THE MONARCH CEMENT COMPANY
(Exact name of registrant as specified in its charter)
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KANSAS
(state or other jurisdiction of incorporation or organization)
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48-0340590
(IRS employer identification no.)
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P.O. BOX 1000, HUMBOLDT, KANSAS
(address of principal executive offices)
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66748-0900
(zip code)
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Large accelerated filer
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___
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Accelerated filer |
X
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Non-accelerated filer | ___ (Do not check if a smaller reporting company) | Smaller reporting company |
___
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The Monarch Cement Company and Subsidiaries | ||||||||
Condensed Consolidated Balance Sheets | ||||||||
September 30, 2011 and December 31, 2010 | ||||||||
ASSETS
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2011
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2010
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||||||
CURRENT ASSETS:
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(Unaudited)
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|||||||
Cash and cash equivalents
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$ | 926,632 | $ | 2,695,267 | ||||
Short-term investments, at cost which approximates fair value
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10,166 | - | ||||||
Receivables, less allowances of $708,800 in 2011 and
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||||||||
$707,000 in 2010 for doubtful accounts
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18,174,393 | 12,016,919 | ||||||
Inventories, priced at cost which is not in excess of market-
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||||||||
Finished cement
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$ | 2,355,242 | $ | 5,665,411 | ||||
Work in process
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1,383,009 | 2,095,963 | ||||||
Building products
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4,475,915 | 4,692,327 | ||||||
Fuel, gypsum, paper sacks and other
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7,086,579 | 5,838,637 | ||||||
Operating and maintenance supplies
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12,052,495 | 11,751,562 | ||||||
Total inventories
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$ | 27,353,240 | $ | 30,043,900 | ||||
Refundable federal and state income taxes
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1,135,677 | - | ||||||
Deferred income taxes
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735,000 | 735,000 | ||||||
Prepaid expenses
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1,050,964 | 125,787 | ||||||
Total current assets
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$ | 49,386,072 | $ | 45,616,873 | ||||
PROPERTY, PLANT AND EQUIPMENT, at cost, less
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||||||||
accumulated depreciation and depletion of $179,858,260
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||||||||
in 2011 and $173,656,095 in 2010
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87,453,660 | 84,912,099 | ||||||
DEFERRED INCOME TAXES
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19,373,093 | 19,254,393 | ||||||
INVESTMENTS
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16,498,266 | 23,984,320 | ||||||
OTHER ASSETS
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1,862,716 | 331,143 | ||||||
$ | 174,573,807 | $ | 174,098,828 | |||||
LIABILITIES AND STOCKHOLDERS' EQUITY
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||||||||
CURRENT LIABILITIES:
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||||||||
Accounts payable
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$ | 5,848,939 | $ | 5,054,236 | ||||
Line of credit payable
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6,388,069 | - | ||||||
Current portion of long-term debt
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3,071,490 | 2,823,648 | ||||||
Accrued liabilities
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6,153,912 | 7,932,115 | ||||||
Total current liabilities
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$ | 21,462,410 | $ | 15,809,999 | ||||
LONG-TERM DEBT
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8,276,077 | 9,154,087 | ||||||
ACCRUED POSTRETIREMENT BENEFITS
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36,100,750 | 34,782,978 | ||||||
ACCRUED PENSION EXPENSE
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13,103,606 | 12,723,073 | ||||||
STOCKHOLDERS' EQUITY:
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||||||||
Capital stock, par value $2.50 per share, one vote per share -
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||||||||
Authorized 10,000,000 shares, Issued and Outstanding 2,553,878
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||||||||
shares at 9/30/2011 and 2,532,328 shares at 12/31/2010
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$ | 6,384,695 | $ | 6,330,820 | ||||
Class B capital stock, par value $2.50 per share, supervoting
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||||||||
rights of ten votes per share, restricted transferability,
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||||||||
convertible at all times into Capital Stock on a share-for-
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||||||||
share basis - Authorized 10,000,000 shares, Issued and Outstanding
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||||||||
1,465,290 shares at 9/30/2011 and 1,480,690 shares at 12/31/2010
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3,663,225 | 3,701,725 | ||||||
Additional paid-in-capital
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2,485,125 | - | ||||||
Retained earnings
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97,840,337 | 102,270,564 | ||||||
