC. SUMMARY OF SELECTED FINANCIAL DATA (dollars in thousands except per share data)
2001 2000 1999 1998 1997 ===================================================================================== Rental Income $11,281 $10,451 $10,250 $10,249 $ 9,666 Rental Income--Affiliated Company 414 414 411 414 414 Recovery of Real Estate Taxes -- -- -- 1,219 -- ------------------------------------------------------------------------------------- Total Revenues 11,695 10,865 10,661 11,882 10,080 ------------------------------------------------------------------------------------- Net Income 1,291 1,066 1,164 1,838 811 ------------------------------------------------------------------------------------- Real Estate--Net 31,525 29,339 28,586 28,024 27,953 ------------------------------------------------------------------------------------- Total Assets 45,578 42,485 41,657 41,375 40,406 ------------------------------------------------------------------------------------- Long-Term Debt: Mortgages Payable 7,332 6,000 6,440 7,814 8,642 Other 364 362 491 582 641 Total 7,696 6,362 6,931 8,396 9,283 ------- ------- ------- ------- ------- Shareholders' Equity 33,033 31,803 31,067 30,059 28,030 ------------------------------------------------------------------------------------- Net Income Per Common Share $ .62 $ .50 $ .54 $ .86 $ .38 Cash Dividends Declared Per Share -- -- -- -- -- -------------------------------------------------------------------------------------
Average common shares outstanding for fiscal 2001, 2,066,390; 2000, 2,118,908; 1999 and 1998, 2,135,780 and 1997, 2,136,175. THE COMPANY ================================================================================ J.W. Mays, Inc. was founded in 1924 and incorporated under the laws of the State of New York on July 6, 1927. The Company operates a number of commercial real estate properties located in Brooklyn and Jamaica in New York City, in Levittown, Long Island, New York, in Fishkill, Dutchess County, New York and in Circleville, Ohio. The major portion of these properties is owned and the balance is leased. A substantial percentage of these properties is leased to tenants while the remainder is available for lease. More comprehensive information concerning the Company appears in its Form 10-K Annual Report for the fiscal year ended July 31, 2001. 2 J.W. MAYS, INC. TO OUR SHAREHOLDERS: ================================================================================ At the outset, I wish to say that our thoughts and prayers are still with all of those who have lost families, loved ones, colleagues and friends in the terrible attacks on New York and Washington on September 11th. We are reminded daily of the tens of thousands of people whose lives have been drastically altered, adversely, for life. As an obligation to all the victims and because the survival of the American way of life is at stake, we must tighten our belts and support this war against the terrorists and the terrorist nations. With respect to the activities of the Company in the last fiscal year, I can report continued improvement in the Company's financial position. In fiscal 2001 our revenues were $11,694,953 compared to $10,864,565 in the 2000 fiscal year. Net income for fiscal 2001 was $1,290,594, or $.62 per share. This compares to fiscal 2000 net income of $1,065,938, or $.50 per share. In connection with a recent lease executed with the State of New York for an agency of the State for offices in a significant portion of a floor in Jamaica, New York property, the Company closed the loan, converted it to a ten-year mortgage, in the amount of $3,500,000 and the proceeds of which were utilized in connection with the necessary improvements to accommodate this new leasehold. Occupancy by the State of New York commenced May 1, 2001. We are actively pursuing both governmental office agencies and prospective corporate tenants which may be seeking back office space or upgraded office space, both in the Fishkill property and in our Brooklyn properties. We are encouraged at the progress achieved during the fiscal year 2001. I sincerely appreciate the efforts of our employees, the guidance of the Board of Directors and the support of our shareholders. We will continue our work for increasing shareholder value. /s/ LLOYD J. SHULMAN ----------------------------- Lloyd J. Shulman Chairman, President and Chief Executive Officer October 11, 2001 3 J.W. MAYS, INC. CONSOLIDATED BALANCE SHEETS July 31, 2001 and 2000
ASSETS 2001 2000 ========================================================================================================= Property and Equipment--at cost (Notes 1 and 3): Buildings and improvements ................................................ $42,371,769 $38,917,272 Improvements to leased property ........................................... 9,158,009 9,158,009 Fixtures and equipment .................................................... 613,460 572,189 Land ...................................................................... 4,008,835 4,008,835 Other ..................................................................... 214,426 209,223 Construction in progress .................................................. 4,100 246,342 ----------- ----------- 56,370,599 53,111,870 Less accumulated depreciation and amortization ............................ 24,607,468 23,557,465 ----------- ----------- Property and equipment--net ........................................... 31,763,131 29,554,405 ----------- ----------- Current Assets: Cash and cash equivalents (Notes 10 and 11) ............................... 1,003,130 1,529,082 Marketable securities (Notes 1, 2 and 11) ................................. 43,741 41,685 Receivables (Note 7) ...................................................... 619,062 215,872 Deferred income taxes (Notes 1 and 5) ..................................... 112,000 180,000 Security deposits ......................................................... -- 33,125 Prepaid expenses .......................................................... 1,083,256 1,005,279 ----------- ----------- Total current assets .................................................. 2,861,189 3,005,043 ----------- ----------- Other Assets: Deferred charges (Note 1) ................................................. 2,980,935 2,619,188 Less accumulated amortization ............................................. 1,654,395 1,466,651 ----------- ----------- Net ................................................................... 1,326,540 1,152,537 Security deposits (Note 11) ............................................... 663,358 613,799 Unbilled receivables (Notes 1 and 7) ...................................... 4,756,828 4,735,115 Unbilled receivable--affiliated company (Notes 1 and 7) ................... 181,937 363,875 Receivables ............................................................... 430,914 -- Marketable securities (Notes 1, 2 and 11) ................................. 3,593,770 3,059,770 ----------- ----------- Total other assets .................................................... 10,953,347 9,925,096 ----------- ----------- TOTAL ASSETS .......................................................... $45,577,667 $42,484,544 =========== ===========
See Notes to Consolidated Financial Statements. 4
