Item 3 ................ Legal Proceedings................... 10 Item 4
Item 4 ................ Submission of Matters to a Vote of Security Holders (Refer to Registrant's 2001 Annual Meeting Notice and Proxy Statement incorporated herein by reference and to be filed with the Securities and Exchange Commission pursuant to Regulation 14A)
PART II Item 5
ITEM 5
PRICE RANGE OF COMMON STOCK AND DIVIDENDS
The Company's Common Stock was traded on the New York and Pacific Stock Exchanges under the ticker symbol DLT. On April 6, 1994, both the New York and Pacific Stock Exchanges suspended the Company's Common Stock from trading and instituted procedures to delist the Company's Common Stock. On June 16, 1994, the Company's Common Stock was formally removed from listing and registration on the New York Stock Exchange. As of December 31, 2000, the Company's Common Stock was traded on a limited basis in the over-the-counter markets (on the bulletin board) under the symbol DLTA. The weighted average price at which the stock was traded at the end of the first, second, third and fourth quarters of 2000 is as follows:
March 31, 2000 $ .250 June 30, 2000 $ .232 September 30, 2000 $ .402 December 31, 2000 $ .331
The Company has never paid cash dividends on its Common Stock. The Company's loan agreements contain certain restrictions which currently prohibit the Company from paying dividends on its Common Stock.
ITEM 6
ITEM 6
SELECTED CONSOLIDATED FINANCIAL INFORMATION
The following table summarizes selected consolidated financial information and should be read in conjunction with the Consolidated Financial Statements. See "Management's Discussion and Analysis of Financial Condition and Results of Operations".
ITEM 7
ITEM 7
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
From June 19, 1992 through March 1999, the Company had entered into loan agreements with Selex International B.V., a Netherlands corporation ("Selex"), Yasawa Holdings, N.V., a Netherlands Antilles Corporation ("Yasawa"), Swan Development Corporation ("Swan") and related parties, including Scafholding, B.V. ("Scafholding"). Since December, 1992, the Company has been dependent on loans and advances from Selex, Yasawa Swan and their affiliates in order to meet its working capital requirements.
Scafholding agreed to purchase contracts receivable at 65% of face value, with recourse, to meet the Company's ongoing capital requirements. Scafholding purchased the following contracts receivables from the Company to generate working capital for the Company:
Approximate Contracts Date of Purchase Receivable Amount Purchased ---------------- --------------------------- June 30, 1998 $200,100 July 15, 1998 $115,200 July 31, 1998 $179,900 August 31, 1998 $250,400 September 10, 1998 $153,400 September 29, 1998 $497,100
As of December 31, 1999, the Company had satisfied its principal debt obligation to Scafholding; the Company's outstanding debt to Yasawa was $5, 400,000 secured by a first lien on the Company's receivables and a mortgage on all of the Company's property. The terms of repayment of this debt have been restructured to provide for monthly payments of principal in the amount of $100,000 payable monthly in cash or with contracts receivable at 100% of face value, plus interest payable monthly on the declining balance at the rate of 9.6% per annum in cash or with contracts receivable at 65% of face value. Effective January 1, 1999, Yasawa and Scafholding agreed to reduce the annual percentage rate for their existing loans to the Company from 9.6% to 6% per annum. The interest rate was again changed in November 2000 when it was agreed that effective January 1, 2001 and semi-annually thereafter, the interest rate would be adjusted to equal the prime rate then in effect. Yasawa and Scafholding did not require the Company to make interest payments for the period September 1, 1998 to December 31, 2000. As of December 31, 2000, the total amount of interest accrued is approximately $1,055,600.
The Company recorded interest expense on all outstanding debt balances for 2000 to Yasawa, Scafholding and Swan at 8%, the Company's incremental borrowing rate. The difference between interest calculated at 8% and the amount accrued under the terms of the respective notes was recorded as a capital contribution increase to capital surplus. The Company recorded interest expense and a capital contribution in the amount of approximately $408,000 for 2000.
From October 9, 1998 through the present, Swan continued to loan the Company funds to meet its working capital requirements. The Company's outstanding debt to Swan, which is secured by a second lien on the Company's receivables, was $5,572,000 as of December 31, 2000. The Company signed a promissory note to Swan in March 1999 which provides that funds advanced by Swan will be paid back by the Company monthly in contracts receivables at 90% of face value, with recourse. There will be no interest for the first six months after an advance of money is received from Swan by the Company; thereafter the interest shall be 6% per annum on the outstanding balance of the advance. Effective January 1, 2001 and semi-annually thereafter, the interest rate will be adjusted to equal the prime rate then in effect. Each time an advance is made, a supplemental note is signed. The amount of each monthly payment will vary and will be dependent upon the amount of contracts receivable in the Company's portfolio, excluding contracts receivable held as collateral for prior receivable sales. Pursuant to the terms of the promissory note, the Company is required to transfer to Swan monthly as debt
repayment all current contracts receivable in the Company's portfolio in excess of the aggregate sum of $500,000. Funds advanced by Swan were used by the Company to pay outstanding real estate taxes for unsold properties with the balance to meet the Company's working capital requirements. As of December 31, 2000, the total amount of interest accrued is approximately $273,000.
During 1998, the Company transferred 14 lots and 4 tracts of land to Swan. In return, Swan built an office complex on part of the land for use by the Company for a period of 54 months, renewable thereafter. The Company valued the land transferred at approximately $440,000 and recorded the net present value of the use of the office complex of approximately $375,000 as prepaid rent. The difference between the net present value of the rent and the cost of the land was recorded as deferred profit and recognized over the lease term.
Results of Operations
Years ended December 31, 2000 and December 31, 1999
Revenues
Total revenues were $9,617,000 for 2000 compared to $8,837,000 for 1999.
Gross land sales were $6,804,000 for 2000 versus $4,959,000 for 1999. Net land sales (gross land sales less estimated uncollectible installment sales and contract valuation discount) increased to $4,896,000 for 2000 compared to $4,4605,000 for 1999. The increase reflects higher sales by the Company's independent dealers and a lower estimate of uncollectible installment sales .