Accumulated other comprehensive loss
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(14,742,418 | ) | (10,674,418 | ) | ||||
Total stockholders' equity
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$ | 95,630,964 | $ | 101,628,691 | ||||
$ | 174,573,807 | $ | 174,098,828 | |||||
See accompanying Notes to the Condensed Consolidated Financial Statements
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The Monarch Cement Company and Subsidiaries | ||||||||||||||||
Condensed Consolidated Statements Of Income (Loss) And Retained Earnings | ||||||||||||||||
For the Three Months and the Nine Months Ended September 30, 2011 and 2010 (Unaudited) | ||||||||||||||||
For the Three Months Ended
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For the Nine Months Ended
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|||||||||||||||
Sept. 30,
2011 |
Sept. 30,
2010 |
Sept. 30,
2011 |
Sept. 30,
2010 |
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NET SALES
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$ | 38,565,133 | $ | 37,123,469 | $ | 87,359,985 | $ | 89,391,942 | ||||||||
COST OF SALES
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32,705,513 | 30,656,629 | 80,997,816 | 77,877,860 | ||||||||||||
Gross profit from operations
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$ | 5,859,620 | $ | 6,466,840 | $ | 6,362,169 | $ | 11,514,082 | ||||||||
SELLING, GENERAL AND
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||||||||||||||||
ADMINISTRATIVE EXPENSES
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3,865,048 | 3,850,693 | 11,719,748 | 11,599,979 | ||||||||||||
Income (loss) from operations
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$ | 1,994,572 | $ | 2,616,147 | $ | (5,357,579 | ) | $ | (85,897 | ) | ||||||
OTHER INCOME (EXPENSE):
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||||||||||||||||
Interest income
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$ | 46,583 | $ | 40,728 | $ | 127,222 | $ | 142,393 | ||||||||
Interest expense
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(159,071 | ) | (156,674 | ) | (380,048 | ) | (437,554 | ) | ||||||||
Gain on sale of equity investments
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- | - | 5,197,438 | 11,839 | ||||||||||||
Realized loss on impairment of equity investments
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(415,287 | ) | (858,787 | ) | (415,287 | ) | (858,787 | ) | ||||||||
Dividend income
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100,073 | 55,184 | 207,256 | 176,700 | ||||||||||||
Other, net
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(83,214 | ) | 6,753 | 174,141 | 669,297 | |||||||||||
$ | (510,916 | ) | $ | (912,796 | ) | $ | 4,910,722 | $ | (296,112 | ) | ||||||
Income (Loss) before taxes
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$ | 1,483,656 | $ | 1,703,351 | $ | (446,857 | ) | $ | (382,009 | ) | ||||||
PROVISION FOR (BENEFIT FROM) INCOME TAXES
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415,000 | 475,000 | (125,000 | ) | 575,000 | |||||||||||
NET INCOME (LOSS)
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$ | 1,068,656 | $ | 1,228,351 | $ | (321,857 | ) | $ | (957,009 | ) | ||||||
RETAINED EARNINGS, beg. of period
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97,939,977 | 102,878,787 | 102,270,564 | 105,989,712 | ||||||||||||
Less cash dividends
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926,984 | 925,566 | 1,874,301 | 1,851,131 | ||||||||||||
Less purchase and retirement
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||||||||||||||||
of capital stock
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241,312 | 245,951 | 2,234,069 | 245,951 | ||||||||||||
RETAINED EARNINGS, end of period
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$ | 97,840,337 | $ | 102,935,621 | $ | 97,840,337 | $ | 102,935,621 | ||||||||
Basic earnings (losses) per share
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$ | 0.27 | $ | 0.31 | $ | (0.08 | ) | $ | (0.24 | ) | ||||||
Cash dividends per share
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$ | 0.23 | $ | 0.23 | $ | 0.46 | $ | 0.46 | ||||||||
Condensed Consolidated Statements of Comprehensive Income (Loss) | ||||||||||||||||
For the Three Months and the Nine Months Ended September 30, 2011 and 2010 (Unaudited) | ||||||||||||||||
For the Three Months Ended
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For the Nine Months Ended
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|||||||||||||||
Sept. 30,
2011 |
Sept. 30,
2010 |
Sept. 30,
2011 |
Sept. 30,
2010 |
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NET INCOME (LOSS)
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$ | 1,068,656 | $ | 1,228,351 | $ | (321,857 | ) | $ | (957,009 | ) | ||||||
UNREALIZED DEPRECIATION ON
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||||||||||||||||
AVAILABLE FOR SALE SECURITIES (Net
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||||||||||||||||
of deferred tax benefit of $(2,032,000),
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||||||||||||||||
$(84,000), $(800,000), and $(528,000), respectively
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(3,043,287 | ) | (124,787 | ) | (1,197,849 | ) | (788,948 | ) | ||||||||
RECLASSIFICATION ADJUSTMENT FOR
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||||||||||||||||
REALIZED (GAINS) LOSSES INCLUDED IN
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||||||||||||||||
NET INCOME (LOSS) (Net of deferred
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||||||||||||||||
tax (benefit) expense of $(168,000), $(344,000),
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||||||||||||||||
$1,912,000, and $(340,000), respectively)
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247,287 | 514,787 | (2,870,151 | ) | 506,948 | |||||||||||
POSTRETIREMENT LIABILITY (Net of deferred tax
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||||||||||||||||
expense of $-0-, $-0-, $-0- and $-0-, respectively)
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- | - | - | 685,000 | ||||||||||||
COMPREHENSIVE INCOME (LOSS)
