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Wh t S ti W t T S I What Sureties Want To See In Financial StatementsOctober 28, 2010
John Reed, CPA, CCIFPConstruction and Real Estate Group Principal, LarsonAllen LLP
Nick Costa Account Executive, The Travelers Companies, Inc.
• Financial Statements Break Out Items Needed For Surety Credit Analysis
– Construction Industry Specific Note Disclosures– Construction Industry Specific Note Disclosures◊ Accounts receivable and retainage by open and closed jobs
◊ Outstanding bonds, backlog, pass through entity book tax differences
– Supplemental information ◊ Completed and uncompleted job schedules that reconcile to construction
revenue and costs on the income statement
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revenue and costs on the income statement
◊ Detailed schedules of construction costs, general and administrative expenses, other income and expense
CURRENT ASSETSCURRENT ASSETSCash and Cash Equivalents 183,000$ 245,000$ Securities Available-for-Sale 555,000 400,000 Accounts Receivable:
Current Billings on Contracts 2,945,000 2,270,000 Retainages on Contracts 380 000 260 000Retainages on Contracts 380,000 260,000 Other 125,000 40,000 Allowance for Uncollectible Accounts (100,000) (30,000)
Costs and Estimated Earnings in Excess of Billings on Uncompleted Contracts 550,000 400,000 Inventories 165 000 90 000Inventories 165,000 90,000 Prepaid Expenses 37,000 32,000 Deferred Income Taxes 15,000 12,000
Total Current Assets 4,855,000 3,719,000
OTHER ASSETS
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OTHER ASSETSNotes Receivable - Officers 70,000 50,000 Investment in Joint Venture 75,000 50,000 Securities Held-to-Maturity 260,000 250,000 Cash Value of Life Insurance, Less Policy Loans
of $30,000 and $20,000, Respectively 80,000 60,000 Total Other Assets 485,000 410,000
Example Balance Sheet Sections2010 2009
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIESCurrent Maturities of Long-Term Debt 773,000$ 917,000$ Accounts Payable:
Current 1,640,000 1,564,000 R t i 600 000 500 000Retainage 600,000 500,000
Billings in Excess of Costs and Estimated Earnings on Uncompleted Contracts 450,000 120,000 Accrued Expenses 475,000 350,000 Income Taxes Payable 110,000 10,000
Total Current Liabilities 4,048,000 3,461,000
LONG-TERM LIABILITIESLong-Term Debt (Less Current Maturities) 407,000 303,000
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Long Term Debt (Less Current Maturities) 407,000 303,000 Deferred Income Taxes 100,000 50,000
Sureties Adjust Working Capital and Equity For Credit Purposes
Example Determination of Working Capital for Surety Credit
Current Assets
Current Assets - GAAP $ X,XXXSubtract
Receivables from officers, employees, owners (XXX)Adjustment to marketable securities (XXX)Adjustment to marketable securities (XXX)Some % of inventory that is not on a job site (XXX)Prepaid expenses (XXX)Deferred tax assets (XXX)
Adjusted Working Capital for Surety Credit $ X,XXX
Example Balance Sheet Sections2010 2009
ASSETS
CURRENT ASSETSCURRENT ASSETSCash and Cash Equivalents 183,000$ 245,000$ Securities Available-for-Sale 555,000 400,000 Accounts Receivable:
Current Billings on Contracts 2,945,000 2,270,000 Retainages on Contracts 380 000 260 000Retainages on Contracts 380,000 260,000 Other 125,000 40,000 Allowance for Uncollectible Accounts (100,000) (30,000)
Costs and Estimated Earnings in Excess of Billings on Uncompleted Contracts 550,000 400,000 Inventories 165 000 90 000Inventories 165,000 90,000 Prepaid Expenses 37,000 32,000 Deferred Income Taxes 15,000 12,000
Total Current Assets 4,855,000 3,719,000
OTHER ASSETS
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OTHER ASSETSNotes Receivable - Officers 70,000 50,000 Investment in Joint Venture 75,000 50,000 Securities Held-to-Maturity 260,000 250,000 Cash Value of Life Insurance, Less Policy Loans
GENERAL AND ADMINISTRATIVE EXPENSE 1,340,000 7.2 1,135,000 9.1
INCOME FROM OPERATIONS 880,000 4.8 315,000 2.5
OTHER INCOME (EXPENSE)Income from Joint Venture 35,000 0.2 10,000 0.1Gain (Loss) on Sale of Equipment 15,000 0.1 (10,000) (0.1)Investment Income 10,000 0.1 - - Interest Expense (145,000) (0.8) (140,000) (1.1)Realized Gain (Loss) on Sale of Securities (20 000) (0 1) (10 000) (0 1)
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Realized Gain (Loss) on Sale of Securities (20,000) (0.1) (10,000) (0.1)Total Other Income (Expense) (105,000) (0.6) (150,000) (1.2)
INCOME BEFORE INCOME TAXES 775,000 4.2 165,000 1.3
BALANCE, DECEMBER 31, 2010 60,000$ 2,050,000$ 25,000$ 2,135,000$