New retail land sales contracts entered into, including deposit sales on which the Company has received less than 20% of the sales price, net of cancellations, for the years ended December 31, 2000 and December 31, 1999 were $9,535,000 and $6,491,000, respectively. The Company had a backlog of $4,413,000 and $2,139,000 in unrecognized sales as of December 31, 2000 and 1999, respectively. Such contracts are not included in retail land sales until the applicable rescission period has expired and the Company has received payments totaling 20% of the contract sales price. See Note 1 to the Consolidated Financial Statements.
Advertising and marketing costs are charges to operations when incurred. Sales commissions are recognized as a liability when the related contract is accepted and charged to expense when the sale is recognized as revenue.
Housing revenues are not recognized from housing sales until the completion of construction and the passage of title. Housing revenues were $3,231,000 for 2000 compared to $3,045,000 for 1999. The increase in housing revenues is directly related to expanded promotional programs for housing.
Improvement revenues result from recognition of revenues deferred from prior period sales. Recognition occurs as development work proceeds on the previously sold property or customers are exchanged to a developed lot. Improvement revenues totaled $276,000 in 2000 as compared to $381,000 in 1999. The decrease is a result of lower expenditures on development work.
Interest income was $440,000 for 2000 as compared to $498,000 for 1999. This decrease is the result of lower contracts receivable balances resulting from the Company's repayment of debt to Swan and Yasawa.
Other revenues were $774,000 for 2000 compared to $448,000 for 1999. Other revenues were generated principally by the Company's title insurance and real estate brokerage subsidiaries.
Costs and Expenses
Costs and expenses were $10,659,000 for 2000 compared to $9,204,000 for 1999. Cost of sales totaled $4,351,000 for 2000 compared to $3,693,000 for 1999. The increase reflects higher sales by the Company's independent dealers.
Commissions, advertising and other selling expenses totaled $3,455,000 for 2000 compared to $3,040,000 for 1999. Advertising was $351,000 for 2000 compared to $359,000 in 1999. Other selling expenses were $1,170,000 in 2000 as compared to $1,075,000 in 1999.
General and administrative expenses were $1,362,000 in 2000 as compared to $1,129,000 in 1999. General and administrative expenses increased primarily due to there being increased overhead.
Real estate tax expense was $598,000 in 2000 as compared to $491,000 in 1999.
Interest expense was $894,000 in 2000 and $851,000 in 1999. The increase in interest expense is the result of increased debt. Interest in the amount of $99,000 and $62,000 was capitalized in 2000 and 1999, respectively.
Net Income
The Company reported a net loss of $1,042,000 for 2000 compared to a net loss of $367,000 for 1999.
Years ended December 31, 1999 and December 31, 1998
Revenues
Total revenues were $8,837,000 for 1999 compared to $6,488,000 for 1998.
Gross land sales were $4,959,000 for 1999 versus $4,155,000 for 1998. Net land sales (gross land sales less estimated uncollectible installment sales and contract valuation discount) increased to $4,465,000 for 1999 compared to $3,078,000 for 1998. The increase reflects higher sales by the Company's independent dealers and a lower estimate of uncollectible installment sales .
New retail land sales contracts entered into, including deposit sales on which the Company has received less than 20% of the sales price, net of cancellations, for the years ended December 31, 1999 and December 31, 1998 were $6,491,000 and $4,679,000, respectively. The Company had a backlog of $2,139,000 and $630,000 in unrecognized sales as of December 31, 1999 and 1998, respectively. Such contracts are not included in retail land sales until the applicable rescission period has expired and the Company has received payments totaling 20% of the contract sales price. See Note 1 to the Consolidated Financial Statements.
Advertising and marketing costs are charges to operations when incurred. Sales commissions are recognized as a liability when the related contract is accepted and charged to expense when the sale is recognized as revenue.
Housing revenues are not recognized from housing sales until the completion of construction and the passage of title. Housing revenues were $3,045,000 for 1999 compared to $1,622,000 for 1998. The increase in housing revenues is directly related to the increase in the Company's promotional programs for housing.
Improvement revenues result from recognition of revenues deferred from prior period sales. Recognition occurs as development work proceeds on the previously sold property or customers are exchanged to a developed lot. Improvement revenues totaled $381,000 in 1999 as compared to $956,000 for 1998. The decrease is a result of lower expenditures.
Interest income was $498,000 for 1999 compared to $548,000 for 1998. This decrease is the result of lower contracts receivable balances due to debt repayments to Swan, Scafholding and Yasawa.
Other revenues were $448,000 for 1999 compared to $284,000 for 1998. Other revenues are generated principally by the Company's title insurance and real estate brokerage subsidiaries.
Costs and Expenses
Costs and expenses were $9,204,000 for 1999 compared to $9,079,000 for 1998. Cost of sales totaled $3,693,000 for 1999 compared to $2,562,000 for 1998. The increase reflects higher sales by the Company's independent dealers.
Commissions, advertising and other selling expenses totaled $3,040,000 for 1999 compared to $2,533,000 for 1998. Advertising was $359,000 in 1999 compared to $46,000 in 1998. Other selling expenses were $1,075,000 in 1999 compared to $1,124,000 in 1998.
General and administrative expenses were $1,129,000 in 1999 versus $2,144,000 in 1998. General and administrative expenses decreased primarily due to there being reduced payments due in 1999 pursuant to the 1998 termination agreements to officers who resigned effective October 1998.
Real estate tax expense was $491,000 in 1999 compared to $1,028,000 in 1998. Included in real estate tax expense in 1998 is delinquent interest and administrative fees on delinquent taxes, which accrued interest at 18% per annum.
Interest expense was $851,000 in 1999 as compared to $812,000 for 1998. The increase in interest expense is the result of increased debt. Interest in the amount of $99,000 and $62,000 was capitalized in 2000 and 1999, respectively. No interest was capitalized in 1998.
Net Income
The Company reported a net loss of $367,000 for 1999 compared to a net loss of $2,591,000 for 1998.
Regulatory Developments which may affect Future Operations
In Florida, as in many growth areas, local governments have sought to limit or control population growth in their communities through restrictive zoning, density reduction, the imposition of impact fees and more stringent development requirements. Although the Company has taken such factors into consideration in its master plans by agreeing, for example, to make improvements, construct public facilities and dedicate certain property for public use, the increased regulation has lengthened the development process and added to development costs.