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$ | (1,727,344 | ) | $ | 1,618,351 | $ | (4,389,857 | ) | $ | (554,009 | ) | |||||
See accompanying Notes to the Condensed Consolidated Financial Statements
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The Monarch Cement Company and Subsidiaries | ||||||||
Condensed Consolidated Statements Of Cash Flows | ||||||||
For the Nine Months Ended September 30, 2011 and 2010 (Unaudited) | ||||||||
2011
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2010
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|||||||
OPERATING ACTIVITIES:
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Net loss
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$ | (321,857 | ) | $ | (957,009 | ) | ||
Adjustments to reconcile net loss to
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||||||||
net cash provided by operating activities:
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||||||||
Depreciation, depletion and amortization
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8,553,737 | 8,766,192 | ||||||
Deferred income taxes, long-term
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758,300 | 164,000 | ||||||
Gain on disposal of assets
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(250,501 | ) | (29,688 | ) | ||||
Realized gain on sale of equity investments
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(5,197,438 | ) | (11,839 | ) | ||||
Realized loss on impairment of equity investments
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415,287 | 858,787 | ||||||
Gain on disposal of other assets
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- | (700,000 | ) | |||||
Postretirement benefits and pension expense
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1,698,305 | 2,674,431 | ||||||
Change in assets and liabilities:
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||||||||
Receivables, net
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(5,794,228 | ) | (5,064,425 | ) | ||||
Inventories
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2,979,281 | 1,266,161 | ||||||
Refundable income taxes
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(1,135,677 | ) | (270,449 | ) | ||||
Prepaid expenses
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(925,177 | ) | (442,518 | ) | ||||
Other assets
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2,250 | 1,692 | ||||||
Accounts payable and accrued liabilities
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454,034 | (990,587 | ) | |||||
Net cash provided by operating activities
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$ | 1,236,316 | $ | 5,264,748 | ||||
INVESTING ACTIVITIES:
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||||||||
Acquisition of property, plant and equipment
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$ | (5,601,076 | ) | $ | (4,836,923 | ) | ||
Proceeds from disposals of property, plant and equipment
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287,924 | 52,618 | ||||||
Proceeds from disposals of other assets
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- | 700,000 | ||||||
Payment for acquisition of business, net of cash acquired
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(534,392 | ) | - | |||||
Payment for purchases of equity investments
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(2,389,924 | ) | (860,134 | ) | ||||
Proceeds from disposals of equity investments
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7,878,129 | 205,487 | ||||||
Increase in short-term investments, net
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(10,166 | ) | - | |||||
Net cash used for investing activities
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$ | (369,505 | ) | $ | (4,738,952 | ) | ||
FINANCING ACTIVITIES:
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||||||||
Increase in line of credit, net
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$ | 6,388,069 | $ | 4,904,271 | ||||
Payments on bank loans
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(2,238,756 | ) | (2,040,889 | ) | ||||
Payments on other long-term debt
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(581,401 | ) | (85,441 | ) | ||||
Cash dividends paid
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(3,720,289 | ) | (3,702,262 | ) | ||||
Purchase of capital stock
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(2,483,069 | ) | (273,901 | ) | ||||
Net cash used for financing activities
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$ | (2,635,446 | ) | $ | (1,198,222 | ) | ||
Net decrease in cash and cash equivalents
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$ | (1,768,635 | ) | $ | (672,426 | ) | ||
Cash and Cash Equivalents, beginning of year
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2,695,267 | 2,149,397 | ||||||
Cash and Cash Equivalents, end of period
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$ | 926,632 | $ | 1,476,971 | ||||
Supplemental disclosures:
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||||||||
Interest paid, net of amount capitalized
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$ | 380,048 | $ | 442,149 | ||||
Income taxes paid, net of refunds
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$ | 385,527 | $ | 1,617 | ||||
Capital equipment additions included in accounts payable
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$ | 75,823 | $ | 32,335 | ||||
Non-cash investing activities:
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||||||||
Issuance of 105,750 shares of capital stock
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||||||||
related to acquisition of business
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$ | 2,749,500 | $ | - | ||||
Note payable related to acquisition of business
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$ | 927,443 | $ | - | ||||
See accompanying Notes to the Condensed Consolidated Financial Statements
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The Monarch Cement Company and Subsidiaries |
Notes To The Condensed Consolidated Financial Statements |
September 30, 2011 and 2010 (Unaudited), and December 31, 2010 |
2.