LIABILITIES AND SHAREHOLDERS' EQUITY 2001 2000 ========================================================================================================= Long-Term Debt: Mortgages payable (Notes 3 and 11) ........................................ $ 7,331,449 $ 5,999,844 Other (Note 4) ............................................................ 364,190 362,443 ----------- ----------- Total long-term debt .................................................. 7,695,639 6,362,287 ----------- ----------- Deferred Income Taxes (Notes 1 and 5) ....................................... 2,924,000 2,333,000 ----------- ----------- Current Liabilities: Accounts payable .......................................................... 29,324 43,663 Payroll and other accrued liabilities (Note 8) ............................ 680,746 756,660 Income taxes payable (Notes 1 and 5) ...................................... 200,689 22,365 Other taxes payable ....................................................... 2,941 3,414 Current portion of long-term debt--mortgages payable (Notes 3 and 11) ..... 968,395 1,023,035 Current portion of long-term debt--other (Note 4) ......................... 43,333 137,125 ----------- ----------- Total current liabilities ............................................. 1,925,428 1,986,262 ----------- ----------- Total liabilities ..................................................... 12,545,067 10,681,549 ----------- ----------- Shareholders' Equity: Common stock, par value $1 each share (shares--5,000,000 authorized; 2,178,297 issued) ............................................ 2,178,297 2,178,297 Additional paid in capital ................................................ 3,346,245 3,346,245 Unrealized gain on available-for-sale securities (Notes 1 and 2) .......... 515,878 63,117 Retained earnings ......................................................... 28,052,532 26,761,938 ----------- ----------- 34,092,952 32,349,597 Less common stock held in treasury, at cost--145,017 shares at July 31, 2001 and 90,017 shares at July 31, 2000 ......................... 1,060,352 546,602 ----------- ----------- Total shareholders' equity ............................................ 33,032,600 31,802,995 ----------- ----------- Commitments (Notes 6 and 7) and Contingencies (Note 12) TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY ............................ $45,577,667 $42,484,544 =========== ===========
5 J.W. MAYS, INC. CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS
Years Ended July 31, ----------------------------------------- 2001 2000 1999 ==================================================================================================================== Revenues Rental income (Notes 1 and 7) ......................................... $11,281,344 $10,450,955 $10,250,423 Rental income--affiliated company (Note 7) ............................ 413,609 413,610 410,874 ----------- ----------- ----------- Total revenues .................................................. 11,694,953 10,864,565 10,661,297 ----------- ----------- ----------- Expenses Real estate operating expenses (Note 6) ............................... 5,885,113 5,529,850 5,312,787 Administrative and general expenses ................................... 2,392,218 2,240,372 2,119,558 Bad debts (recovery) (Note 12) ........................................ (47,532) -- (17,115) Depreciation and amortization (Note 1) ................................ 1,079,449 1,009,859 1,002,733 ----------- ----------- ----------- Total expenses .................................................. 9,309,248 8,780,081 8,417,963 ----------- ----------- ----------- Income from operations before investment income, interest expense and income taxes ..................................... 2,385,705 2,084,484 2,243,334 ----------- ----------- ----------- Investment income and interest expense Investment income (Notes 1 and 2) ..................................... 263,641 296,768 278,162 Interest expense (Notes 3 and 10) ..................................... 572,752 618,314 683,674 ----------- ----------- ----------- (309,111) (321,546) (405,512) ----------- ----------- ----------- Income before income taxes ............................................. 2,076,594 1,762,938 1,837,822 Income taxes provided (Notes 1 and 5) .................................. 786,000 697,000 674,000 ----------- ----------- ----------- Net income ............................................................. 1,290,594 1,065,938 1,163,822 Retained earnings, beginning of year ................................... 26,761,938 25,696,000 24,532,178 ----------- ----------- ----------- Retained earnings, end of year ......................................... $28,052,532 $26,761,938 $25,696,000 =========== =========== =========== Income per common share (Note 1) ....................................... $ .62 $ .50 $ .54 =========== =========== =========== Dividends per share .................................................... -- -- -- =========== =========== =========== Average common shares outstanding ...................................... 2,066,390 2,118,908 2,135,780 =========== =========== =========== See Notes to Consolidated Financial Statements. CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME Years Ended July 31, ----------------------------------------- 2001 2000 1999 ==================================================================================================================== Net Income ............................................................. $ 1,290,594 $ 1,065,938 $ 1,163,822 ----------- ----------- ----------- Other comprehensive income, net of tax Unrealized gain (loss) on available-for-sale securities, net of taxes (benefit) of $233,000, $(38,000) and $(61,000) for the fiscal years 2001, 2000 and 1999, respectively ................ 452,761 (73,881) (155,881) Reclassification adjustment ............................................ 761 (26,734) (2,202) ----------- ----------- ----------- Other comprehensive income (loss) ...................................... 453,522 (100,615) (158,083) ----------- ----------- ----------- Comprehensive income ................................................... $ 1,744,116 $ 965,323 $ 1,005,739 =========== =========== ===========
See Notes to Consolidated Financial Statements. 6 J.W. MAYS, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS
Years Ended July 31, ---------------------------------------- 2001 2000 1999 ==================================================================================================================== Cash Flows From Operating Activities Net income ............................................................. $1,290,594 $1,065,938 $1,163,822 Adjustments to reconcile net income to net cash provided by operating activities: Deferred income taxes ................................................. 426,000 530,000 529,000 Amortization of premium on marketable debt securities ........................................................... -- -- (623) Realized (gain) loss on marketable securities ......................... 761 (26,734) (2,202) Depreciation and amortization ......................................... 1,079,449 1,009,859 1,002,733 Amortization of deferred expenses ..................................... 228,746 214,139 240,818 Other assets--deferred expenses ....................................... (402,749) (145,848) (81,372) --unbilled receivables .................................... (21,713) (311,698) (405,502) --unbilled receivable--affiliated company ................. 181,938 181,937 181,938 --receivables ............................................. -- 12,534 167,777 --receivable--affiliated company .......................... -- -- 87,943 Changes in: Receivables ........................................................... (834,104) 199,371 46,527 Prepaid expenses ...................................................... (77,977) (44,665) (6,886) Income taxes refundable ............................................... -- 38,727 (38,727) Accounts payable ...................................................... (14,339) 13,935 (13,054) Payroll and other accrued liabilities ................................. (75,914) 376,520 (179,204) Income taxes payable .................................................. 