The implementation of the Florida Growth Management Act of 1985 (the "Act") precludes the issuance of development orders or permits if public facilities such as transportation, water and sewer services will not be available concurrent with development. Development orders have been issued for, and development has commenced in, the Company's existing communities (with development being completed in certain of these communities). Thus, the Company's communities are less likely to be affected by the new growth management policies than future communities. Any future communities developed by the Company will be strongly impacted by new growth management policies. Since the Act and its implications are consistently being re-examined by the State, together with local governments and various state and local governmental agencies, the Company cannot further predict the timing or the effect of new growth management policies, but anticipates that such policies may increase the Company's permitting and development costs.
The Company's land sales activities are further subject to the jurisdiction of the laws of various states in which the Company's properties are offered for sale. In addition, Florida and other jurisdictions in which the Company's properties are offered for sale have strengthened, or may strengthen, their regulation of subdividers and subdivided lands in order to provide further assurances to the public. The Company has attempted to take appropriate steps to modify its marketing
programs and registration applications in the face of such increased regulation, but has incurred additional costs and delays in the marketing of certain of its properties in certain states and countries. For example, the Company has complied with the regulations of certain states which require that the Company sell its properties to residents of those states pursuant to a deed and mortgage transaction, regardless of the amount of the down payment. The Company intends to continue to monitor any changes in statutes or regulations affecting, or anticipated to affect, the sale of its properties and intends to take all necessary and reasonable action to assure that its properties and its proposed marketing programs are in compliance with such regulations, but there can be no assurance that the Company will be able to timely comply with all regulatory changes in all jurisdictions in which the Company's properties are presently offered for sale to the public.
Liquidity and Capital Resources
Mortgages and Similar Debt
As of December 31, 2000, the Company had satisfied its principal debt obligation to Scafholding; the Company's outstanding debt to Yasawa was $5,400,000 secured by a first lien on the Company's receivables and a mortgage on all of the Company's property. The terms of repayment of this debt have been restructured to provide for monthly payments of principal in the amount of $100,000 payable monthly in cash or with contracts receivable at 100% of face value, plus interest payable monthly on the declining balance at the rate of 9.6% per annum in cash or with contracts receivable at 65% of face value. Effective January 1, 1999, Yasawa and Scafholding agreed to reduce the annual percentage rate for their existing loans to the Company from 9.6% to 6% per annum. The interest rate was again changed in November 2000 when it was agreed that effective January 1, 2001 and semi-annually thereafter, the interest rate would be adjusted to equal the prime rate then in effect. Yasawa and Scafholding did not require the Company to make interest payments for the period September 1, 1998 to December 31, 2000. As of December 31, 2000, the total amount of interest accrued is approximately $1,055,600.
From October 9, 1998 through the present, Swan continued to loan the Company funds to meet its working capital requirements. The Company's outstanding debt to Swan, which is secured by a second lien on the Company's receivables, was $5,572,000 as of December 31, 2000. The Company signed a promissory note to Swan in March 1999 which provides that funds advanced by Swan will be paid back by the Company monthly in contracts receivables at 90% of face value, with recourse. There will be no interest for the first six months after an advance of money is received from Swan by the Company; thereafter the interest shall be 6% per annum on the outstanding balance of the advance. Effective January 1, 2001 and semi-annually thereafter, the interest rate will be adjusted to equal the prime rate then in effect. Each time an advance is made, a supplemental note is signed. The amount of each monthly payment will vary and will be dependent upon the amount of contracts receivable in the Company's portfolio, excluding contracts receivable held as collateral for prior receivable sales. Pursuant to the terms of the promissory note, the Company is required to transfer to Swan monthly as debt repayment all current contracts receivable in the Company's portfolio in excess of the aggregate sum of $500,000. Funds advanced by Swan were used by the Company to pay outstanding real estate taxes for unsold properties with the balance to meet the Company's working capital requirements. As of December 31, 2000, the total amount of interest accrued is approximately $273,000.
During 1998, the Company transferred 14 lots and 4 tracts of land to Swan. In return, Swan built an office complex on part of the land for use by the Company for a period of 54 months, renewable thereafter. The Company valued the land transferred at approximately $440,000 and recorded the net present value of the use of the office complex of approximately $375,000 as prepaid rent. The difference between the net present value of the rent and the cost of the land was recorded as deferred profit and is recognized over the lease term.
The Company recorded interest expense on all outstanding debt balances for 1999 and 2000 to Yasawa, Scafholding and Swan at 8%, the Company's incremental borrowing rate. The difference between interest calculated at 8% and the amount accrued under the terms of the respective notes was recorded as a capital contribution increase to capital surplus. The Company recorded interest expense and a capital contribution in the amount of approximately $408,000 for 2000 and $423,000 for 1999.
The following table presents information with respect to mortgages and similar debt (in thousands):
Years Ended ------------------------------- December 31, December 31, 2000 1999 ------------ ------------ Mortgage Notes Payable................. $ 5,400 $ 6,600 Other Loans............................ 5,572 5,114 ------- ------- Total Mortgages and similar debt..... $10,972 $11,714 ------- -------
- ---------- * Included in Mortgage Notes Payable is the Yasawa loan ($5,400,000 at December 31, 2000); included in Other Loans is the Swan loan ($5,572,000 as of December 31, 2000).
Indebtedness under various purchase money mortgages and loan agreements is collateralized by substantially all of the Company's assets, including stock of certain wholly-owned subsidiaries. The Company's outstanding debt to Yasawa is secured by a first lien on the Company's receivables and a mortgage on all of the Company's property; and the Company's outstanding debt to Swan is secured by a second lien on the Company's receivables.
Contracts and Mortgages Receivable Sales
In 1990 and 1992, the Company sold contracts and mortgages receivable to thrid parties. These transactions, among other things require that the Company replace or repurchase any receivable that becomes 90 days delinquent upon the request of the purchaser. Such requirement can be satisfied from contracts in which the purchaser holds a security interest (approximately $1,445,000 as of December 31, 2000). The Company has fully reserved for the estimated future cancellations based on the Company's historical experience for receivables the Company services and believes these reserves to be adequate. The Company did not replace any delinquent receivables in 1998, 1999 or 2000. As of December 31, 2000 and 1999, $1,210,000 and $1,083,000 in receivables were delinquent, respectively.