|
Our Company groups its operations into two lines of business - Cement Business and Ready-Mixed Concrete Business. The "Cement Business" refers to our manufacture and sale of cement and "Ready-Mixed Concrete Business" refers to our ready-mixed concrete, concrete products, precast concrete construction, and sundry building materials business. Our Ready-Mixed Concrete Business includes precast concrete construction which involve short-term and long-term contracts. Short-term contracts for specific projects are generally of three to six months in duration. Long-term contracts relate to specific projects with terms in excess of one year from the contract date. Revenues for these contracts are recognized under the percentage of completion method of accounting using cost-to-cost measures. Revenues from contracts using the cost-to-cost measures of completion are recognized based on the ratio of contract costs incurred to date to total estimated contract costs. Full provision is made for any anticipated losses. The majority of the long-term contracts will allow only scheduled billings and contain retainage provisions under which 5% to 10% of the contract invoicing may be withheld by the customer pending project completion. As of September 30, 2011, the amount of billed retainage which is included in accounts receivable was approximately $189,000, all of which is expected to be collected within one year. The amount of billed retainage which was included in accounts receivable at December 31, 2010 was approximately $120,000. The amount of unbilled revenue in accounts receivable was approximately $563,000 and $380,000 at September 30, 2011 and December 31, 2010, respectively. Unbilled revenue contained approximately $15,000 and $43,000 of not-currently-billable retainage at September 30, 2011 and December 31, 2010, respectively, which is expected to be collected within one year.
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3.
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As of September 30, 2011, the amount of accounts payable related to property, plant and equipment was $75,823 compared to December 31, 2010 which was $12,495.
Depreciation, depletion and amortization related to manufacturing operations are recorded in Cost of Sales, those related to general operations are recorded in Selling, General and Administrative Expenses, and those related to non-operational activities are in Other, net on the Condensed Consolidated Statements of Income (Loss) and Retained Earnings.
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4.
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During the nine months and the three months ended September 30, 2011, we incurred a $1.0 million temporary LIFO liquidation gain due to reductions in finished cement and work in process inventory which we expect to be restored by the end of the year. The temporary LIFO liquidation gain has been deferred as a component of accrued liabilities. We did not incur any temporary LIFO liquidation gain for the nine months or the three months ended September 30, 2010.
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5.
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Corporate assets for 2011 and 2010 include cash and cash equivalents, refundable income taxes, deferred income taxes, investments and other assets. Corporate assets for 2011 also include short-term investments. Following is a summary of the Company's business segment results for the periods indicated:
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Ready-
Mixed
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Adjustments
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|||||||||||||||
Cement
Business |
Concrete
Business
|
and
Eliminations
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Consolidated
|
|||||||||||||
For the Three Months Ended 9/30/11
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||||||||||||||||
Sales to unaffiliated customers
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$ | 15,486,311 | $ | 23,078,822 | $ | - | $ | 38,565,133 | ||||||||
Intersegment sales
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4,703,184 | 147 | (4,703,331 | ) | - | |||||||||||
Total net sales
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$ | 20,189,495 | $ | 23,078,969 | $ | (4,703,331 | ) | $ | 38,565,133 | |||||||
Income from operations
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$ | 1,300,879 | $ | 693,693 | $ | 1,994,572 | ||||||||||
Other expense, net
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$ | (510,916 | ) | |||||||||||||
Income before income taxes