178,324 22,365 (82,348) Other taxes payable ................................................... (473) 1,209 298 ---------- ---------- ---------- Net cash provided by operating activities .......................... 1,958,543 3,137,589 2,610,938 ---------- ---------- ---------- Cash Flows From Investing Activities Acquisition of property and equipment .................................. (3,288,175) (1,778,229) (1,321,921) Security deposits ...................................................... (16,434) (7,335) (15,942) Marketable securities: Receipts from sales or maturities ..................................... 276,000 139,134 644,714 Payments for purchases ................................................ (127,056) (280,342) (577,404) Net cash (used) by investing activities ............................ (3,155,665) (1,926,772) (1,270,553) ---------- ---------- ---------- Cash Flows From Financing Activities Borrowing--mortgage .................................................... 2,300,000 -- -- Increase--security deposits ............................................ 11,955 2,687 10,668 Payments--mortgage and other debt ...................................... (1,127,035) (917,765) (909,189) Purchase of treasury stock ............................................. (513,750) (256,500) -- ---------- ---------- ---------- Net cash provided (used) by financing activities ................... 671,170 (1,171,578) (898,521) ---------- ---------- ---------- Net increase (decrease) in cash and cash equivalents ................... (525,952) 39,239 441,864 Cash and cash equivalents at beginning of year ......................... 1,529,082 1,489,843 1,047,979 Cash and cash equivalents at end of year ............................... $1,003,130 $1,529,082 $1,489,843 ========== ========== ==========
See Notes to Consolidated Financial Statements. 7 J.W. MAYS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS ================================================================================ 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: CONSOLIDATION: The consolidated financial statements include the accounts of the Company, a New York corporation and its subsidiaries, which are wholly-owned. Material intercompany items have been eliminated in consolidation. ACCOUNTING RECORDS AND USE OF ESTIMATES: The accounting records are maintained in accordance with accounting principles generally accepted in the United States of America ("GAAP"). The preparation of the Company's financial statements in accordance with GAAP requires management to make estimates that affect the reported consolidated statements of income and retained earnings, comprehensive income and the consolidated balance sheets and related disclosures. Actual results could differ from those estimates. RENTAL INCOME: All of the real estate owned by the Company is held for leasing to tenants except for a small portion used for Company offices. Rent is recognized from tenants under executed leases no later than on an established date or on an earlier date if the tenant should commence conducting business. Unbilled receivables represent the excess of scheduled rental income recognized on a straight-line basis over rental income as it becomes receivable according to the provisions of the lease. Contingent rental income is recorded when earned and is not based on tenant revenue. MARKETABLE SECURITIES: The Company categorizes marketable securities as either trading, available-for-sale or held-to-maturity. Trading securities are carried at fair value with unrealized gains and losses included in income. Available-for-sale securities are carried at fair value with unrealized gains and losses recorded as a separate component of shareholders' equity. Held-to-maturity securities are carried at amortized cost. Dividends and interest income are accrued as earned. Realized gains and losses are determined on a specific identification basis. PROPERTY AND EQUIPMENT: Property and equipment are stated at cost. Depreciation is calculated using the straight-line method and the declining-balance method. Amortization of improvements to leased property is calculated over the shorter of the life of the lease or the estimated useful life of the improvements. Lives used to determine depreciation and amortization are generally as follows: Building and improvements ..........................18-40 years Improvements to leased property .................... 3-40 years Fixtures and equipment ............................. 7-12 years Other .............................................. 3-5 years Maintenance, repairs, renewals and improvements of a non-permanent nature are charged to expense when incurred. Expenditures for additions and major renewals or improvements are capitalized. The cost of assets sold or retired and the accumulated depreciation or amortization thereon are eliminated from the respective accounts in the year of disposal, and the resulting gain or loss is credited or charged to income. Interest is capitalized in connection with the construction/renovations of real property. The capitalized interest is recorded as part of the asset to which it relates and is amortized over the asset's estimated useful life. The Company reviews long-lived assets for impairment whenever circumstances and situations change such that there is an indication that the carrying amounts may not be recovered. At July 31, 2001 and 2000, there were no impairments of its long-lived assets. COMPREHENSIVE INCOME: SFAS No. 130, "Reporting Comprehensive Income", establishes standards for the reporting of comprehensive income and its components. It requires all items that are required to be recognized as components of comprehensive income be reported in a financial statement that is displayed with the same prominence as other income statement information. Comprehensive income is defined to include all changes in equity except those resulting from investments by and distributions to shareholders. 8 ================================================================================ DEFERRED CHARGES: Deferred charges consist principally of costs incurred in connection with the leasing of property to tenants. Such costs are amortized over the related lease periods, ranging from 1 to 23 years, using the straight-line method. INCOME TAXES: Deferred income taxes are provided for the temporary differences between the financial reporting basis and the tax basis of the Company's assets and liabilities. Deferred tax assets result principally from the recording of certain accruals and reserves which currently are not deductible for tax purposes. Deferred tax liabilities result principally from temporary differences in the recognition of gains and losses from certain investments and from the use, for tax purposes, of accelerated depreciation. INCOME PER SHARE OF COMMON STOCK: Income per share has been computed by dividing net income for the year by the weighted average number of shares of common stock outstanding during the year, adjusted for the purchase of treasury stock. Shares used in computing income per share were 2,066,390 in fiscal 2001, 2,118,908 in fiscal 2000 and 2,135,780 in fiscal 1999. The Company's adoption of FASB 128 "Earnings per Share" has had no effect on the computation of previously reported earnings per share. 2. MARKETABLE SECURITIES: As of July 31, 2001 and 2000, the Company's marketable securities were classified as follows:
2001 2000 --------------------------------------------- --------------------------------------------- GROSS GROSS Gross Gross UNREALIZED UNREALIZED FAIR Unrealized Unrealized Fair COST GAINS LOSSES VALUE Cost Gains Losses Value ---------- ---------- ---------- --------- --------- ---------- ---------- --------- Current: Certificate of deposit ...... $ 43,741 $ -- $ -- $ 43,741 $ 41,685 $ -- $-- $ 41,685 ========== ======== ===== ========== ========== ======== === ========== Non-current: Available-for-sale: Equity securities .......... $2,812,892 $780,878 $ -- $3,593,770 $2,964,653 $ 95,117 $-- $3,059,770 ========== ======== ===== ========== ========== ======== === ==========
Investment income for the years ended July 31, 2001, 2000 and 1999 consists of the following: 2001 2000 1999 -------- -------- -------- Interest income ......................... $ 60,511 $ 67,516 $ 82,344 Dividend income ......................... 203,891 202,518 193,616 Gain (loss) on sale of securities ....... (761) 26,734 2,202 -------- -------- -------- Total ................................. $263,641 $296,768 $278,162 ======== ======== ======== 9 ================================================================================ 3. LONG-TERM DEBT:
JULY 31, 2001 July 31, 2000 ------------------------ ------------------------ Current Annual Final DUE DUE Due Due Interest Payment WITHIN AFTER Within After Rate Date ONE YEAR ONE YEAR One Year One Year -------- ------- -------- ---------- ---------- ---------- Mortgages: Jamaica, New York property .......... (a) 8 1/2% 4/01/07 $266,667 $2,600,000 $ 266,666 $2,866,667 Jamaica, New York property .......... (b) variable 8/01/06 74,623 2,225,377 -- -- Jowein building, Brooklyn, N.Y. ..... (c) 9 % 3/31/05 112,727 367,092 103,128 479,819 Fishkill, New York property ......... (d) 8 1/4% 7/01/04 96,965 2,066,535 89,312 2,163,500 Circleville, Ohio property .......... (e) 7 % 9/30/02 417,413 72,445 389,272 489,858 Brooklyn, New York property- Paid off 4/30/01 ................... (f) -- -- -- -- 174,657 -- -------- ---------- ---------- ---------- Total ............................ $968,395 $7,331,449 $1,023,035 $5,999,844 ======== ========== ========== ==========
(a) The Company, on September 11, 1996, closed a loan with a bank in the amount of $4,000,000. The loan is secured by a first mortgage lien covering the entire leasehold interest of the Company, as tenant, in a certain ground lease and building in the Jamaica, New York property. The interest rate on the loan is 8 1/2% for a period of five (5) years and six (6) months, with such rate to change on the first day of the sixty-seventh (67th) month of the term to a rate equal to the then prime rate plus 1/4%, fixed for the balance of the term. The loan is to become due and payable on the first day of the month following the expiration of ten (10) years and six (6) months from the closing date. (b) The Company, on December 13, 2000, closed a loan with a bank in the amount of $3,500,000. The loan is secured by a second position leasehold mortgage covering the entire leasehold interest of the Company as tenant in a certain ground lease and building in the Jamaica, New York property. The loan proceeds are to be utilized by the Company toward its costs of capital improvements of the premises in connection with the Company's lease of 42,250 square feet of a floor in the building to the State of New York. The loan is structured in two phases: 1.) A fifteen-month construction term with interest only on the amount owing at a floating rate per annum equal to the prime rate. During this period, the Company is to have the option to secure advances against the loan amount. 2.) Upon completion of the renovations, the construction loan would convert to a ten (10) year second mortgage permanent loan on a fifteen (15) year level amortization, plus interest, at the option of the Company. The interest rate on the permanent loan during the first five (5) years is at a fixed rate per annum equal to 2.25% above the five (5) year Treasury Note Rate in effect at the time of conversion to a permanent loan. The interest rate during the second five (5) year renewal term is at a fixed rate per annum equal to 2.25% above the five (5) year Treasury Note Rate, as of the start of the renewal term. Payments are to be made, in arrears, on the first day of each and every month calculated (a) during the period of the construction loan, interest only, and (b) during the ten (10) year period of the term loan, at the sum of the interest rate plus amortization sufficient to fully liquidate the loan over a fifteen (15) year period. As additional collateral security, the Company will conditionally assign to the bank all leases and rents on the premises, or portions thereof, whether now existing or hereafter consummated. The Company has an option to prepay principal, in whole or in part, plus interest accrued thereon, at any time during the term, without premium or penalty. Other provisions of the loan agreement provide certain restrictions on the incurrence of indebtedness and the sale or transfer of the Company's ground lease interest in the premises. Both credit facilities will be subject to the bank's existing first position mortgage loan on the premises. As of July 31, 2001, the Company has secured advances of $2,300,000 against the principal amount of the loan. On August 2, 2001, the Company took down the balance of the loan of $1,200,000. Had the Company taken down the $1,200,000 at July 31, 2001, the end of the Company's fiscal year, the long-term debt due within one year would have reflected an additional amount of $39,714. (c) Mortgage is held by an affiliated corporation owned by members, including certain directors of the Company, of the family of the late Joe Weinstein, former Chairman of the Board of Directors. Interest and amortization of principal are paid quarterly. Effective April 1, 2000, the maturity date of the mortgage, which was scheduled to be on March 31, 2000, was extended to March 31, 2005. The interest rate remained at 9%. During the extended period the constant quarterly payments of interest and principal increased from $37,263 to $38,044. The mortgage loan is self-amortizing. 10 (d) On June 2, 1999, the existing first mortgage loan balance on the Fishkill, New York property was extended for a period of five years. The annual interest rate was reduced from 9% to 8 1/4% and the interest and principal payments are to be made in constant monthly amounts based upon a fifteen (15) year payout period. (e) The mortgage loan, which is self-amortizing, matures September 30, 2002. The loan is payable at an annual interest rate of 7%. Under the terms of the loan, constant monthly payments, including interest and principal, are currently in the amount of $36,540. (f) The mortgage loan was paid off on April 30, 2001. Maturities of long-term debt--mortgages payable outstanding at July 31, 2001, are as follows: Years ending July 31, 2002 (included in current liabilities), $968,395; 2003, $663,059; 2004, $617,985; 2005, $609,647; 2006, $2,319,275, and thereafter, $3,121,483. 4. LONG-TERM DEBT--OTHER: Long-Term debt--Other consists of the following:
JULY 31, 2001 July 31, 2000 ------------------------ ----------------------- DUE WITHIN DUE AFTER Due Within Due After ONE YEAR ONE YEAR One Year One Year ---------- --------- ---------- --------- Deferred compensation* .......... $43,333 $ -- $104,000 $ 43,333 Lease security deposits** ....... -- 364,190 33,125 319,110 ------- -------- -------- -------- Total ....................... $43,333 $364,190 $137,125 $362,443 ======= ======== ======== ========