During 1998, Scafholding purchased approximately $1,400,000 in contracts and mortgages receivable from the Company at sixty-five percent (65%) of face value with recourse for non-performing contracts. These sales generated approximately $900,000 used to meet the Company's working capital requirements.
The Company was the guarantor of approximately $16,066,000 of contracts receivable sold or transferred as of December 31, 2000, for the transactions described above. There are no funds on deposit with purchasers of the receivables as security to assure collectibility as of such date. A provision has been established for the Company's obligation under the recourse provisions of which $2,730,000 remains at December 31, 2000. The Company has been in compliance with all receivable transactions since the consummation of receivable sales.
The Company has an agreement with Scafholding and Citony Development Corporation for the servicing of their receivable portfolios. The Company received approximately $75,300 and $86,700 in 2000 and 1999, respectively, in revenue pursuant to these agreements.
In the future, if the Company elects to do so, Yasawa and Scafholding have agreed to purchase contracts receivable at 65% of face value, with recourse. The Company has an agreement with Swan whereby Swan will loan the Company funds to be repaid with contracts receivable at 90% of face value, with recourse.
Other Obligations
As of December 31, 2000, the Company had estimated development obligations of approximately $25,000 on sold property, an estimated liability to provide title insurance and deeding costs of $251,000 and an estimated cost of street maintenance, prior to assumption of such obligations by local governments, of $585,000, all of which are included in deferred revenue. As of December 31, 2000 and December 31, 1998 the Company had in escrow approximately $7,200 specifically for land improvements at certain of its Central and North Florida communities.
Liquidity
Retail land sales have traditionally produced negative cash flow through the point of sale as a result of a regulatory requirement to sell fully developed lots and the additional requirement to pay marketing and selling expenses prior to or shortly after the point of sale. In an effort to offset the negative cash flow effects of installment land sales, the Company is directing a greater portion of its marketing efforts to the sale of lots with homes and is now offering lots for sale in compulsory building areas where a lot purchaser must complete payments for the lot and construct a home within a limited period of time.
The Company has been dependent on its ability to sell or otherwise finance its contracts receivable and/or secure other financing to meet its cash requirements. Since 1992, the Company has been largely dependent on Yasawa, Scafholding and Swan and related parties for the financing of its operations. Although Scafholding has purchased contracts receivables at the rate of 65% of face value, with recourse, and Swan has loaned the Company additional funds to be paid back with contracts receivable at the rate of 90% of face value, with recourse, there can be no guarantee that the Company will be able to generate sufficient receivables to obtain sufficient financing in the future or that Yasawa, Scafholding, Swan and other related parties will continue to make loans to the Company.
ITEM 8
ITEM 8
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTAL DATA
Page ---- Independent Auditors' Report....................................... 21
Consolidated Balance Sheets as of December 31, 2000 and December 31, 1999............................................... 22
Statements of Consolidated Operations for the years ended December 31, 2000, December 31, 1999 and December 31, 1998...... 24
Statements of Consolidated Stockholders' Equity (Deficiency) for the years ended December 31, 2000, December 31, 1999 and December 31, 1998........................................... 25
Statements of Consolidated Cash Flows for the years ended December 31, 2000, December 31, 1999 and December 31, 1998...... 26
Notes to Consolidated Financial Statements......................... 28
INDEPENDENT AUDITORS' REPORT
TO THE BOARD OF DIRECTORS AND STOCKHOLDERS OF THE DELTONA CORPORATION:
We have audited the consolidated balance sheets of The Deltona Corporation and subsidiaries (the "Company") as of December 31, 2000 and 1999 and the related statements of consolidated operations, consolidated stockholders' equity (deficiency) and consolidated cash flows for the years ended December 31, 2000, 1999 and 1998. 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 generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the 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, such consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company at December 31, 2000 and 1999 and the results of its operations and its cash flows for the years ended December 31, 2000, 1999 and 1998 in conformity with generally accepted accounting principles.
The accompanying consolidated financial statements have been prepared assuming the Company will continue as a going concern. As discussed in Note 1 to the consolidated financial statements, the Company incurred substantial operating losses and has continued to experience problems with liquidity, and has a stockholders' deficiency at December 31, 2000. These matters raise substantial doubt about the Company's ability to continue as a going concern. Management's plans concerning these matters are described in Note 1. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.
JAMES MOORE & CO. P.L. Certified Public Accountants Gainesville, Florida February 18, 2001
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
THE DELTONA CORPORATION AND SUBSIDIARIES
1. Basis of Presentation and Significant Accounting Policies
Basis of Presentation - Going Concern
The accompanying financial statements of The Deltona Corporation and subsidiaries (the "Company") have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business.
The Company has incurred a loss from operations for 2000 of $1,042,000, for 1999 of $367,000 and for 1998 of $2,591,000 resulting in a stockholders' deficiency of $8,839,000 as of December 31, 2000.
Following the restructuring of its debt in 1997 (see Note 5), the Company commenced the implementation of its business plan by redirecting its focus to single-family housing with the development of TimberWalk and other housing in Marion Oaks. The transactions described in Note 5 with Selex International, B.V. ("Selex"), Yasawa Holdings, N.V. ("Yasawa"), Scafholding B.V. ("Scafholding") and Swan Development Corporation ("Swan"), provided the Company with a portion of its financing requirements enabling the Company to commence implementation of the marketing program and attempt to accomplish the objectives of its business plan. Selex, Yasawa, Scafholding and Swan are related parties to the Company either because they are shareholders or as a result of common control.
The Company has been dependent on its ability to sell or otherwise finance contracts receivable and/or secure other financing sources to meet its cash requirements. Additional financing was required in 2000 and was funded through additional loans from Swan. Additional financing will be required in the future. Although in 1998 Scafholding purchased contracts receivables at the rate of 65% of face value, with recourse, and Swan loaned the Company additional funds to be paid back with contracts receivable at the rate of 90% of face value, with recourse in 1998, 1999 and 2000, there can be no guarantee that the Company will be able to generate sufficient receivables to obtain sufficient financing in the future or that Yasawa, Scafholding, Swan and other related parties will continue to make loans to the Company. (See Notes 5 and 11.)