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$ | 1,483,656 | ||||||||||||||
Capital Expenditures | $ | 1,317,402 | $ | 1,820,450 | $ | 3,137,852 |
For the Three Months Ended 9/30/10
|
||||||||||||||||
Sales to unaffiliated customers
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$ | 15,357,098 | $ | 21,766,371 | $ | - | $ | 37,123,469 | ||||||||
Intersegment sales
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4,328,760 | 14,667 | (4,343,427 | ) | - | |||||||||||
Total net sales
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$ | 19,685,858 | $ | 21,781,038 | $ | (4,343,427 | ) | $ | 37,123,469 | |||||||
Income (Loss) from operations
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$ | 3,094,501 | $ | (478,354 | ) | $ | 2,616,147 | |||||||||
Other expense, net
|
(912,796 | ) | ||||||||||||||
Income before income taxes
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$ | 1,703,351 | ||||||||||||||
Capital Expenditures
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$ | 337,751 | $ | 505,857 | $ | 843,608 |
For the Nine Months Ended 9/30/11
|
||||||||||||||||
Sales to unaffiliated customers
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$ | 34,483,956 | $ | 52,876,029 | $ | - | $ | 87,359,985 | ||||||||
Intersegment sales
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10,614,907 | 147 | (10,615,054 | ) | - | |||||||||||
Total net sales
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$ | 45,098,863 | $ | 52,876,176 | $ | (10,615,054 | ) | $ | 87,359,985 | |||||||
Loss from operations
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$ | (2,284,628 | ) | $ | (3,072,951 | ) | $ | (5,357,579 | ) | |||||||
Other income, net
|
4,910,722 | |||||||||||||||
Loss before income taxes
|
$ | (446,857 | ) | |||||||||||||
Capital Expenditures | $ | 2,665,445 | $ | 2,998,959 | $ | 5,664,404 |
For the Nine Months Ended 9/30/10
|
||||||||||||||||
Sales to unaffiliated customers
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$ | 36,188,214 | $ | 53,203,728 | $ | - | $ | 89,391,942 | ||||||||
Intersegment sales
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11,000,943 | 14,667 | (11,015,610 | ) | - | |||||||||||
Total net sales
|
$ | 47,189,157 | $ | 53,218,395 | $ | (11,015,610 | ) | $ | 89,391,942 | |||||||
Income (Loss) from operations
|
$ | 4,109,578 | $ | (4,195,475 | ) | $ | (85,897 | ) | ||||||||
Other expense, net
|
(296,112 | ) | ||||||||||||||
Loss before income taxes
|
$ | (382,009 | ) | |||||||||||||
Capital Expenditures | $ | 1,493,046 | $ | 2,627,734 | $ | 4,120,780 | ||||||||||
Balance as of 9/30/11
|
|||||||||||||||||
Identifiable Assets
|
$ | 86,732,396 | $ | 47,299,861 | $ | 134,032,257 | |||||||||||
Corporate Assets
|
40,541,550 | ||||||||||||||||
|
|
$ | 174,573,807 |
Balance as of 9/30/10
|
|||||||||||||||||
Identifiable Assets
|
$ | 93,015,393 | $ | 42,380,667 | $ | 135,396,060 | |||||||||||
Corporate Assets
|
40,132,086 | ||||||||||||||||
|
|
$ | 175,528,146 |
6.
|
Realized gains (losses) on equity investments are computed using the specific identification method. The Company defines fair value as the exchange price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. The Company measures fair value using the following fair value hierarchy which is based on three levels of inputs intended to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value:
Level 1 - quoted prices in active markets for identical assets or liabilities.
Level 2 - observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3 - unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.
Cash and cash equivalents, short-term investments, receivables, accounts payable and long-term debt have carrying values that approximate fair values. Equity securities for which the Company has no immediate plan to sell but that may be sold in the future are classified as available for sale. If the fair value of the equity security is readily determinable, it is carried at fair value and unrealized gains and losses are recorded, net of related income tax effects, in stockholders' equity. Realized gains and losses, based on the specifically identified cost of the security, are included in net income (loss). The Company's valuation techniques used to measure the fair value of its marketable equity securities were derived from quoted prices in active markets for identical assets. Equity securities whose fair value is not readily determinable are carried at cost unless the Company is aware of significant adverse effects which have impaired the investments. Investments that are recorded at cost are evaluated quarterly for events that may adversely impact their fair value.