Example Statement of Cash Flows2010 2009
CASH FLOWS FROM OPERATING ACTIVITIES Cash Received from Contracts 17,955,000$ 12,630,000$ Cash Paid to Suppliers and Employees (17,134,000) (12,345,000) Interest Paid (145,000) (140,000)Interest Paid (145,000) (140,000) Income Taxes Paid (173,000) (65,000)
Cash Provided by Operating Activities 503,000 80,000 CASH FLOWS FROM INVESTING ACTIVITIES
Payments for Purchase of Equipment and Vehicles (410,000) (180,000) Proceeds from Sale of Equipment and Vehicles 50,000 20,000 Increase in Cash Value of Life Insurance (30,000) (10,000) Advances of Note Receivable - Officers (20,000) (50,000) Purchase of Investments (235,000) (100,000) Proceeds from Sale of Investments 80,000 200,000 Proceeds on Joint Venture Distribution 10,000 - Investment in Joint Venture - (40,000)
Cash Used by Investing Activities (555,000) (160,000) CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from Long-Term Borrowings 330,000 100,000 Payments on Long-Term Debt (150,000) (80,000) Net Proceeds from (Payments on) Short-Term Borrowings (210,000) 200,000 Proceeds from Life Insurance Policy Loans 10 000
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Proceeds from Life Insurance Policy Loans 10,000 - Proceeds from Sale of Common Stock 10,000 -
Cash Provided by (Used in) Financing Activities (10,000) 220,000
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (62,000) 140,000
Cash and Cash Equivalents - Beginning of Year 245,000 105,000
CASH AND CASH EQUIVALENTS - END OF YEAR 183,000$ 245,000$
Example Statement of Cash Flows2010 2009
RECONCILIATION OF NET INCOME TO CASH PROVIDED BY OPERATING ACTIVITIES
Net Income 460,000$ 105,000$
Adjustments to Reconcile Net Income to Cash Provided by Operating Activities:
Depreciation 350,000 300,000 (G i ) L S l f E i t (15 000) 10 000(Gain) Loss on Sale of Equipment (15,000) 10,000 Realized (Gain) Loss on Sale of Securities 20,000 10,000 Income from Joint Venture (35,000) (10,000) Accretion on Securities Held-to-Maturity (10,000) - Deferred Income Taxes 42,000 5,000 (Increase) Decrease in:(Increase) Decrease in:
Contract Accounts Receivable (725,000) 150,000 Costs and Estimated Earnings in Excess of Billings on Uncompleted Contracts (150,000) 60,000 Inventories (75,000) (20,000) Other Current Assets (90,000) (30,000)
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Increase (Decrease) in:Accounts Payable 176,000 (375,000) Billings in Excess of Costs and Estimated Earnings on Uncompleted Contracts 330,000 (80,000) Accrued Expenses 125,000 (10,000) Income Ta es Pa able 100 000 (35 000)
Cash Provided by Operating Activities 503,000$ 80,000$
Example Accounting Policy Disclosures NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Company's Business and Operating Cycle Th C t i il l t t i h d i d t i l t ti iThe Company operates primarily as a general contractor in heavy and industrial construction in Florida. The work is performed under cost-plus-fee contracts, fixed price contracts, fixed pricecontracts modified by incentive and penalty provisions and unit price contracts. These contracts areobtained through a competitive bidding process and vary in size and duration. The contracts areundertaken by the Company alone or in partnership with other contractors through joint ventures. The Company, as conditions for entering into construction contracts, has provided surety bonds approximating $7,300,000 at December 31, 2010 and $5,000,000 at December 31, 2009. These bonds are collateralized by the contracts receivable. The length of the Company’s contracts varies but is typically less than two years Accordingly assetsThe length of the Company s contracts varies but is typically less than two years. Accordingly, assetsto be realized and liabilities to be liquidated within the operating cycle are classified as current assetsand liabilities. Consolidation The accompanying consolidated financial statements include the accounts of Sample Contracting
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The accompanying consolidated financial statements include the accounts of Sample Contracting Company, Inc. and subsidiary after elimination of all significant intercompany accounts andtransactions. Variable Interest Entities The Company is the primary beneficiary of Sample LLC, which qualifies as a variable interest entity
p y p y y p , q y(VIE). The determination was based on the fact that there is common control, and that the Company is the primary tenant of Sample, LLC. The Company rents warehouse and office space.