The consolidated financial statements do not include any adjustments relating to the recoverability of asset amounts or the amounts of liabilities should the Company be unable to continue as a going concern.
Significant Accounting Policies
The Company's consolidated financial statements are prepared in accordance with generally accepted accounting principles. Material intercompany accounts and transactions are eliminated.
The Company is principally engaged in the development and sale of Florida real estate through the development of planned communities on land acquired for that purpose. The Company sells homesites under installment contracts which provide for payments over periods ranging from 2 to 10 years. Since 1991, the Company has offered only developed lots for sale. Sales of homesites are recorded under the percentage-of-completion method in accordance with Statement of Financial Accounting Standards No. 66, "Accounting for Sales of Real Estate" ("SFAS No. 66"). Since 1991, the Company has not recognized a sale until it has received 20% of the contract sales price. During 2000, 1999 and 1998, approximately 99%, 73% and 82% of sales were through two independent brokers in New York.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
THE DELTONA CORPORATION AND SUBSIDIARIES
1. Basis of Presentation and Significant Accounting Policies (continued)
As part of its debt repayment obligation as described in Note 5, the Company transfers contracts and mortgages receivable, with recourse, to its lenders, many of which have not been recognized in the financial statements under the provisions of SFAS No. 66. The Company recognizes the contracts when transferred and records deferred revenue until such time as the requirements of SFAS No. 66 are met and the sale can be recognized.
At the time of recording a sale the Company records an allowance for the estimated cost to cancel the related contracts receivable through a charge to the provision for uncollectible sales. The amount of this provision and the adequacy of the allowance is determined by the Company's continuing evaluation of the portfolio and past cancellation experience. While the Company uses the best information available to make such evaluations it is at least reasonably possible, future adjustments to the allowance may be necessary in the near term as a result of future national and international economic and other conditions that may be beyond the Company's control. Changes in the Company's estimate of the allowance for previously recognized sales are reported in earnings in the period in which they become estimable and are charged to the provision for uncollectible contracts.
Land improvement costs are allocated to individual homesites based upon the relationship that the homesite's sales price bears to the total sales price of all homesites in the community. The estimated costs of improving homesites are based upon independent engineering estimates made in accordance with sound cost estimation and provide for anticipated cost-inflation factors. The estimates are systematically reviewed. When cost estimates are revised, the percentage relationship they bear to deferred revenues is recalculated on a cumulative basis to determine future income recognition as performance takes place.
Sales of houses and vacation ownership units, as well as all related costs and expenses, are recorded at the time of closing.
Interest costs directly related to, and incurred during, a project's construction period are capitalized. No interest was capitalized in 1998. In 1999 and 2000, approximately $62,000 and $99,000 in interest, respectively, was capitalized.
Property, plant and equipment is stated at cost. Depreciation is provided by the straight-line method over the estimated useful lives of the respective assets, which range from 5 to 33 years. Additions and betterments are capitalized, and maintenance and repairs are expensed as incurred. Generally, upon the sale or retirement of assets, the accounts are relieved of the costs and related accumulated depreciation and any gain or loss is reflected in income.
Advertising and marketing costs are charges to operations when incurred. Sales commissions are recognized as a liability when the related contract is accepted and charged to expense when the sale is recognized as revenue.
For the purposes of the statements of cash flows, the Company considers its investments, which are comprised of short term, highly liquid investments purchased with a maturity of three months or less, to be cash equivalents.
In accordance with Statement of Financial Accounting Standards No. 121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of" ( SFAS No. 121), long-lived assets, such as inventories and property, plant and equipment to be held and used are to be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amounts of an asset may not be recoverable. As of December 31, 2000, there were no assets considered impaired under the provisions of the Statement.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
THE DELTONA CORPORATION AND SUBSIDIARIES
1. Basis of Presentation and Significant Accounting Policies (continued)
The estimated fair values of financial instruments have been determined by the Company using available market information and appropriate valuation methods. Considerable judgment is required in interpreting market data to develop the estimates of fair value. Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Company could realize or incur in a current market exchange. The use of different market assumptions and/or estimation methods may have a material effect on the estimated fair value amounts. The Company's financial instruments consist of cash and cash equivalents, contracts and mortgages receivable, and similar debt. The carrying amount of cash and cash equivalents are reasonable estimates of fair value. The fair value of contracts and mortgages receivable and similar debt has been estimated using interest rates currently available for similar terms. The carrying value of the contracts and mortgages receivable and similar debt approximates fair value.
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Certain reclassifications have been made to the 1999 financial information to conform to the 2000 presentation.
2. Contracts and Mortgages Receivable
At December 31, 2000, interest rates on contracts receivable outstanding ranged from 5% to 12% per annum (weighted average approximately 7.8%. The approximate principal maturities of contracts receivable were:
December 31, ------------ (in thousands) 2001...................................................... $ 471 2002...................................................... 420 2003...................................................... 391 2004 ..................................................... 422 2005...................................................... 381 2006 and thereafter....................................... 24 ------ Total.............................................. $2,109 ======
If a regularly scheduled payment on a contract remains unpaid 30 days after its due date, the contract is considered delinquent. Aggregate delinquent contracts receivable at December 31, 2000 and 1999 approximate $797,000 and $856,000, respectively.
Information with respect to interest rates and average contract lives used in valuing new contracts receivable generated from sales follows:
Average Average Stated Discounted Years Ended Term Interest Rate to Yield ----------- --------- -------------- ----------
December 31, 2000....... 98 months 7.8% 13.5% December 31, 1999....... 88 months 7.5% 13.5% December 31, 1998....... 94 months 8.3% 13.5%
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
THE DELTONA CORPORATION AND SUBSIDIARIES
2. Contracts and Mortgages Receivable (continued)
In 1990 and 1992, the Company sold contracts and mortgages receivable to third parties. These transactions, among other things, require that the Company replace or repurchase any receivable that becomes 90 days delinquent upon the request of the purchaser. Such requirement can be satisfied from contracts in which the purchaser holds a security interest (approximately $1,445,000 as of December 31, 2000). The Company has fully reserved for the estimated future cancellations based on the Company's historical experience for receivables the Company services and believes these reserves to be adequate. The Company did not replace any delinquent receivables in 1998, 1999 or 2000. As of December 31, 2000 and 1999, $1,211,000 and $1,083,000 in receivables were delinquent, respectively.