Maturities of long-term debt--other, outstanding at July 31, 2001, are as follows: Years ending July 31, 2002 (included in current liabilities), $43,333; 2003, $1,110; 2004, $6,265; 2005, $113,295; 2006, $37,132, and thereafter, $206,388. ---------- * In fiscal 1964, the Company entered into a deferred compensation agreement with Max L. Shulman, its then Chairman of the Board. The agreement, as amended, provides for $520,000 to be paid in monthly installments of $8,666.67 for a period of 60 months, payable upon the expiration of his employment, retirement or permanent disability as defined in the agreement, or death. Mr. Shulman retired December 31, 1996 and the monthly payments commenced January, 1997. ** Does not include three irrevocable letters of credit totaling $291,500 at July 31, 2001 and $275,000 at July 31, 2000, provided by three tenants. 11 ================================================================================ 5. INCOME TAXES: Significant components of the Company's deferred tax assets and liabilities as of July 31, 2001 and 2000, are a result of temporary differences related to the items described as follows:
2001 2000 ------------------------------ ----------------------------- DEFERRED DEFERRED Deferred Deferred TAX ASSETS TAX LIABILITIES Tax Assets Tax Liabilities ---------- --------------- ---------- --------------- Net operating loss carryforward .......................... $ -- $ -- $192,056 $ -- Alternative minimum tax credit carryforward .............. 197,888 -- 356,814 -- Deferred compensation not currently deductible ........... 14,733 -- 50,093 -- Rental income received in advance ........................ 59,128 -- 106,063 -- Unbilled receivables ..................................... -- 1,679,180 -- 1,733,657 Property and equipment ................................... -- 1,160,513 -- 1,114,820 Unrealized gain on available-for-sale securities ......... -- 265,499 -- 32,340 Other .................................................... 21,443 -- 22,791 -- -------- ---------- -------- ---------- $293,192 $3,105,192 $727,817 $2,880,817 ======== ========== ======== ==========
The Company has determined, based on its history of operating earnings and expectations for the future, that it is more likely than not that future taxable income will be sufficient to fully utilize the deferred tax assets at July 31, 2001. Income taxes provided for the years ended July 31, 2001, 2000 and 1999 consists of the following:
2001 2000 1999 -------- -------- -------- Current: Federal ...................................................... $202,900 $ 29,600 $ 21,400 State and City ............................................... 157,100 137,400 123,600 Deferred taxes ................................................ 426,000 530,000 529,000 -------- -------- -------- Total provision ............................................ $786,000 $697,000 $674,000 ======== ======== ========
Components of the deferred tax provision for the years ended July 31, 2001, 2000 and 1999 consists of the following:
2001 2000 1999 -------- -------- -------- Book depreciation over (under) tax depreciation ................ $ 45,941 $(15,088) $174,842 Reduction (increase) of rental income received in advance ....................................................... 46,935 (92,652) 17,837 Increase (decrease) in unbilled receivables .................... (54,477) 44,119 76,012 Deferred compensation .......................................... 35,360 35,360 35,360 Net operating loss carryforwards ............................... 192,056 571,506 293,200 Alternative minimum tax (benefit) .............................. 158,926 (29,521) (21,479) Other .......................................................... 1,259 16,276 (46,772) -------- -------- -------- $426,000 $530,000 $529,000 ======== ======== ========
12 ================================================================================ Taxes provided for the years ended July 31, 2001, 2000 and 1999 differ from amounts which would result from applying the federal statutory tax rate to pre-tax income, as follows:
2001 2000 1999 ---------- ---------- ---------- Income before income taxes ......................... $2,076,594 $1,762,937 $1,837,822 Dividends received deduction ....................... (80,700) (45,694) (52,820) Other-net .......................................... 11,424 44,522 (38,600) ---------- ---------- ---------- Adjusted pre-tax income ............................ 2,007,318 $1,761,765 $1,746,402 ========== ========== ========== Statutory rate ..................................... 34% 34% 34% Income tax provision at statutory rate ............. $ 682,420 $ 599,000 $ 594,000 State and City income taxes, net of federal income tax benefit ................................ 103,580 98,000 80,000 ---------- ---------- ---------- Income taxes provided .............................. $ 786,000 $ 697,000 $ 674,000 ========== ========== ==========
The Company's fiscal 2000 federal income tax liability of $30,000 was determined using the Alternative Minimum Tax ("AMT"), a separate parallel tax system. The excess of the AMT over the regular tax is a credit which can be carried forward indefinitely to reduce future regular tax liabilities. The Company has additional AMT credits from prior years. AMT credits totalling $158,926 were utilized to reduce the fiscal 2001 regular federal tax liability. At July 31, 2001 the Company has AMT credits of $198,000 available to offset future tax liabilities. 6. LEASES: The Company's real estate operations encompass both owned and leased properties. The current leases on leased property, most of which have options to extend the term, range from 1 year to 26 years. Certain of the leases provide for additional rentals under certain circumstances and obligate the Company for payments of real estate taxes and other expenses. Rental expense for leased real property for each of the three fiscal years ended July 31, 2001 was exceeded by sublease rental income, as follows:
2001 2000 1999 ---------- ---------- ---------- Minimum rental expense ........................... $1,160,973 $1,158,749 $1,155,118 Contingent rental expense ........................ 1,169,893 1,094,897 1,032,643 ---------- ---------- ---------- 2,330,866 2,253,646 2,187,761 Sublease rental income ........................... 6,155,370 5,512,126 5,437,421 ---------- ---------- ---------- Excess of rental income over expense ........ $3,824,504 $3,258,480 $3,249,660 ========== ========== ==========
Rent expense paid to an affiliate owned by certain directors of the Company totaled $165,300 for fiscal year ended July 31, 2001 and $160,800 for fiscal years ended July 31, 2000 and 1999. Rent expense is recognized on a straight-line basis over the lives of the leases. Future minimum non-cancellable rental commitments for operating leases with initial or remaining terms of one year or more are payable as follows: Fiscal OPERATING Year LEASES ---- ----------- 2002 ........................................ $ 1,139,007 2003 ........................................ 1,139,007 2004 ........................................ 1,139,007 2005 ........................................ 1,126,750 2006 ........................................ 1,120,007 After 2006 .................................. 5,350,395 ----------- Total required* ......................... $11,014,173 =========== * Minimum payments have not been reduced by minimum sublease rentals of $37,052,038 under operating leases due in the future under non-cancellable leases. 13 ================================================================================ 7. RENTAL INCOME: Rental income for each of the fiscal years 2001, 2000 and 1999 is as follows:
July 31, ----------------------------------------------- 2001 2000 1999 ----------- ----------- ----------- Minimum rentals Company owned property ............. $ 5,006,728 $ 4,890,946 $ 4,803,089 Operating leases ................... 5,256,494 4,751,200 4,733,897 10,263,222 9,642,146 9,536,986 Contingent rentals Company owned property ............. 532,855 461,493 420,787 Operating leases ................... 898,876 760,926 703,524 1,431,731 1,222,419 1,124,311 ----------- ----------- ----------- Total ............................ $11,694,953 $10,864,565 $10,661,297 =========== =========== ===========
Future minimum non-cancellable rental income for leases with initial or remaining terms of one year or more is as follows: Fiscal COMPANY OPERATING Year OWNED PROPERTY LEASES TOTAL ------ -------------- ----------- ----------- 2002 ................. $ 5,089,971 $ 5,978,247 $11,068,218 2003 ................. 3,886,680 5,547,210 9,433,890 2004 ................. 3,300,367 5,046,468 8,346,835 2005 ................. 3,042,885 4,915,104 7,957,989 2006 ................. 2,892,670 3,958,790 6,851,460 After 2006 ........... 11,772,156 11,606,219 23,378,375 ----------- ----------- ----------- Total ............ $29,984,729 $37,052,038 $67,036,767 =========== =========== =========== Rental income from an affiliate owned by certain directors of the Company totaled $413,609 for fiscal year 2001, $413,610 for fiscal year 2000 and $410,874 for fiscal year 1999. Rent income is recognized on a straight-line basis over the lives of the leases. Amounts due from the affiliated company are as follows: July 31, ------------------------- 2001 2000 -------- -------- Unbilled receivables ..................... $181,937 $363,875 8. PAYROLL AND OTHER ACCRUED LIABILITIES: Payroll and other accrued liabilities for the years ended July 31, 2001 and 2000 consists of the following: 2001 2000 -------- -------- Payroll ............................................ $ 97,826 $ 98,004 Interest ........................................... 54,779 49,181 Professional fees .................................. 50,465 55,750 Rents received in advance .......................... 173,906 311,949 Utilities .......................................... 51,766 101,080 Brokers commissions ................................ 122,996 20,991 Construction costs ................................. 32,000 23,025 Other .............................................. 97,008 96,680 -------- -------- Total ......................................... $680,746 $756,660 ======== ======== 14 ================================================================================ 9. EMPLOYEES' RETIREMENT PLAN: The Company sponsors a noncontributory Money Purchase Plan covering substantially all of its employees. Operations were charged $260,785, $230,719 and $225,353 as contributions to the Plan for fiscal years 2001, 2000 and 1999, respectively. 10. CASH FLOW INFORMATION: For purpose of reporting cash flows, the Company considers cash equivalents to consist of short-term highly liquid investments with maturities of three months or less, which are readily convertible into cash. Supplemental disclosure:
Years Ended July 31, ---------------------------------- 2001 2000 1999 -------- -------- -------- Interest paid, net of capitalized interest of $45,205 for fiscal year 2001. There was no capitalized interest for fiscal year 2000 and 1999 ............................................. $567,153 $623,688 $690,187 Income taxes paid ..................................... $181,676 $105,908 $266,075
11. FINANCIAL INSTRUMENTS AND CREDIT RISK CONCENTRATIONS: The following disclosure of estimated fair value was determined by the Company, using available market information and appropriate valuation methods. Considerable judgment is necessary to develop estimates of fair value. The estimates presented herein are not necessarily indicative of the amounts that could be realized upon disposition of the financial instruments. The Company estimates the fair value of its financial instruments using the following methods and assumptions: (i) quoted market prices, when available, are used to estimate the fair value of investments in marketable debt and equity securities; (ii) discounted cash flow analyses are used to estimate the fair value of long-term debt, using the Company's estimate of current interest rates for similar debt; and (iii) carrying amounts in the balance sheet approximate fair value for cash and cash equivalents and tenant security deposits due to their high liquidity. JULY 31, 2001 --------------------------- CARRYING FAIR VALUE VALUE ---------- ---------- Cash and cash equivalents .................. $1,003,130 $1,003,130 Marketable securities ...................... $3,593,770 $3,593,770 Tenant security deposits ................... $ 364,190 $ 364,190 Long-term debt-mortgages payable ........... $8,299,844 $8,698,444 Financial instruments that are potentially subject to concentrations of credit risk consist principally of marketable securities, cash and cash equivalents and receivables. Marketable securities and cash and cash equivalents are placed with high credit quality financial institutions and instruments to minimize risk. The Company derives rental income from thirty-nine tenants, of which one tenant accounted for 16.11% of rental income during the year ended July 31, 2001. No other tenant accounted for more than 10% of rental income during the year ended July 31, 2001. 12. CONTINGENCIES: Jamesway Corporation ("Jamesway"), which occupied retail space in the Fishkill, New York property and whose lease extended to January 31, 2005, filed for relief under Chapter 11 of the Bankruptcy Code on October 18, 1995. Jamesway rejected its lease for the Fishkill location with the approval of the Bankruptcy Court, effective February 29, 1996, but continued occupancy until March 22, 1996. The Company has realized from Jamesway $513,343 or 54% on account of its unsecured claim and 100% of its allowed administrative claim of $54,887, for a total of $568,230. The Company has made no provision in its financial statements for the balance of its claims filed against Jamesway due to the fact that the recovery of $47,532 in the year ended July 31, 2001 represents the final recovery from Jamesway. 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. 15 J.W. MAYS, INC. ================================================================================ INDEPENDENT AUDITORS' REPORT To the Board of Directors and Shareholders J.W. Mays, Inc. and Subsidiaries We have audited the accompanying consolidated balance sheets of J.W. Mays, Inc. and subsidiaries as of July 31, 2001 and 2000, and the related consolidated statements of income and retained earnings, comprehensive income and cash flows for the three years ended July 31, 2001. These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of J.W. Mays, Inc. and its subsidiaries as of July 31, 2001 and 2000, and the results of their operations and their cash flows for the three years ended July 31, 2001 in conformity with accounting principles generally accepted in the United States of America. D'ARCANGELO & CO., LLP Purchase, New York October 11, 2001 16 J.W. MAYS, INC. FIVE YEAR SUMMARY OF CONSOLIDATED OPERATIONS (dollars in thousands except per share data)