Example Contracts Receivable Policy
NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Contracts ReceivableContracts receivable from performing construction are based on contracted prices. The Company provides an allowance for doubtful collections which is based upon a review ofoutstanding receivables, historical collection information and existing economic conditions.N l t t i bl d 30 d ft th i f th i i C t tNormal contracts receivable are due 30 days after the issuance of the invoice. Contract retentions are due 30 days after completion of the project and acceptance by the owner.Receivables past due more than 120 days are considered delinquent. Delinquentreceivables are written off based on individual credit valuation and specific circumstances of the customer.the customer.
Example Pass Through Entity Tax DisclosuresNOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Income Taxes The Company elected to be taxed as an S Corporation for federal and state income tax purposes and,therefore is not taxed as a separate entity As such the Company’s taxable income or loss is included intherefore, is not taxed as a separate entity. As such, the Company s taxable income or loss is included inthe stockholders’ individual income tax return. Therefore, no provision for income taxes related to theCompany’s income is included in the financial statements. The Company's income tax returns are subject to review and examination by Federal and state authorities.The tax returns for the years 2008 to 2010 are open to examination by Federal and state authorities.y p y The Company recognizes income from long-term construction contracts on the percentage-of-completionmethod for financial statement purposes and on the completed contract method for tax reporting purposes.The Company’s S Corporation income tax return depreciates property and equipment using acceleratedlives and methods of depreciation. The depreciation, certain leasehold improvements, and differences inthe recognition of profit on uncompleted contract are allowed as expenses and income in different yearsthe recognition of profit on uncompleted contract are allowed as expenses and income in different years.The cumulative amounts of these differences between tax and financial statement methods of accountingare summarized as follows as of December 31, 2010 and 2009:
The anticipated shareholder Federal tax liability on deferred items at December 31 2010 and 2009 was
Allowance for Doubtful Accounts 50,000 60,000 Difference Between Book and Tax Gross Profit Recognition (250,000) (200,000) Net Fixed Asset Value Difference for Tax Purposes (70,000) (65,000)
Tax Return Accumulated Retained Income (Loss) 230,000$ 195,000$
The anticipated shareholder Federal tax liability on deferred items at December 31, 2010 and 2009 was$95,000 and $70,000, respectively. It is expected that a distribution of $100,000 will be made in 2011 toprovide the shareholder funds needed for his 2010 individual income tax liability.
Example Accounts Receivable DisclosureNOTE 2 CONTRACT ACCOUNTS RECEIVABLE AND CONTRACT CONCENTRATIONS
Contract accounts receivable consist of the following as of December 31:
2010 2009
Completed Contracts 1,810,000$ 1,410,000$ Contracts in Progress 1,135,000 860,000 Retained on Completed Contracts 215,000 140,000 Retained on Contracts in Progress 165,000 120,000
3,325,000 2,530,000 Less: Allowance for Uncollectible Accounts 100,000 30,000
Total, Net 3,225,000$ 2,500,000$
Contract revenues from two contracts in 2010 and one different contract in 2009, in Desoto County, Florida, represented approximately 25% and 24%, respectively, of total contract revenues for the years ended December 31, 2010 and 2009, respectively. No other contracts represented greater than 10% of the total contract revenues in 2010 and 2009. The contract accounts receivable from thesecontracts were $1,166,000 and $800,000 as of December 31, 2010 and 2009, respectively.