During 2000 and 1999, the Company transferred contracts and mortgages receivable, with recourse, in satisfaction of debt of $5,849,649 and $4,150,738, respectively. The Company is required to make monthly principal payments to Yasawa and Scafholding with contracts receivable at 100% of face value, with recourse. The Company is also required to make monthly principal payments to Swan with contracts receivable at 90% of face value, with recourse. The Company transfers all current contracts receivable in excess of the net aggregate sum of $500,000 to Swan on a monthly basis (See Note 5).
During 1998, Scafholding purchased approximately $1,400,000 in contracts and mortgages receivable from the Company at sixty-five percent (65%) of face value with recourse for non-performing contracts. These sales generated approximately $900,000 used to meet the Company's working capital requirements.
The Company was the guarantor of approximately $16,066,000 of contracts receivable sold or transferred as of December 31, 2000, for the transactions described above. There are no funds on deposit with purchasers of the receivables as security to assure collectibility as of such date. A provision has been established for the Company's obligation under the recourse provisions of which $2,730,000 remains at December 31, 2000. The Company has been in compliance with all receivable transactions since the consummation of receivable sales. Because of inherent uncertainties in estimating the recourse provisions, it is at least reasonably possible that the Company's estimate will change in the near term.
The Company has an agreement with Scafholding and Citony Development Corporation for the servicing of their receivable portfolios. The Company received approximately $75,300, $86,700 and $82,000, in 2000, 1999 and 1998, respectively, in revenue pursuant to these agreements. The Company also services the Swan receivable portfolio, which consisted of 564 contracts as of December 31, 2000; however, the Swan portfolio is serviced at no charge to Swan under the debt agreement.
3. Inventories
Information with respect to the classification of inventory of land and improvements including land held for sale or transfer is as follows:
December 31, December 31, 2000 1999 ------------ ------------ (in thousands) Unimproved land..................... $ 420 $ 420 Land in various stages of development........................ 2,316 2,633 Fully improved land................. 5,639 5,184 ------ ------- Total........................ $8,375 $ 8,237 ====== =======
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
THE DELTONA CORPORATION AND SUBSIDIARIES
4. Property, Plant and Equipment
Property, plant and equipment and accumulated depreciation consist of the following:
December 31, 2000 December 31, 1999 -------------------- ------------------- Accumulated Accumulated Cost Depreciation Cost Depreciation ------ ------------ ------ ------------ (in thousands)
Land and land improvements... $ 74 $ -0- $ 74 $ -0- Other buildings, improvements and furnishings............. 1,122 803 1,116 789 Construction and other equipment................... 783 721 758 670 ------ ------- ------ ------ Total................. $1,979 $ 1,524 $1,948 $1,459 ====== ======= ====== ======
Depreciation charged to operations for the years ended December 31, 2000, 1999 and 1998 was approximately $66,000, $50,000 and $45,000, respectively.
5. Mortgages and Similar Debt
As of December 31, 1999, the Company had satisfied its principal debt obligation to Scafholding. As of December 31, 2000, the Company's outstanding debt to Yasawa was $5,400,000 secured by a first lien on the Company's receivables and a mortgage on all of the Company's property. The terms of repayment of this debt have been restructured to provide for monthly payments of principal in the amount of $100,000 payable monthly in cash or with contracts receivable at 100% of face value, plus interest payable monthly on the declining balance at the rate of 9.6% per annum in cash or with contracts receivable at 65% of face value. Effective January 1, 1999, Yasawa and Scafholding agreed to reduce the annual percentage rate for their existing loans to the Company from 9.6% to 6% per annum.The interest rate was again changed effective January 1, 2001 and semi-annually thereafter, the interest rate will be adjusted to equal the prime rate then in effect. Yasawa and Scafholding did not require the Company to make interest payments for the period September 1, 1998 to December 31, 2000. As of December 31, 2000, the total amount of interest accrued is approximately $1,055,600.
From October 9, 1998 through the present, Swan continued to loan the Company funds to meet its working capital requirements (see Note 10). The Company's outstanding debt to Swan, which is secured by a second lien on the Company's receivables, was $5,572,000 as of December 31, 2000. The Company signed a promissory note to Swan in March 1999 which provides that funds advanced by Swan will be paid back by the Company monthly in contracts receivables at 90% of face value, with recourse. There is no interest for the first six months after an advance of money is received from Swan by the Company; thereafter the interest shall be 6% per annum on the outstanding balance of the advance. Effective January 1, 2001 and semi-annually thereafter, the interest rate will be adjusted to equal the prime rate then in effect. Each time an advance is made, a supplemental note is signed. The amount of each monthly payment will vary and will be dependent upon the amount of contracts receivable in the Company's portfolio, excluding contracts receivable held as collateral for prior receivable sales. Pursuant to the terms of the promissory note, the Company is required to transfer to Swan monthly as debt repayment all current contracts receivable in the Company's portfolio in excess of the aggregate sum of $500,000. Funds advanced by Swan are used by the Company to meet the Company's working capital requirements. As of December 31, 2000, the total amount of interest accrued as approximately $273,000.
The Company recorded interest expense on all outstanding debt balances for 2000 and 1999 to Yasawa, Scafholding and Swan at 8%, the Company's incremental borrowing rate. The difference between interest calculated at 8% and the amount accrued under the terms of the respective notes was recorded as a capital contribution increase to capital surplus. The Company recorded interest expense and a capital contribution in the amount of approximately $408,000 and $423,000 for 2000 and 1999, respectively.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
THE DELTONA CORPORATION AND SUBSIDIARIES
5. Mortgages and Similar Debt (continued)
In the future, if the Company elects to do so, Yasawa and Scafholding have agreed to purchase contracts receivable at 65% of face value, with recourse. The Company has an agreement with Swan whereby Swan will loan the Company funds to be repaid with contracts receivable at 90% of face value, with recourse.