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Fair Value at Reporting Date Using:
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||||||||||||||||
|
Quoted Prices
|
|
||||||||||||||
in Active
|
Significant
|
|
||||||||||||||
Markets for
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Other
|
Significant
|
||||||||||||||
Identical | Observable | Unobservable | ||||||||||||||
Assets
|
Inputs
|
Input
|
||||||||||||||
Assets: |
09/30/2011
|
(Level 1)
|
(Level 2)
|
(Level 3)
|
||||||||||||
Available-for-sale equity securities
|
|
|
|
|||||||||||||
Cement industry | $ | 6,421,912 | $ | 6,421,912 | $ | - | $ | - | ||||||||
General building materials industry | 2,943,132 | 2,943,132 | - | - | ||||||||||||
Oil and gas refining and marketing industry | 4,099,046 | 4,099,046 | - | - | ||||||||||||
Residential construction industry
|
579,564 | 579,564 | - | - | ||||||||||||
Total assets measured at fair value
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$ | 14,043,654 | $ | 14,043,654 | $ | - | $ | - | ||||||||
Assets:
|
12/31/2010 | |||||||||||||||
Available-for-sale equity securities
|
||||||||||||||||
Cement industry | $ | 9,499,615 | $ | 9,499,615 | $ | - | $ | - | ||||||||
General building materials industry | 3,623,769 | 3,623,769 | - | - | ||||||||||||
Oil and gas refining and marketing industry | 7,545,978 | 7,545,978 | - | - | ||||||||||||
Residential construction industry
|
896,346 | 896,346 | - | - | ||||||||||||
Total assets measured at fair value
|
$ | 21,565,708 | $ | 21,565,708 | $ | - | $ | - |
Available-for-sale equity securities
|
Less than 12 Months
|
12 Months or Greater
|
Total | |||||||||||||||||||||
Unrealized
|
Unrealized
|
Unrealized
|
||||||||||||||||||||||
September 30, 2011
|
Fair Value
|
Losses
|
Fair Value
|
Losses
|
Fair Value
|
Losses
|
||||||||||||||||||
Cement industry
|
$ | 1,931,772 | $ | 272,612 | $ | 14,100 | $ | 4,016 | $ | 1,945,872 | $ | 276,628 | ||||||||||||
General building materials | ||||||||||||||||||||||||
industry | 2,009,179 | 648,755 | - | - | 2,009,179 | 648,755 | ||||||||||||||||||
Residential construction | ||||||||||||||||||||||||
industry
|
342,663 | 222,748 | 69,816 |
78,563
|
412,479 | 301,311 | ||||||||||||||||||
Total
|
$ | 4,283,614 | $ | 1,144,115 | $ | 83,916 | $ | 82,579 | $ | 4,367,530 | $ | 1,226,694 |
December 31, 2010 | ||||||||||||||||||||||||
Cement industry
|
$ | - | $ | - | $ | 16,400 | $ | 1,716 | $ | 16,400 | $ | 1,716 | ||||||||||||
Residential construction | ||||||||||||||||||||||||
industry
|
488,379 | 86,054 | - | - | 488,379 | 86,054 | ||||||||||||||||||
Total
|
$ | 488,379 | $ | 86,054 | $ | 16,400 | $ | 1,716 | $ | 504,779 | $ | 87,770 |
Amortized
|
Gross Unrealized
|
Fair
|
||||||||||||||
September 30, 2011
|
Cost
|
Gains
|
Losses
|
Value
|
||||||||||||
Available-for-sale equity securities
|
||||||||||||||||
Cement industry
|
$
|
5,349,000
|
$
|
1,073,000
|
$
|
-
|
$
|
6,422,000
|
||||||||
General building materials industry
|
3,558,000
|
-
|
615,000
|
2,943,000
|
||||||||||||
Oil and gas refining and marketing industry
|
782,000
|
3,317,000
|
-
|
4,099,000
|
||||||||||||
Residential construction industry
|
855,000
|
-
|
275,000
|
580,000
|
||||||||||||
Total available for sale equity securities
|
$
|
10,544,000
|
$
|
4,390,000
|
$
|
890,000
|
$
|
14,044,000
|
||||||||
Total gross unrealized gains, net of losses | $ | 3,500,000 | ||||||||||||||
Less: Deferred taxes on unrealized holding gains
|
1,400,000
|
|||||||||||||||
Unrealized gains recorded in equity, net of deferred tax | $ | 2,100,000 |
Amortized | Gross Unrealized |
Fair
|
||||||||||||||
December 31, 2010
|
Cost
|
Gains
|
Losses
|
Value
|
||||||||||||
Available-for-sale equity securities
|
||||||||||||||||
Cement industry
|
$
|
4,971,000
|
$
|
4,529,000
|
$
|
-
|
$
|
9,500,000
|
||||||||
General building materials industry
|
2,866,000
|
758,000
|
-
|
3,624,000
|
||||||||||||
Oil and gas refining and marketing industry
|
2,600,000
|
4,946,000
|
-
|
7,546,000
|
||||||||||||
Residential construction industry
|
849,000
|
47,000
|
-
|
896,000
|
||||||||||||
Total available for sale equity securities
|
$
|
11,286,000
|
$
|
10,280,000
|
$
|
-
|
$
|
21,566,000
|
||||||||
Total gross unrealized gains | 10,280,000 | |||||||||||||||
Less: Deferred taxes on unrealized holding gains
|
4,112,000
|
|||||||||||||||
Unrealized gains recorded in equity, net of deferred tax
|
$
|
6,168,000
|
September 30, 2011 | December 31, 2010 | |||||||
Proceeds from sale of equity securities
|
$ | 7,878,129 | $ | 412,532 | ||||
Realized gain/(loss) on equity securities | $ | 5,197,438 | $ | (79,793 | ) | |||
Realized losses due to other-than-temporary | ||||||||
impairment of equity securities | $ | (415,287 | ) | $ | (858,787 | ) |
7.