Contracts In Progress 1,100,000 10,000 25,000 165,000 1,300,000
2,785,000$ 60,000$ 100,000$ 380,000$ 3,325,000$
Example Backlog NoteNOTE 5 BACKLOG
The Company's backlog on signed contracts as of December 31, 2010 and 2009 is as follows:
2010 2009Contract Revenues:
Backlog Balance, Beginning of Year 4,500,000$ 2,000,000$ New Contracts and Contract Adjustments 21,200,000 15,000,000 Contract Revenue Earned (18,500,000) (12,500,000) Backlog Balance, End of Year 7,200,000$ 4,500,000$
Contract Costs:Backlog Balance, Beginning of Year 3,980,000$ 1,720,000$ New Contracts and Contract Adjustments 18,770,885 13,310,000 Contract Costs Incurred (16,280,000) (11,050,000) Backlog Balance, End of Year 6,470,885$ 3,980,000$
The Company has additional contract revenue backlog of $93 000 with associated costs of
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The Company has additional contract revenue backlog of $93,000 with associated costs of$65,000 on one contract signed and contract revenue backlog of $8,600,000 withassociated costs of $7,480,000 on one contract awarded, but not signed, during the periodJanuary 1, 2011 through March 4, 2011. As of December 31 2010 and 2009 contract costs of approximately $655 000 and
As of December 31, 2010 and 2009, contract costs of approximately $655,000 and$850,000 included in the above cost backlog are for subcontractors.
Example Joint Venture NoteNOTE 6 JOINT VENTURE
On June 30, 2008, the Company entered into a 40% interest joint venture with ABC Contractor on the Metropolitan Industrial Complex inCharlotte County, Florida. The joint venture is recorded on the equity basis and at December 31, 2010 and 2009, the balance consisted of theoriginal investment of $40,000 plus unremitted joint venture income. Summary financial data of the joint venture is as follows:
2010 20092010 2009ASSETS
Cash 45,000$ 30,000$ Contract Receivables - Current Billings 126,500 90,000 Contract Retainage 25,000 5,000 Costs and Estimated Earnings in Excess of
Billings on Uncompleted Contracts 1,000 5,000 Billings on Uncompleted Contracts 1,000 5,000 Total Assets 197,500$ 130,000$
o Co ac pe ses 5,000 35,000Net Income 87,500$ 25,000$
The contract has been completed in January 2011. The joint venture anticipates the investment will be distributed to the partners in mid-2011.
Example Notes Payable Disclosure
NOTE 7 NOTE PAYABLE - BANK
The Company has a bank line of credit available through May 1, 2011 for maximum working capital borrowings of $2,000,000. The borrowings are secured by inventories, accounts receivable, general intangibles and property and equipment. The interest rate is 1 0% over prime The Company's stockholders have personally guaranteed the borrowings1.0% over prime. The Company s stockholders have personally guaranteed the borrowings. The line of credit agreement contains covenants related to certain financial ratios. Payable to: Security 2010 2009
$2,000,000 renewable line of credit to Bank. Monthly installements of interest only at LIBOR plus 1 5% (which was 6 3% at December 31
Accounts Receivableplus 1.5% (which was 6.3% at December 31,
2010). Includes various financial covenants which were in compliance at December 31, 2010. Renews 5/2011.
Receivable, Inventory, Property and Equipment 766,000$ 1,085,000$
Note Payable to Financial Institution, Monthly Installments of $586, Including Principal and Interest at 6 25% Matures 3/2013
Certain Equipment 414 000 135 000Interest at 6.25%, Matures 3/2013 Equipment 414,000 135,000
Total 1,180,000 1,220,000
Less: Current Maturities of Long-Term Debt (773,000) (917,000)
Long-Term Debt, Net of Current Maturities 407,000$ 303,000$
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The shareholders have personally guaranteed the above borrowings. Maturity requirements on long-term debt as of December 31, 2010 are as follows:
Example Contract NotesNOTE 8 CONTRACTS IN PROGRESS
The XXX open job had costs and estimated earnings in excess of billings at December 31, 2010 resultingfrom an approved change order of approximately $750,000 that was included in the contract price of thepp g pp y $ , pjob but was not billed until after the 2010 year end. The approved change order was the return by theschool district of some of the direct material purchase allowance deducted from the contract for that job.There are additional change orders requested by the Company on that job totaling approximately$350,000 that are in dispute. The disputed change orders are not included in the job's revenues, billings orcontract price at December 31, 2010. Cost to date and total estimated cost for that job include the cost ofp , jthe work performed for both the approved and unapproved change orders.