Years Ended July 31, --------------------------------------------------------------------------- 2001 2000 1999 1998 1997 =================================================================================================================================== REVENUES Rental income ..................................... $ 11,281 $ 10,451 $ 10,250 $ 10,249 $ 9,666 Rental income--affiliated company ................. 414 414 411 414 414 Recovery of real estate taxes ..................... -- -- -- 1,219 -- ----------- ----------- ----------- ----------- ----------- Total revenues .................................. 11,695 10,865 10,661 11,882 10,080 ----------- ----------- ----------- ----------- ----------- EXPENSES Real estate operating expenses .................... 5,885 5,530 5,312 5,416 5,874 Administrative and general expenses ............... 2,392 2,240 2,119 2,077 1,939 Bad debts (recovery) .............................. (48) -- (17) (53) (419) Depreciation and amortization ..................... 1,080 1,010 1,003 1,011 967 ----------- ----------- ----------- ----------- ----------- Total expenses .................................. 9,309 8,780 8,417 8,451 8,361 ----------- ----------- ----------- ----------- ----------- INCOME FROM OPERATIONS BEFORE INVESTMENT INCOME, INTEREST EXPENSE AND INCOME TAXES ...................................... 2,386 2,085 2,244 3,431 1,719 ----------- ----------- ----------- ----------- ----------- INVESTMENT INCOME AND INTEREST EXPENSE Investment income ................................. 264 297 278 269 268 Interest expense .................................. 573 619 684 812 696 ----------- ----------- ----------- ----------- ----------- (309) (322) (406) (543) (428) ----------- ----------- ----------- ----------- ----------- INCOME BEFORE INCOME TAXES ......................... 2,077 1,763 1,838 2,888 1,291 INCOME TAXES PROVIDED .............................. 786 697 674 1,050 480 ----------- ----------- ----------- ----------- ----------- NET INCOME ......................................... $ 1,291 $ 1,066 $ 1,164 $ 1,838 $ 811 =========== =========== =========== =========== =========== NET INCOME PER COMMON SHARE ........................ $ .62 $ .50 $ .54 $ .86 $ .38 =========== =========== =========== =========== =========== DIVIDENDS PER SHARE ................................ -- -- -- -- -- =========== =========== =========== =========== =========== AVERAGE COMMON SHARES OUTSTANDING .................. 2,066,390 2,118,908 2,135,780 2,135,780 2,136,175 =========== =========== =========== =========== ===========
17 J.W. MAYS, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS ================================================================================ FISCAL 2001 COMPARED TO FISCAL 2000 Net income for the year ended July 31, 2001 amounted to $1,290,594, or $.62 per share, compared to net income for the year ended July 31, 2000 of $1,065,938, or $.50 per share. Revenues in the current year increased to $11,694,953 from $10,864,565 in the comparable 2000 fiscal year. The increase is primarily due to the leasing of 11,200 square feet to one tenant and 42,250 square feet to a second tenant, both at the Company's Jamaica, New York property. The leases commenced September 1, 2000 and May 1, 2001, respectively. Real estate operating expenses in the current year increased to $5,885,113 from $5,529,850 in the comparable 2000 year primarily due to an increase in real estate taxes, payroll, utility, insurance and maintenance costs, partially offset by a decrease in water and sewer costs and licenses and permits. Administrative and general expenses in the current year increased to $2,392,218 from $2,240,372 in the comparable 2000 year primarily due to an increase in payroll, pension and medical costs. Depreciation and amortization expense in the current year increased to $1,079,449 from $1,009,859 in the 2000 year primarily due to depreciation on the additional improvements to the Jamaica, New York property. Interest expense exceeded investment income by $309,111 in fiscal 2001 and by $321,546 in the comparable 2000 year. The decrease was due to scheduled repayments of debt. The bad debt recovery in the amount of $47,532 in the year ended July 31, 2001 relates to the bad debt write-off of $424,011 in the 1996 fiscal year. See Note 12 to the Consolidated Financial Statements. There was no comparable item in the 2000 year. The Company purchased 55,000 shares of its outstanding common stock during the year ended July 31, 2001. The effect on earnings per share for the year ended July 31, 2001 was to increase it by $0.0066. FISCAL 2000 COMPARED TO FISCAL 1999 Net income for the year ended July 31, 2000 amounted to $1,065,938, or $.50 per share, compared to net income for the year ended July 31, 1999 of $1,163,822, or $.54. Revenues in the current year increased to $10,864,565 from $10,661,297 in the comparable 1999 fiscal year. Real estate operating expenses in the current year increased to $5,529,850 from $5,312,787 in the comparable 1999 year primarily due to an increase in real estate taxes, fuel, electric and water and sewer costs, partially offset by a decrease in maintenance costs. Administrative and general expenses in the current year increased to $2,240,372 from $2,119,558 in the comparable 1999 year primarily due to an increase in payroll, pension, medical and insurance costs. Depreciation and amortization expense in the current year increased to $1,009,859 from $1,002,733 in the 1999 year. Interest expense exceeded investment income by $321,546 in fiscal 2000 and by $405,512 in the comparable 1999 year. The decrease was due to scheduled repayments of debt. The pre-tax bad debt final recovery in the amount of $17,115 in the 1999 year relates to prior years' bad debt write-off from McCrory Stores Corporation ("McCrory") which occupied space in the Company's Jowein building in the Fulton Mall, in downtown Brooklyn, New York and which filed for relief under Chapter 11 of the Bankruptcy Code in February 1992. McCrory vacated the premises in 1994. 18 ================================================================================ LIQUIDITY AND CAPITAL RESOURCES: The Company has been operating as a real estate enterprise since the discontinuance of the retail department store segment of its operations on January 3, 1989. Management considers current working capital and borrowing capabilities adequate to cover the Company's planned operating and capital requirements. The Company's cash and cash equivalents amounted to $1,003,130 at July 31, 2001. In fiscal 2001, the Company leased to the State of New York 42,250 square feet of office space in the Company's Jamaica, New York property. Occupancy commenced May 1, 2001. During fiscal 2000, the Company leased an additional 11,200 square feet of office space to the State of New York for use by the Department of Labor which space is contiguous to the existing office space occupied by the Department of Labor in the Company's Jamaica, New York property. Rent for the additional space commenced September 1, 2000. The tenant that occupies 25,915 square feet at the Company's Fishkill, New York property exercised its option to renew its lease for an additional five years. The option period became effective in November, 2000. For the year ending July 31, 2001 the Company increased its cash flow by approximately $400,000 due to scheduled rental increases from existing tenants. The lease with an affiliated company will expire in 2002. This will reduce annual rental income by approximately $413,000. The Company secured financing from a bank in the principal amount of $3,500,000 (see Note 3(b)). As of July 31, 2001, the Company secured advances of $2,300,000 