|
The following table presents the components of net periodic pension and postretirement benefit costs allocated to Cost of Sales and Selling, General and Administrative expenses for the nine months ended September 30, 2011 and 2010:
|
Pension Benefits | Other Benefits | |||||||||||||||
2011
|
2010
|
2011
|
2010
|
|||||||||||||
Service cost
|
$ | 563,751 | $ | 501,735 | $ | 460,698 | $ | 409,177 | ||||||||
Interest cost
|
1,515,529 | 1,547,487 | 1,308,683 | 1,401,364 | ||||||||||||
Less: Expected return on plan assets
|
1,452,826 | 1,294,002 | - | - | ||||||||||||
Amortization of prior service cost
|
82,484 | 82,484 | (38,064 | ) | - | |||||||||||
Recognized net actuarial loss
|
684,742 | 651,490 | - | - | ||||||||||||
Unrecognized net loss
|
- | - | 510,656 | 540,681 | ||||||||||||
Net periodic expense
|
$ | 1,393,680 | $ | 1,489,194 | $ | 2,241,973 | $ | 2,351,222 |
Pension Benefits | Other Benefits | |||||||||||||||
2011
|
2010
|
2011
|
2010
|
|||||||||||||
Service cost
|
$ | 187,917 | $ | 167,245 | $ | 153,566 | $ | 136,392 | ||||||||
Interest cost
|
505,176 | 515,829 | 436,228 | 467,122 | ||||||||||||
Less: Expected return on plan assets
|
484,275 | 431,334 | - | - | ||||||||||||
Amortization of prior service cost
|
27,495 | 27,495 | (12,688 | ) | - | |||||||||||
Recognized net actuarial loss
|
228,247 | 217,163 | - | - | ||||||||||||
Unrecognized net loss
|
- | - | 170,218 | 180,227 | ||||||||||||
Net periodic expense
|
$ | 464,560 | $ | 496,398 | $ | 747,324 | $ | 783,741 |
8.
|
Other, net contains miscellaneous nonoperating income (expense) items other than interest income, interest expense, gains on sale of equity investments, realized loss on impairment of equity investments, and dividend income.
|
9.
|
Basic earnings per share of capital stock has been calculated based on the weighted average shares outstanding during each of the reporting periods. The weighted average number of shares outstanding was 4,039,438 and 4,026,393 in the first nine months and third quarter of 2011, respectively. The weighted average number of shares outstanding was 4,022,902 and 4,020,352 in the first nine months and third quarter of 2010, respectively. The Company has no capital stock equivalents and therefore, does not report diluted earnings per share.
|
10.
|
The Company files income tax returns in the U.S. Federal jurisdiction and various state jurisdictions. With few exceptions, the Company is no longer subject to U.S. Federal or state income tax examinations by tax authorities for years before 2007. The Company believes it is not subject to any significant tax risk. The Company does not have any accrued interest or penalties associated with any unrecognized tax benefits, nor were any interest expenses recognized during the nine months ended September 30, 2011 or September 30, 2010.
As a result of the Patient Protection and Affordable Care Act, as modified by the Health Care and Education Reconciliation Act of 2010, we will no longer be able to claim an income tax deduction related to prescription drug benefits provided to retirees and reimbursed under the Medicare Part D retiree drug subsidy beginning in 2013. This resulted in a $685,000 charge to income tax provision during the first quarter of 2010.
|
11.
|
Pursuant to a Stock Purchase Agreement among the Company and the owners of Kay Concrete Materials Co. ("Kay Concrete"), on April 15, 2011 the Company acquired all of the issued and outstanding shares of common stock of Kay Concrete, a ready-mix concrete company located in southwest Missouri. The purpose of the acquisition was to expand our ready-mixed concrete business in the region. The aggregate consideration paid by the Company at closing was approximately $5.0 million consisting of $1.4 million cash, 105,750 shares of the Company's capital stock valued at $2.7 million based on the April 15, 2011 price per share of $26.00, and a note payable of $0.9 million.