The following table presents information with respect to mortgages and similar debt (in thousands):
Years Ended --------------------------- December 31, December 31, 2000 1999 ------------ ------------ Mortgage Notes Payable...................... $ 5,400 $ 6,600 Other Loans................................. 5,572 5,114 ------- ------- Total Mortgages and similar debt.......... $10,972 $11,714 ======= ======= - --------- * Included in Mortgage Notes Payable is the Yasawa loan ($5,400,000 at December 31, 2000); included in Other Loans is the Swan loan ($5,572,000 as of December 31, 2000).
The following table presents information with respect to the minimum principal maturities of mortgages and similar debt for the next five years (excluding amounts owed to Swan):
For the year ended December 31 ------------------ (in thousands)
2001.......................... $ 1,200 2002.......................... 1,200 2003.......................... 1,200 2004.......................... 1,200 2005.......................... 600 ------- $ 5,400 =======
Indebtedness under various purchase money mortgages and loan agreements is collateralized by substantially all of the Company's assets, including stock of certain wholly-owned subsidiaries.
6. Income Taxes
The Company follows the provisions of Statement of Financial Accounting Standard No. 109 "Accounting for Income Taxes." Differences between accounting rules and tax laws cause differences between the basis of certain assets and liabilities for financial reporting purposes and tax purposes. The tax effect of these differences, to the extent they are temporary, are recorded as deferred tax assets and liabilities. Income tax expense is the tax payable or refundable for the period plus or minus the change during the period in deferred assets and liabilities.
For the years ended December 31, 2000, 1999 and 1998, the Company had a net loss for tax purposes and there was no material amount of taxes payable or refundable. Accordingly, there was no tax provision for such years.
As of December 31, 2000, the Company had a net deferred tax asset of approximately $15,017,000, which primarily resulted from the tax effect of the Company's net operating loss carryforward of $11,057,000, losses on subsidiaries sold in prior years of $ 3,960,000 and a difference in reporting the sale of land under the installment basis. A valuation allowance of $15,017,000 has been established against the net deferred tax asset.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
THE DELTONA CORPORATION AND SUBSIDIARIES
6. Income Taxes (continued)
As of December 31, 1999, the Company had a net deferred tax asset of approximately $14,139,000 which primarily resulted from the tax effect of the Company's net operating loss carryforward of $8,610,000, losses on subsidiaries sold in prior years of $3,960,000 and a difference in reporting the sale of land under the installment basis. A valuation allowance of $14,139,000 has been established against the net deferred tax asset.
The Company's regular net operating loss carryover for tax purposes is estimated to be $39,729,000 at December 31, 2000, $542,000 of which was available through 2002, $9,189,000 through 2005, $9,780,000 through 2006, $5,029,000 through 2008, $5,401,000 through 2009, $1,977,000 through 2011, $1,354,000 through 2019 and $6,457,000 through 2020. In addition to the net operating loss carryover, alternative minimum tax credits of $386,000 are available to reduce federal income tax liabilities only after the net operating loss carryovers have been utilized.
The utilization of the Company's net operating loss and tax credit carryforwards could be impaired or reduced under certain circumstances, pursuant to changes in the federal income tax laws effected by the Tax Reform Act of 1986. Events which affect these carryforwards include, but are not limited to, cumulative stock ownership changes of 50% or more over a three-year period, as defined, and the timing of the utilization of the tax benefit carryforwards.
7. Liability for Improvements
The Company has an obligation to complete land improvements upon deeding which, depending on contractual provisions, typically occurs within 90 to 120 days after the completion of payments by the customer. The estimated cost to complete improvements to lots and tracts from which sales have been made at December 31, 2000 and 1999 was approximately $861,000 and $921,000, respectively. The foregoing estimates reflect the Company's current development plans at its communities (see Note 8). These estimates include: estimated development obligations applicable to sold lots of approximately $25,000; a liability to provide title insurance and deeding costs of $251,000 and $273,700, respectively, and an estimated cost of street maintenance, prior to assumption of such obligations by local governments, of $583,000 and $622,000, respectively, all of which are included in deferred revenue. Included in cash at December 31, 2000 and December 31, 1999, are escrow deposits of $7,200 restricted for completion of improvements in certain of the Company's communities.
The anticipated expenditures for land improvements, title insurance and deeding to complete areas from which sales have been made through December 31, 2000 are as follows: December 31, 2000 ----------------- (in thousands)
2001.......................... $ 274 2002.......................... 191 2003.......................... 307 2004 and thereafter........... 89 -------- Total..................... $ 861 ========
8. Commitments and Contingent Liabilities
Total rental expense for the years ended December 31, 2000, December 31, 1999 and December 31, 1998 was approximately $89,000, 77,000 and $134,000, respectively.
The Company has a lease on its headquarters building in TimberWalk and on its Miami office that extend through 2003. Estimated rental expense under these leases is expected to be approximately $76,000 annually. The Company has no material equipment leases.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
THE DELTONA CORPORATION AND SUBSIDIARIES
8. Commitments and Contingent Liabilities (continued)
During 1998, the Company transferred 14 lots and 4 tracts of land to Swan. In return, Swan built an office complex on part of the land for use by the Company for a period of 54 months, renewable thereafter. The Company valued the land transferred at approximately $440,000 and recorded the net present value of the use of the office complex of approximately $375,000 as prepaid rent. The difference between the net present value of the rent and the cost of the land was recorded as deferred profit and recognized over the lease term.
Additionally during 1998, Scafholding advanced the Company $200,000 against future administrative fees due the Company for selling lots owned by Scafholding. The Company recorded this advance as a deposit. In the years ended December 31, 2000, 1999 and 1998, the Company earned $38,520, $74,240 and $27,780, respectively, in fees for sold lots.
Homesite sales contracts provide for the return of all monies paid in (including paid-in interest) should the Company be unable to meet its contractual obligations after the use of reasonable diligence. If a refund is made, the Company will recover the related homesite and any improvement thereto.
Prior to 1999, the Company's continuing liquidity problems precluded the timely payment of the full amount of certain real estate taxes. In 1999, delinquent as well as current real estate taxes for all properties in the Company's saleable inventory were paid. On properties where customers have contractually assumed the obligation to pay real estate taxes, monies received from customers for payment of such taxes are deposited into a tax escrow maintained by the Company until paid.
In addition to the matters discussed above, the Company is a party to other litigation relating to the conduct of its business which is routine in nature and, in the opinion of management, should have no material effect upon the Company's operation.