NOTE 9 SIGNIFICANT REVISION IN CONTRACT ESTIMATE
Revisions in estimated contract profits are made in the year in which circumstances requiring the revisionp y q gbecome known. During 2010, a design flaw was discovered in the XXX School job being built by theCompany. Management estimates that correction of the design flaw will reduce the contract's gross profitby $500,000. This change in estimate reduced 2010 net income by $150,000. No other contracts wereaffected by the design flaw, and the Company expects to complete the school during 2011.
Example Contingency NoteNOTE 10 COMMITMENTS AND CONTINGENCIES
The Company maintains and pays certain of its insurance under retrospective insurance policies. As ofDecember 31, 2010, the Company has an outstanding irrevocable letter of credit expiring December 31,2011, of $500,000 issued in favor of the Company's workers compensation insurance carrier. The Company is a defendant on claims relating to matters arising in the ordinary course of theirconstruction business. Certain of the claims are insured but subject to varying deductibles and certain ofthe claims are uninsured. The amount of liability, if any, from the claims cannot be determined withcertainty, however, management is of the opinion that the outcome of the claims will not have a materialadverse impact on the Company’s financial position. A claim for $180,000 has been filed against the Company and its bonding company arising out of the, g p y g p y gfailure of a subcontractor of the Company to pay its suppliers. In the opinion of counsel andmanagement, the outcome of this claim will not have a material effect on the Company's financialposition, results of operations or cash flows. The Company has commitments for purchases of equipment at December 31, 2010 of $120,000.
Example Management Continuity and Related Party NotesParty Notes
NOTE 11 STOCKHOLDER NOTES PAYABLE
The Company had a note payable to a Shareholder in the amount of $450 000 at December 31 2010The Company had a note payable to a Shareholder in the amount of $450,000 at December 31, 2010. The note is unsecured and bears interest at the prime rate (which was 5.3% at December 31, 2010).The stockholder has subordinated repayment on the note to the outstanding surety bond obligationsissued on the Company’s behalf by The Travelers Companies, Inc.
NOTE 12 BUY-SELL AGREEMENT
The stockholders and the Company have a buy-sell agreement. In the event of a stockholder’s death,the Company has the option to redeem the applicable shares of common stock at a price determinedt e Co pa y as t e opt o to edee t e app cab e s a es o co o stoc at a p ce dete edunder the terms of the agreement. The Company carries $1,000,000 of life insurance on eachstockholder to partially or completely fund this agreement. Any remaining balance is to be paid in fiveequal annual installments with interest at 8%.
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NOTE 13 RELATED PARTY TRANSACTIONS
The Company has made advances to officers of $20,000 and $50,000 in 2010 and 2009, respectively. These advances are unsecured and bear interest at prime. Interest income was $5,000 and $4,000 for the years 2010 and 2009, respectively.
The Company leases office facilities from a shareholder under a noncancelable operating lease. The lease is for five years ith ti t d th t f dditi l fi T t l t d thi ti lwith an option to renew under the same terms for an additional five years. Total rent expense under this operating lease was
$36,000 for 2010 and 2009. Future minimum rent commitments under this facility lease are as follows:
Year Ending December 31, Amount 2011 $ 36,000 2012 36,000 2013 6,000 Total $ 78,000
NOTE 15 MANAGEMENT’S PLAN FOR REORGANIZATIONNOTE 15 MANAGEMENT’S PLAN FOR REORGANIZATION
Subsequent to year end, Management developed a plan to recapitalize the Company. The Company implemented its plan by reducing payroll through staff eliminations and pay reductions, putting new procedures in place to better control change orders, and through an infusion of paid in capital in the amount of $300,000 from the existing shareholders. Additional significant contracts for new work have been signed since year end (see Note 5).