In accordance with Accounting Standards Codification ("ASC") 805, the Company determined the assets and liabilities acquired constituted a business and applied purchase accounting to the assets acquired and the liabilities assumed. Since Kay Concrete is not a substantial subsidiary, pro forma information is not provided for the combined entity. The following table summarizes the consideration paid for acquisition of the assets acquired and the liabilities assumed at the acquisition date as well as the fair value at the acquisition date:
|
Consideration:
|
||||||
Cash paid, gross
|
$ | 1,360,000 | ||||
Fair value of Monarch stock given
|
||||||
105,750 shares at $26.00 per share
|
2,749,500 | |||||
Note payable | 927,443 | |||||
$ | 5,036,943 | |||||
Fair Value of assets acquired and liabilities assumed:
|
||||||
Assets
|
||||||
Cash
|
$ | 825,608 | ||||
Accounts receivable
|
363,246 | |||||
Inventories
|
288,620 | |||||
Property, plant and equipment
|
5,255,986 | |||||
Goodwill/non-compete
|
1,565,443 | |||||
Other assets
|
180,712 | |||||
Liabilities
|
||||||
Accounts payable
|
(120,735 | ) | ||||
Short-term debt
|
(175,000 | ) | ||||
Accrued liabilities
|
(56,937 | ) | ||||
Long-term debt
|
(1,255,000 | ) | ||||
Deferred taxes
|
(1,835,000 | ) | ||||
Total:
|
$ | 5,036,943 |
12.
|
Subsequent events have been evaluated through the date the financial statements were issued. During this period, no material recognizable subsequent events were identified.
|
The Monarch Cement Company and Subsidiaries |
Item 2. Management's Discussion and Analysis |
of Financial Condition and Results of Operations |
Period
|
(a) Total Number of Shares (or Units) Purchased
|
(b) Average Price Paid per Share (or Unit)
|
(c) Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs
|
(d) Maximum Number (or Approximate Dollar Value) of Shares (or Units) that May Yet Be Purchased Under the Plans or Programs
|
||||||||||||
Beginning repurchase authority | 98,328 | |||||||||||||||
July 1-31, 2011
|
- | - | - | 98,328 | ||||||||||||
Additional authorization of 101,672 shares from August 5, 2011 Board of Directors' meeting | 200,000 | |||||||||||||||
August 1-31, 2011
|
8,700 | 24.04 | 8,700 | 191,300 | ||||||||||||
September 1-30, 2011
|
2,500 | 24.06 | 2,500 | 188,800 | ||||||||||||
Total
|
11,200 | $ | 24.05 | 11,200 | 188,800 | |||||||||||
31.1
|
Certificate of the President and Chairman of the Board pursuant to Section 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934.
|
31.2
|
Certificate of the Chief Financial Officer pursuant to Section 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934.
|
32.1
|
18 U.S.C. Section 1350 Certificate of the President and Chairman of the Board dated November 9, 2011.
|
32.2
|
18 U.S.C. Section 1350 Certificate of the Chief Financial Officer dated November 9, 2011.
|
95
|
Dodd-Frank Act Section 1503(a) Disclosures of Mine Safety and Health Administration Safety Data.
|
101*
|
The following financial statements from the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2011, formatted in XBRL: (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Income (Loss) and Retained Earnings, (iii) Condensed Consolidated Statements of Comprehensive Income (Loss), (iv) Condensed Consolidated Statements of Cash Flows, and (v) Notes to the Condensed Consolidated Financial Statements.
|
The Monarch Cement Company | |||||
(Registrant) | |||||
Date November 9, 2011 | /s/ Walter H. Wulf, Jr. | ||||
Walter H. Wulf, Jr. | |||||
President and | |||||
Chairman of the Board | |||||
(principal executive officer) | |||||
Date November 9, 2011 | /s/ Debra P. Roe | ||||
Debra P. Roe, CPA | |||||
Chief Financial Officer and | |||||
Assistant Secretary-Treasurer | |||||
(principal financial officer and | |||||
principal accounting officer) |