9. Common Stock and Earnings Per Share Information
Net income (loss) per common share is computed in accordance with the requirements of Statement of Financial Accounting Standards No. 128 "Earnings Per Share" (SFAS No.128). SFAS No. 128 requires net income (loss) per share information to be computed using a simple weighted average of common shares outstanding during the periods presented.
The net earnings (loss) for 2000, 1999 and 1998 were $(1,042,000), $(367,000) and $ (2,591,000) , respectively. The average number of shares of common stock and common stock equivalents used to calculate basic earnings (loss) per share in 2000, 1999 and 1998 was 13,544,277.
10. Subsequent Events
Between January 1, 2001 and February 18, 2001, Swan loaned the Company $1,100,000 under similar terms as described in Note 5. These funds were used to meet the Company's current working capital requirements.
In January and February 2001, the Company transferred contracts receivable with a face value of $316,000 to Scafholding and contracts receivable with a face value of $1,096,000 to Swan under the terms described in Note 5.
ITEM 9.
ITEM 9.
INDEPENDENT PUBLIC ACCOUNTANTS
Audit Fees
The Company paid audit and review fees to James Moore & Co. P.L. totalling $65,800 for the year ended December 31, 2000.
Financial Information Systems and Implementation Fees
The Company did not incur and fees or costs associated with financial information systems or implementation fees.
All Other Fees
The Company paid fees to James Moore & Co. P.L. for preparation of tax related documentation in the amount of $13,375 for the year ended December 31, 2000.
SUPPLEMENTAL UNAUDITED QUARTERLY FINANCIAL DATA (in thousands, except per share amounts)
(Loss) From Operations Before (Loss) Net Income From Income Revenues Taxes Operations (Loss) -------- ---------- ----------- ----------
First.... $ 2,087 $ (402) $ (402) $ (402) Second... $ 2,503 $ (69) $ (69) $ (69) Third.... $ 2,794 $ 69 $ 69 $ 69 Fourth... $ 2,233 $ (640) $ (640) $ (640) ------- --------- -------- -------- Total...... $ 9,617 $ (1,042) $ (1,042) $ (1,042) ======= ======== ======== ========
First..... $ 2,184 $ (297) $ (297) $ (297) Second.... 2,277 (222) (222) (222) Third..... 2,046 (280) (280) (280) Fourth.... 2,330 432 432 432 ------- ------- -------- -------- Total....... $ 8,837 $ (367) $ (367) $ (367) ======= ======= ======== ========
First.... $ 1,379 $ (621) $ (621) $ (621) Second... 1,946 (304) (304) (304) Third.... 1,338 (1,269) (1,269) (1,269) Fourth... 1,825 (397) (397) (397) ------- -------- -------- -------- Total...... $ 6,488 $(2,591) $ (2,591) $ (2,591) ======= ======= ======== ========
Earnings (Loss) Per Share(a) Net Income Operations (Loss) ---------- ---------- First............................... $ (.03) $ (.03) Second.............................. (.01) (.01) Third............................... .01 .01 Fourth.............................. (.05) (.05) ------- -------- Total.............................................. $ (.08) $ (.08) ======= ========
First............................... $ (.02) $ (.02) Second.............................. (.02) (.02) Third............................... (.02) (.02) Fourth.............................. .03 .03 ------- -------- Total.............................................. $ (.03) $ (.03) ======= ========
First............................... $ (.05) $ (.05) Second.............................. (.02) (.02) Third............................... (.09) (.09) Fourth.............................. (.03) (.03) ------- -------- Total.............................................. $ (.19) $ (.19) ======= ========
ITEM 14
ITEM 14
EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
(a) 1. Financial Statements
See Item 8, Index to Consolidated Financial Statements and Supplemental Data.
(a) 2. Financial Statement Schedules
Page Independent Auditors' Report.................. 39
Schedule VIII - Valuation and qualifying accounts for the three years ended December 31, 2000............. 40
All other schedules are omitted because they are not applicable or not required, or because the required information is included in the Consolidated Financial Statements or Notes thereto or the 2001 Annual Meeting Proxy Statement to be filed with the Securities and Exchange Commission pursuant to Regulation 14A, incorporated herein by reference.
(a) 3. Exhibits
See the Exhibit Index included herewith.
(b) Reports on Form 8-K
No report on Form 8-K was filed during the year ended December 31, 2000.
INDEPENDENT AUDITORS' REPORT
TO THE BOARD OF DIRECTORS AND STOCKHOLDERS OF THE DELTONA CORPORATION:
We have audited the consolidated financial statements of The Deltona Corporation and subsidiaries (the "Company") as of December 31, 2000 and 1999 and for the years ended December 31, 2000, 1999 and 1998 and have issued our reports thereon dated February 18, 2001 (which expresses an unqualified opinion and includes an explanatory paragraph relating to the Company's ability to continue as a going concern), included elsewhere in this Annual Report on Form 10-K. Our audit also included the financial statement schedules listed in Item 14(a)2 of this Annual Report on Form 10-K. These financial statement schedules are the responsibility of the Company's management. Our responsibility is to express an opinion based on our audit. In our opinion, such financial statement schedules, when considered in relation to the basic consolidated financial statements taken as a whole, present fairly in all material respects the information set forth therein.
JAMES MOORE & COMPANY P.L. Certified Public Accountants Gainesville, Florida February 18, 2001
SIGNATURES
Pursuant to the requirements of Section 13 or 15 (d) of the Securities Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
THE DELTONA CORPORATION (Company)
By:/s/ Donald O. McNelley DATE: March 16, 2001 ---------------------- Donald O. McNelley, Treasurer
Pursuant to the requirements of the Securities Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on the date indicated.
/s/ Antony Gram - ------------------------------------------------ Antony Gram, Chairman of the Board of Directors, Chief Executive Officer and President
/s/ Christel DeWilde - ------------------------------------------------ Christel DeWilde, Director
/s/George W. Fischer - ------------------------------------------------ George W. Fischer, Director
/s/Rudy Gram - ------------------------------------------------ Rudy Gram, Director
/s/Thomas B. McNeill - ------------------------------------------------ Thomas B. McNeill, Director DATE: March 16, 2001