against the principal amount. On August 2, 2001, the Company took down the balance of the loan of $1,200,000 and immediately converted the loan in the principal amount of $3,500,000 to a ten (10) year second mortgage permanent loan at an interest rate during the first five (5) years at a fixed rate per annum of 6.98% (2.25% above the five (5) year Treasury Note rate of 4.73%). The Company has obtained a judgment at a Trial Court in the New York State Court of Claims in the amount of $4,147,500 plus interest, against the State of New York in connection with a condemnation by the State relative to the taking of the Fishkill, New York property and has recently granted a motion that the State pay the Company's legal fees as well. The State immediately appealed the judgment and, we are informed, will appeal the motion granting Mays its legal fees. This award will not be reflected in the Company's financial statement unless, and until, the judgment is reviewed and affirmed or otherwise modified on appeal by the applicable appellate court in the State of New York. CASH FLOWS FROM OPERATING ACTIVITIES: Deferred Expenses: Cash expenditures for the fiscal year ended July 31, 2001 increased by $306,408 due to legal and professional costs and brokerage commissions incurred in obtaining a new tenant, and financing costs to obtain a loan, the proceeds of which were used by the Company toward its costs of capital improvements relating to the new tenant's occupancy at the Company's Jamaica, New York property. Receivables: The Company is due the amount of $787,348 as of July 31, 2001, as reimbursement for expenditures for renovations made on behalf of one tenant at the Jamaica, New York property. The original amount of the reimbursement was $1,558,903 of which $771,551 was received as of July 31, 2001. Prepaid Expenses: Cash expenditures for the fiscal year ended July 31, 2001 increased by $184,833 compared to the comparable fiscal year ended July 31, 2000, due primarily to an increase in real estate taxes and insurance premiums. Payroll and other Accrued Liabilities: Liabilities increased by $112,500 due principally to the recording of a brokerage commission in obtaining a new tenant at the Company's Jamaica, New York property. 19 ================================================================================ CASH FLOWS FROM INVESTING ACTIVITIES: Capital Expenditures: The Company had expenditures of $4,602,273 ($4,184,122 for the fiscal year ended July 31, 2001) to renovate 11,200 square feet of additional space for an existing tenant and 42,250 square feet for a new tenant, both at its Jamaica, New York property, of which $1,558,903 is to be reimbursed by the tenants ($1,387,094 for the fiscal year ended July 31, 2001). The renovation for the 11,200 square feet was completed during December, 2000 and the renovation for the 42,250 square feet was substantially completed May 1, 2001. The Company had expenditures of $236,907 for the fiscal year ended July 31, 2001 for renovations of its Fishkill, New York building. The renovations were completed during July, 2001. CASH FLOWS FROM FINANCING ACTIVITIES: Borrowing: Mortgage Debt -- The Company secured financing from a bank in the principal amount of $3,500,000 (see Note 3 (b)). As of July 31, 2001, the Company secured advances of $2,300,000 against the principal amount. The balance of the mortgage, due May 1, 2001, on the Brooklyn, New York property in the amount of $166,822 was paid off on April 30, 2001. The Company purchased 55,000 shares of its outstanding common stock in a private transaction for a total purchase price of $513,750 in the fiscal year ended July 31, 2001. 20 J.W. MAYS, INC. ================================================================================ QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (dollars in thousands except per share data)
Three months ended ----------------------------------------------------------- Oct. 31, 2000 Jan. 31, 2001 Apr. 30, 2001 July 31, 2001 ------------- ------------- ------------- ------------- Revenues ................................. $2,737 $2,812 $2,855 $3,291 Revenues less expenses ................... 487 243 434 913 Net income ............................... 313 134 294 550 Net income per common share .............. $ .15 $ .07 $ .14 $ .26 Three months ended ----------------------------------------------------------- Oct. 31, 1999 Jan. 31, 2000 Apr. 30, 2000 July 31, 2000 ------------- ------------- ------------- ------------- Revenues ................................. $2,705 $2,727 $2,716 $2,717 Revenues less expenses ................... 462 331 449 521 Net income ............................... 295 197 294 280 Net income per common share .............. $ .14 $ .09 $ .14 $ .13
Income per share is computed independently for each of the quarters presented on the basis described in Note 1 to the Consolidated Financial Statements. COMMON STOCK AND DIVIDEND INFORMATION Effective November 8, 1999, the Company's common stock commenced trading on The Nasdaq SmallCap Market tier of The Nasdaq Stock Market under the Symbol: "Mays". Such shares were previously traded on The Nasdaq National Market. Following is the sales price range per share of J.W. Mays, Inc. common stock during the fiscal years ended July 31, 2001 and 2000: Three months ended Sales Price ------------------ ------------------ High Low ------ ----- October 31, 2000 .......................... 14.000 8.500 January 31, 2001 .......................... 10.500 7.594 April 30, 2001 ............................ 11.750 9.500 July 31, 2001 ............................. 9.950 9.500 October 31, 1999 .......................... 7.250 5.125 January 31, 2000 .......................... 6.375 5.000 April 30, 2000 ............................ 6.125 5.000 July 31, 2000 ............................. 7.000 4.500 The quotations were obtained for the respective periods from the National Association of Securities Dealers, Inc. There were no dividends declared in either of the two fiscal years. On September 21, 2001, the Company had approximately 3,500 shareholders of record. 21 J.W. MAYS, INC. ================================================================================ OFFICERS Lloyd J. Shulman Chairman of the Board, Chief Executive Officer and President and Chief Operating Officer Alex Slobodin Executive Vice President and Treasurer Mark Greenblatt Vice President and Assistant Treasurer Ward N. Lyke, Jr. Vice President--Management Information Services George Silva Vice President Salvatore Cappuzzo Secretary BOARD OF DIRECTORS Lance D. Myers(1,2,3,4) From March 6, 2000 with the law firm of Holland & Knight LLP; From February 1983 through March 5, 2000, with the law firm of Cullen and Dykman Dean L. Ryder(2,3,4) President, Putnam County National Bank Jack Schwartz(1,2,3,4) Private Consultant Lloyd J. Shulman(1,3,4) Chairman of the Board, Chief Executive Officer and President and Chief Operating Officer, J.W. Mays, Inc. Sylvia W. Shulman(2,3,4) Retired Lewis D. Siegel(2,3,4) First Vice President--Investments, Salomon Smith Barney Alex Slobodin(1,3) Executive Vice President and Treasurer, J.W. Mays, Inc. COMMITTEE ASSIGNMENTS KEY: (1) Member of Executive Committee (2) Member of Audit Committee (3) Member of Investment Advisory Committee (4) Member of Executive Compensation Committee FORM 10-K ANNUAL REPORT Copies of the Company's Form 10-K Annual Report to the Securities and Exchange Commission for the fiscal year ended July 31, 2001, will be furnished without charge to shareholders upon written request to: Secretary, J.W. Mays, Inc., 9 Bond Street, Brooklyn, New York 11201-5805. 22